Current Report Filing (8-k)
14 Janvier 2019 - 4:15PM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of report (date of earliest event
reported): January 6, 2019
RENMIN TIANLI GROUP, INC.
(Exact name of registrant as specified
in its charter)
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British Virgin Islands
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001-34799
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N/A
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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Suite K, 12th Floor, Building A, Jiangjing
Mansion
228 Yanjiang Ave., Jiangan District,
Wuhan City
Hubei Province, China 430010
(Address of principal executive offices)
Registrant’s telephone number,
including area code: (+86) 27 8274 0726
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging
growth company 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 January 6, 2019, Renmin Tianli Group,
Inc. (“we’” or the “Company”) entered into an equity transfer agreement to acquire a 40% equity interest
in Dalian Lianhui Hotel Co., Ltd. (“Lianhui”) for a purchase price of RMB 75,372,800, payable by the issuance of 4,000,000
of its common shares (valued at $1.10 per share). Lianhui operates the Dalian Lianhui Theme Hotel, a boutique hotel with 120 rooms
and certain retail/commercial spaces located at No. 5 Wuwu Road, Zhongshan District, Dalian City, Liaoning Province.
Item 5.02 Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 10, 2019, our Board of Directors
elected Tiewei Song and Yongquan Bi as directors of our company and Xiadong Zhang as co-Chief Executive Officer. Mr. Song is an
independent director within the meaning of NASDAQ Rule 5605(a)(15).
Tiewei Song
Since August 2013,
Mr. Song has been President and a Director of Shenyang Langzi Investment Management Co., Ltd. From July 2008 to July 2013, he was
Chief Representative of China to the Varengold Bank AG. From October 1999 to May 2008, he was Executive Director and President
of Liaoning Jiachang Enterprise Group. Mr. Song graduated from Peking University with a Bachelor's degree in Mathematics and a
Master's degree in Mathematical Sciences.
Yongquan Bi
Yongquan Bi, age 41,
is the Chairman and Chief Executive Officer of Boqi Group Co., Ltd., a diversified holding company which operates hotel chains,
car dealerships, hospitals and retail pharmacies, which he founded in 2009. In 2017, Boqi Group Co., Ltd. purchased the Dalian
Lianhui Theme Hotel. Mr. Bi is Chairman of the Board of Directors of NF Energy Technology Co., Ltd. (NASDAQ: NFEC).
Xiadong Zhang
Xiaodong Zhang, age
49, has been engaged in banks’ credit business and insurance sales. Since 2017, he has been Vice President of Dalian Boqi
Business Information Consulting Co., Ltd. From 1990 to 2017, Mr. Zhang held various positions in the life insurance industry, including
business director of Huaxia Life Insurance Shanxi Branch and manager of the bank insurance department of Pacific Life Insurance,
Shanxi Branch from 2013 to 2017, manager of the business department of Xinhua Life Insurance, Shanxi Branch from 2001 to 2008,
and as credit manager, account manager and general manager of the Credit Department in Bank of Agricultural, Shanxi Branch, from
1990 to 2001. Mr. Zhang holds an associate degree from Northwestern Polytechnical University.
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Item 7.01
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Regulation FD Disclosure.
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On January 14, 2019, we issued a press release
announcing that we had entered into the equity transfer agreement for the acquisition of a 40% equity interest in Dalian Lianhui
Hotel Co., Ltd. and the appointment of Messrs. Song and Bi as directors and Mr. Zhang as our co-Chief Executive Officer. A copy
of the press release is annexed as Exhibit 99.1 to this report.
The information in
this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liability of such Section, nor shall it be
deemed incorporated by reference in any filing by us under the Securities Act of 1933, as amended, or the Exchange Act, regardless
of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.
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Item 9.01.
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Financial Statements and Exhibits
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(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities
and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.
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RENMIN TIANLI GROUP, INC.
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Dated: January 14, 2019
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By:
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/s/ Guangfu Liu
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Guangfu Liu
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Chief Executive Officer
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Aoxin Tianli Group, Inc. (NASDAQ:ABAC)
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