Securities & 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: June 3, 1997
Lotus Pacific, Inc.
(Exact name of registrant as specified in its charter)
Delaware 33-3272-W 52-1947160
State of Organization Commission File Number Employer ID Number
200 Centennial Avenue, Suite 201, Piscataway, New Jersey 08854
Address of Principal Executive Office
(908) 885-1750
Registrant's Telephone Number, Including Area Code
Item 1. Change in Control of Registrant
Effective as of May 30, 1997, the registrant elected Jeremy
Wang as a director to the board. Jeremy Wang, 42, is a director
of Evenew International Ltd. In the past ten years, he worked
at AT&T Bell Laboratories and Merck & Co. designing hardware and
software system. He held various responsibilities in system
engineering, development and product management in the
telecommunications industry. Jeremy Wang graduated from
University of Virginia majoring Chemical Engineering with an MS
and from New Jersey Institute of Technology majoring computer
science with an MS.
Item 2. Acquisition of Assets.
Effective as of June 3, 1997, Regent Electronics Corp.
(hereinafter "Regent"), a wholly owned subsidiary of the
registrant, entered into a Purchase Agreement with Rightiming
Electronics Corp., a New Jersey based high-tech company, to
acquire certain technology related assets and rights for an
aggregate consideration of US $8,600,000 (eight million six
hundred thousand US dollars) and 8,000,000 (eight million)
shares of Common Stock of Regent Electronics Corp.
The acquired assets include all Commodore-Amiga's patents,
licenses, trademarks, and copyrights to be registered and used
in China, Taiwan, Hong Kong, Macao and the bordering countries
between China and the former Soviet Union, and a series of
multimedia electronic products including Wonder TV A-6000,
Wonder TV A-6030 and Work Station A-5800. These multimedia
electronic products feature an all-in-one box system, combining
functions of a multimedia personal computer, a facsimile
capability, a Karaoke machine, an Internet box, a CD player, a
VCD player and an electronic game machine. Patents for these
multimedia related products are pending in China.
The acquisition decision, by the management of the registrant,
is to purchase a product similar to Web-TV and market it in
China and other Asian countries.
Funds used to make this acquisition are provided by Lotus
Pacific, Inc. These funds were recently raised in private
placement transactions by Lotus Pacific, Inc.
As of June 3, 1997, Regent Electronics Corp. has 26,000,000
shares of common stock outstanding , of which 18,000,000 shares
are owned by Lotus Pacific, Inc. and the other 8,000,000 shares
are issued to Rightiming Electronics Corp. as a result of this
acquisition.
All matters referred to were approved by the written consent of
a majority in interest of the holders of the Corporation's
outstanding shares of common stock.
Item 6. Resignation of Directors
Effective as of May 30, 1997, Cheng Wang resigned from the
board of directors for personal reasons.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
(a) Financial statements of business acquired. None.
(b) Pro forma financial statement. None.
(c) Exhibit. The following exhibit, Letter to Shareholders
dated June 3, 1997, relating to the acquisition of Rightiming's
certain assets and rights, are filed herewith.
Lotus Pacific, Inc.
200 Centennial Avenue, Suite 201
Piscataway, New Jersey 08854
(908) 885-1750
June 3, 1997
LETTER TO SHAREHOLDERS
Dear Shareholders:
We are pleased to announce that as of June 3, 1997, Regent
Electronics Corp., a wholly owned subsidiary of the Company,
completed the acquisition of certain technology related assets
and rights which were previously owned by Rightiming Electronics
Corp. for an aggregate consideration of US $8,000,000 (eight
million six hundred thousand US dollars) plus 8,000,000 (eight
million) shares of common stock of Regent Electronics Corp.
The acquired assets include all Commodore-Amiga's patents,
licenses, trademarks, and copyrights, and a series of multimedia
electronic products including Wonder TV A-6000, Wonder TV A-6030
and Work Station A-5800. These multimedia electronic products
feature an all-in-one box system, combining functions of a
multimedia personal computer, a facsimile capability, a Karaoke
machine, an Internet box, a CD player, a VCD player and an
electronic game machine.
The acquisition decision, by the management of the registrant,
is to purchase a product similar to Web-TV and market it in
China and other Asian countries.
All matters referred to herein have been approved by the
written consent of a majority of holders of the Corporation's
outstanding shares of common stock.
We appreciate your continuing support and interest, and we
believe that this positive step is in the right direction for
the Corporation and its shareholders.
Sincerely,
Lotus Pacific, Inc.
James Yao
Chairman and President
SIGNATURE
Pursuant to the requirements of the Securities & Exchange Act
of 1934, the registrant has duly caused this report to be signed
by the undersigned hereunto duly authorized.
Lotus Pacific, Inc.
Dated: June 3, 1997
By: /s/
James Yao
President