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): June 14, 2005 (June 11, 2005)
CHINA BIOPHARMACEUTICALS HOLDINGS, INC.
------------------------------
(Exact name of registrant as specified in its charter)
Delaware 814-00063 13-2949462
(State or other jurisdiction Commission File Number) (IRS Employer
of incorporation) Identification No.)
Suite 1601, Buliding A, Jinshan Tower
No. 8, Shan Xi Road Nanjing, Jiangsu
China, 210009
--------------------------
(Address of principal executive offices)
86 (25) 8320 5758
-------------------------------------
(Registrant's telephone number, including area code)
-------------------------------------------------------------------
(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 of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| 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))
- 2 -
ITEM 2.01. COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS.
On June 11, 2005, the Registrant signed a Purchase Agreement under which, the
Registrant acquired controlling ownership interest (approximately 51%) in Suzhou
Erye Pharmaceutical Limited Company ("Erye"), a Chinese company specialized in
research and development, production and sales of pharmaceutical products as
well as chemicals used in pharmaceutical products. The board of directors of the
Registrant approved the acquisition.
Total consideration paid by the Registrant to acquire 51% ownership interest in
Erye is $3,000,000 cash to be paid in installments and 3,300,000 million shares
of the common stock of the Registrant.
The acquisition of 51% of the ownership interest of Erye, adds new drug products
to the Registrant's pipeline, manufacturing capabilities that comply with China
Good Manufacturing Practices (GMP) standard and marketing network that covers 25
provinces in China. Erye has obtained production certificates for 68 drug items,
among which 27 are in production, mainly antibiotics drugs such as Cefotaxime
Sodium for injection, Ceftriaxone Sodium for injection, Amoxicillin for
injection, and Compound Amoxicillin for injection. Erye's sales reached RMB167
million in 2004, with raw material Acetylspiramycin per oral taking 15% of
domestic market share, and Cloxacillin Sodium taking 80% of domestic market
share.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
These financial statements are in the process of being prepared and will be
filed as soon as practicable following the closing of the transaction described
in this report, but in no event later than the applicable required time frame.
(b) Pro Forma Financial Information.
These financial statements are in the process of being prepared and will be
filed as soon as practicable following the closing of the transaction described
in this report, but in no event later than the applicable required time frame.
(c) Exhibits.
1 Purchase Agreement between the Registrant and the shareholders of Erye
represented by Mr. Shi Mingsheng dated as of June 11, 2005
- 3 -
SIGNATURES
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.
China Biopharmaceuticals Holdings, Inc.
By: /s/ Peng Mao
-----------------------------
Name: Peng Mao
Title: Chairman and
Chief Executive Officer
Dated: June 14, 2005