UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 4, 2010
SINO GREEN LAND CORPORATION
(Exact name of registrant as specified in its charter)
| Nevada | | 000-53208 | | 54-0484915 |
| (State or Other Jurisdiction of | | (Commission file number) | | (I.R.S. Employer |
| Incorporation) | | | | Identification No.) |
Suite 2711A, 27/F, Exchange Tower,
33 Wang Chiu Road, Kowloon Bay,
Kowloon, Hong Kong
People’s Republic of China
(Address of Principal Executive Offices)
852-3104-0598
(Registrant’s telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))
Item 1.01. Entry into a Material Definitive Agreement
Item 7.01 Regulation FD Disclosure
On December 4, 2010, the Company repurchased outstanding warrants to purchase an aggregate of 18,175,757 shares of common stock for a total consideration of $363,515.14 pursuant to warrant purchase agreements with various warrant holders dated November 30, 2010. The warrants had an average exercise price of $0.13 per share and expired from August 2011 to July 2012.
On December 9, 2010, the Company issued a press release to announce the consummation of the above-referenced transaction. A copy of the press release is attached hereto as Exhibit 99.1.
In accordance with General Instruction B.2 of Form 8-K, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Form of Warrant Purchase Agreement, dated November 30, 2010, by and between the Company and the warrant holder.
99.2 Press Release, dated December 9, 2010.
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.
| | SINO GREEN LAND CORPORATION | |
| | | | |
| Date: December 10, 2010 | By: | /s/ Huasong Sheena Shen | |
| | | Name: Huasong Sheena Shen | |
| | | Title: Chief Financial Officer | |
| | | | |
