UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
May 11, 2007
Date of report (Date of earliest event reported)
GLOBAL PHARMATECH, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
33-0976805 33-0976805
(Commission File Number) (IRS Employer Identification No.)
89 Ravine Edge Drive
Richmond Hill, Ontario
Canada L4E 4J6
(Address of Principal Executive Offices and Zip Code)
905-787-8225
(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 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(b) under the Exchange Act (17
CFR 240.14a-12(b))
[ ] 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))
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
JILIN YICAOTANG PHARMACEUTICAL CO., LTD EQUITY AND CLAIM TRANSFER AGREEMENT
On May 11, 2007, Jilin Tian Yao Science and Technology Limited Company
("JTY"), a wholly-owned subsidiary of Global Pharmatech, Inc entered into an
Equity and Claim Transfer Agreement (the "Transfer Agreement") with Mr. Daojun
Wang ("Mr. Wang") pursuant to which JTY agreed to sell to Mr. Wang (i) JTY's 95%
equity interest in Jilin Yicaotang Pharmaceutical Co., Ltd ("JYP"), consisting
of 9,500,000 shares of JYP (the "Interest") and (ii) the 9,780,000 Renminbi
("RMB") debt owed to JTY by JYP (the "Claim"). JYP is in the business of liquid
dose medicine manufacturing and sales. As of May 17, 2007 the exchange rate
between the U.S. Dollar and the Chinese Renminbi was approximately $1.00 =7.7628
RMB.
The purchase price for the Interest and the Claim is 9,000,000 RMB and is
payable in installments as follows:
(i) 500,000 RMB by May 14, 2007;
(ii) 500,000 RMB by May 30, 2007;
(iii) 1,000,000 RMB by November 30, 2007;
(iv) 1,000,000 RMB by May 30, 2008;
(v) 1,000,000 RMB by November 30, 2008;
(vi) 1,000,000 RMB by May 30, 2009;
(vii) 1,000,000 RMB by November 30, 2009;
(viii) 1,000,000 RMB by May 30, 2010;
(ix) 1,000,000 RMB by November 30, 2010; and
(x) 1,000,000 RMB by May 30, 2011.
In the event that Mr. Wang is unable to make a payment on its respective
due date, the Transfer Agreement provides that JTY shall charge Mr. Wang 0.5% on
the past due balance. If Mr. Wang is unable to make a payment within six months
of its due date, JTY will be entitled to reclaim the portion of the Interest
that has not yet been paid for as well as a corresponding portion of the Claim
then held by Mr. Wang.
The transfer of the Interest and the Claim is expected to take place on or
prior to June 14, 2007. Following the transfer of the Interest, the Interest
will be used as collateral for the remaining purchase price payment of 8,500,000
RMB. Until such time as the purchase price has been paid in full, Mr. Wang shall
not be permitted to transfer all or any part of the Interest. Following the
transfer of the Interest to Mr. Wang, Mr. Wang shall be responsible for all of
the liabilities and claims of YCT.
STOCK PLEDGE AGREEMENT
On May 11, 2007, Mr. Wang, as Pledgor and JTY as Pledgee entered into a
Stock Pledge Agreement (the "Stock Pledge Agreement") pursuant to which Mr. Wang
agreed that following the transfer of the Interest to him that he would pledge
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the Interest to JTY as collateral to secure his obligation to pay the then
remaining 8,500,000 RMB portion of the purchase price for the Interest and the
Claim. The Stock Pledge Agreement shall be in effect until Mr. Wang has paid, in
full, his obligations under the Transfer Agreement. The Stock Pledge Agreement
is irrevocable.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
10.10 Jilin Yicaotang Pharmaceutical Co., Ltd Equity and Claim Transfer
Agreement dated May 11, 2007 between Jilin Tian Yao Science and Technology
Limited Company and Daojun Wang.
10.11 Stock Pledge Agreement dated May 11, 2007 between Daojun Wang, as
Pledgor and Jilin Tian Yao Science and Technology Limited Company, as Pledgee.
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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 thereunto duly authorized.
GLOBAL PHARMATECH, INC.
Date: May 17, 2007 By: /s/ Lianqin Qu
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Name: Lianqin Qu
Title: President and Chief Executive Officer
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