Current Report Filing (8-k)
December 28 2017 - 4:16PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
_________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported): December
28, 2017
_________________
AMERICAN LORAIN CORPORATION
(Exact name of registrant as specified in its charter)
Nevada
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001-34449
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87-0430320
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(State or other jurisdiction
of incorporation or
organization)
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(Commission File Number)
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(I.R.S. Employer
Identification
Number)
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Beihuan Road Junan County
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Shandong, China
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276600
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
(86)
539-7317959
Not Applicable
(Former name or former address,
if changed since last report)
Check the appropriate box below if the Form 8-K filing is
intended to simultaneously satisfy the filing obligation to the 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 under the
Exchange Act (17 CFR 240.14a -12)
[ ] 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))
Indicate by check mark whether the registrant is an emerging
growth company as defined in as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§240.12b -2 of this chapter).
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to
Section 13(a) of the Exchange Act. [ ]
Item 1.01. Entry into a Material Definitive Agreement
On December 28, 2017, American Lorain Corporation (the
Company
) entered into a Securities Purchase Agreement (the
Purchase
Agreement
), pursuant to which Yi Li and Beili Zhu, each an individual
residing in the Peoples Republic of China, agreed to invest an aggregate of
$1.275 million in the Company (the
Financing
) in exchange for an
aggregate of 7,500,000 shares (the
Shares
) of the Companys common
stock, par value $0.001 per share, representing a purchase price of $0.17 per
Share. The Purchase Agreement contains customary representations and warranties
by the Company and customary closing conditions. The Company expects to use the
proceeds of the Financing for general corporate purposes.
Item 3.02. Unregistered Sale of Equity Securities
The information set forth in Item 1.01 above is hereby
incorporated by reference herein.
Item 8.01 Other Events.
On December 28, 2017, the Company issued a press a release, a
copy of which is attached hereto as Exhibit 99.1.
In addition, the Company has delayed its annual stockholder
meeting in order to continue soliciting sufficient votes to meet quorum
requirements. The Company will announce the new meeting date as soon as
practical.
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibit 99.1 - Press Release dated December 28, 2017.
SIGNATURE
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.
Dated: December 28, 2017
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AMERICAN LORAIN CORPORATION
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By:
/s/ Si Chen
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Name: Si Chen
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Title: Chairman and Chief Executive Officer
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