On December 26, 2012, in connection with the completion of the Merger, the Company notified the Nasdaq Stock Market ( "Nasdaq") of its intent to remove its common stock, par value $0.006 ("Company Common Stock") from listing on Nasdaq and, at the Company's request, Nasdaq filed a delisting application on Form 25 with the Securities and Exchange Commission (the "SEC") to delist and deregister the Company Common Stock. The Company will file with the SEC a notification on Form 15 under the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), requesting the deregistration of the Company Common Stock and the suspension of the Company's reporting obligations under Sections 13 and 15(d) of the Exchange Act.

As of the effective time of the Merger (the "Effective Time"), each outstanding share of the Company Common Stock was converted into the right to receive $9.50 per share in cash, without interest, excluding shares held in the treasury of the Company or owned, directly or indirectly, by Parent, Holdco, Merger Sub, or any wholly-owned subsidiary of the Company immediately prior to the Merger. Shares of the Company Common Stock beneficially owned by Mr. Fu, certain related persons, and certain funds affiliated with Abax (collectively, the "Rollover Stockholders") were contributed to Parent prior to the Effective Time and cancelled in exchange for ownership interests in Holdco. In addition, at the Effective Time, each outstanding option to purchase Company Common Stock (each, a "Company Stock Option") granted under any equity plan of the Company, whether vested or exercisable, that was outstanding at the Effective Time was converted into the right to receive an amount in cash equal to the number of shares of Company Common Stock subject to such Company Stock Option multiplied by the amount by which $9.50 exceeds the exercise price per share of such Company Stock Option. Also at the Effective Time, each outstanding restricted share of Company Common Stock granted under any equity plan of the Company vested in full and was converted into the right to receive $9.50 in cash.

On December 26, 2012, Parent consummated the acquisition of 100% of the outstanding voting securities of the Company through the Merger. The Company is the surviving corporation in the Merger and is a wholly-owned subsidiary of Parent.

The aggregate consideration to be paid in connection with the Merger is approximately $366.2 million. The consideration will be funded through a combination of (i) the contribution of 11,255,456 shares of the Company Common Stock to Parent by the Rollover Stockholders (the equivalent of approximately $106.9 million based upon the per share merger consideration of $9.50), (ii) equity financing from Mr. Fu of $45 million in cash, (iii) equity financing from funds affiliated with Abax of $30 million, (iv) debt financing of approximately $183.1 million pursuant to a facility agreement, dated June 27, 2012, by and between Parent and China Development Bank Corporation Hong Kong Branch and (v) cash from the Company of approximately $1.2 million.

This description of the Merger does not purport to be complete and is qualified in its entirety by reference to the Merger Agreement, which is attached as Exhibit 2.1 hereto and incorporated herein by reference. A copy of the press release announcing the completion of the Merger is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

In accordance with the terms of the Merger Agreement and effective as of the Effective Time, the directors of Merger Sub immediately prior to the Effective Time became the directors of the surviving corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified. As of the Effective Time, Jack Perkowski, Feng Bai and Jiping Hua are no longer directors of the Company.

In connection with the consummation of the Merger, the Company's Articles of Incorporation were amended and restated, effective December 26, 2012. A copy of the Company's Amended and Restated Articles of Incorporation are attached as Exhibit 3.1 to this Current Report on Form 8-K and are incorporated herein by reference. In connection with the consummation of the Merger, the Company's Bylaws were amended and restated, effective December 26, 2012. A copy of the Company's Amended and Restated Bylaws are attached as Exhibit 3.2 to this Current Report on Form 8-K and are incorporated herein by reference.

1. (d) Exhibits

Exhibit
Number     Description
2.1        Agreement and Plan of Merger, dated as of June 28, 2012, among the
           Company, Green Dynasty Holdings Limited, Green Dynasty Limited and
           Green Dynasty Acquisition, Inc. (incorporated by reference to Exhibit
           2.1 of the Company's Current Report on Form 8-K filed with the
           Securities and Exchange Commission on June 29, 2012).
3.1        Amended and Restated Articles of Incorporation of the Company, adopted
           December 26, 2012.
3.2        Amended and Restated Bylaws of the Company, adopted December 26, 2012.
99.1       Press release, dated December 27, 2012.