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EX-99.1 - EXHIBIT 99.1 - Yongye International, Inc.v370655_ex99-1.htm

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K
CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act 1934

 

Date of Report (date of earliest event reported): March 5, 2014

 

YONGYE INTERNATIONAL, INC.

(Exact name of registrant as specified in charter)

Nevada 001-34444 20-8051010
(State of Incorporation) (Commission File No.) (IRS Employer
Identification No.)

 

6th Floor, Suite 608, Xue Yuan International Tower,
No. 1 Zhichun Road, Haidian District, Beijing, PRC

 

(Address Of Principal Executive Offices) (Zip Code)

 

+86 10 8232 8866
(Registrant’s Telephone Number, Including Area Code)

____________________

(Former Name or Former Address, is Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under any of the following provisions:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 

 

Item 8.01 Other Event

 

On March 5, 2014, Yongye International, Inc. (the “Company”) issued a press release announcing that at the special meeting of stockholders of the Company held on March 5, 2014, the proposal to approve the previously announced agreement and plan of merger (the “Merger Agreement”), dated as of September 23, 2013, among the Company, Full Alliance International Limited (“Holdco”), Yongye International Limited (“Parent”) and Yongye International Merger Sub Limited (“Merger Sub”), did not receive approval from at least a majority of the issued and outstanding shares of common stock of the Company (the “Shares”), other than (i) Shares owned by Holdco, Parent and Merger Sub, including shares to be contributed to Parent by Holdco, Mr. Zishen Wu, Prosper Sino Development Limited and MSPEA Agriculture Holding Limited, immediately prior to the effective time of the Merger pursuant to a contribution agreement, dated as of September 23, 2013, among Parent, Holdco, Mr. Zishen Wu, Prosper Sino Development Limited and MSPEA Agriculture Holding Limited, and (ii) Shares held by the Company or any subsidiary of the Company. As a result, the Merger Agreement was not approved by the Company’s stockholders.

 

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit Number Description
   
99.1 Press Release dated March 5, 2014.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  YONGYE INTERNATIONAL, INC.
   
  By: /s/ Zishen Wu
  Name: Zishen Wu
  Title: Chief Executive Officer
   
Dated: March 5, 2014  

  

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