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CXDC > SEC Filings for CXDC > Form 8-K on 14-Mar-2013All Recent SEC Filings

Show all filings for CHINA XD PLASTICS CO LTD | Request a Trial to NEW EDGAR Online Pro

Form 8-K for CHINA XD PLASTICS CO LTD


14-Mar-2013

Entry into a Material Definitive Agreement, Regulation FD Disclosure, Ot


Item 1.01 Entry into a Material Definitive Agreement.

On March 8, 2013, Xinda Holding (HK) Company Limited ("Xinda HK"), a wholly owned subsidiary of China XD Plastics Company Limited (the "Company") incorporated in Hong Kong, entered into an Investment Agreement for 300 Thousand Tons Plastics New Material Production, R&D Center and Training Center Project (the "Investment Agreement") with the People's Government of Shunqing District, Nanchong City, Sichuan Province ("Shunqing Government"), pursuant to which, Xinda HK shall invest, through its PRC affiliate or otherwise, RMB 1.7 billion in fixed assets and approximately RMB 0.6 billion in working capital, in a 300 thousand metric tons plastics new materials production project and its affiliated R&D center and training center project (collectively, the "Project") in Yinghua Industrial Park, Shunqing District, Nanchong City, Sichuan Province. In accordance with the terms and conditions thereunder, Shunqing Government will provide land use rights for the construction land for the Project to Xinda HK at below market price (or its designated PRC affiliate) and provide certain preferential tax treatment and other preferential policy coverage.

In order to further support the Company's Project , also on March 8, 2013, Xinda HK and Shunqing Government entered into a Supplemental Agreement to the Investment Agreement (the "Supplemental Agreement"), pursuant to which, Shunqing Government agreed to coordinate with relevant parties to provide Heilongjiang Xinda Enterprise Group Limited ("Heilongjiang Xinda"), a wholly owned PRC subsidiary of Xinda HK, (i) an interest-subsidized loan of RMB 50 million within 10 business days from the date of the Supplemental Agreement, due and repayable by May 5, 2014 and (ii) an interest-subsidized loan of RMB 70 million within 10 business days from the execution of the construction contract for the Project by the parties, due and repayable by November 10, 2014 (collectively, the "Interest-Subsidized Loans"), in connection with the Project. The Interest-Subsidized Loans will be secured by permits for ancillary rights attached to the land use right to be granted to Xinda HK or its designated PRC affiliate in connection with the Project. In addition, Xinda HK shall assume joint and several liabilities for Heilongjiang Xinda's repayment of the Interest-Subsidized Loan.

On March 8, 2013, members of the board of directors of the Company held a meeting and voted unanimously to approve the Investment Agreement and the Supplemental Agreement, as well as the implementation of all of the transactions contemplated thereunder.

The above description of the Investment Agreement and the Supplemental Agreement does not purport to be complete and is qualified in its entirety by reference to such agreements, the English translations of which are attached hereto as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K.



Item 7.01 Regulation FD Disclosure.

The information contained in this Current Report on Form 8-K is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section. The information contained in this Current Report on Form 8-K that is furnished under this Item 7.01 shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such a filing.




Item 8.01 Other Events

On March 12, 2013, the Company issued a press release regarding the transactions contemplated in the Investment Agreement and the related transaction documents, a copy of which is filed herewith as Exhibit 99.1.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description

10.1        English translation of the Investment Agreement
            entered into by and between Xinda HK and Shunqing
            Government on March 8, 2013

10.2        English translation of the Supplemental Agreement
            entered into by and between Xinda HK and Shunqing
            Government on March 8, 2013

99.1        Press Release dated March 12, 2013


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