Item 1.01 Entry into a Material Definitive Agreement

On December 21, 2012, SmartHeat Inc., a Nevada corporation (the "Company"), entered into the December 2012 Amendment (the "Amendment") to the Credit and Security Agreement dated July 27, 2012 (the "Credit Agreement"), between the Company and Northtech Holdings Inc., a British Virgin Islands business corporation ("Northtech"). Northtech is owned by certain members of the Company's former management, Jun Wang, Xudong Wang, and Wen Sha. Huajun Ai, the Company's Corporate Secretary is also a part owner of Northtech.

The Amendment modifies the definition of "Average Share Price" in the Credit Agreement to decrease the minimum and maximum values for the "Average Share Price," from $1.00 to $0.50 and from $7.00 to $3.50, respectively. The Amendment also increases the maximum line which may be borrowed under the Credit Agreement from $2,000,000 to $2,500,000, extends the maturity date for amounts borrowed from April 30, 2013 to April 30, 2014, and permits the Company to use amounts borrowed to repurchase shares of its common stock. Further, the Company increased its pledge of 35% of its equity interest in each of its wholly-, directly-owned subsidiaries as collateral for amounts borrowed to 55%, and agreed to submit the Amendment to its shareholders for approval at the Company's next annual meeting of shareholders.

Also under the terms of the Amendment, and in accordance with Section 2.6 of the Credit Agreement, which permits the Company to repay any of its obligations under the Credit Agreement in restricted shares of its common stock, the Company issued Northtech 1,300,000 restricted shares of the Company's common stock as repayment of $1,300,000 of the $1,384,455 outstanding as of December 21, 2012, under the Credit Agreement. The shares were issued in reliance upon Section 4(2) of the Securities Act at $1.00 per share.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment, a copy of which is attached as Exhibit 10.13 hereto and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits Exhibit Description 10.13 December 2012 Amendment to the Credit and Security Agreement between SmartHeat Inc. and Northtech Holdings Inc., dated December 21, 2012

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