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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
Date of Report (Date of earliest event reported): February 10, 2006
CHINA BAK BATTERY, INC.
(Exact Name of Registrant as Specified in Charter)
Nevada 000-49712 86-0442833
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
BAK Industrial Park, No. 1 BAK Street
Kuichong Town, Longgang District
Shenzhen, Peoples Republic of China 518119
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (86-755) 8977-0093
Not applicable.
(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))
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ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On February 9, 2006, China BAK Battery, Inc. (the "Company") issued a
press release regarding financial results for its first quarter of fiscal 2006,
which ended December 31, 2005. The Company held a conference call and
simultaneous web cast on February 10, 2006 regarding the Company's financial
results for the Company's first quarter of fiscal 2006. A copy of the transcript
of the conference call and simultaneous web cast is attached hereto as Exhibit
99.1. A copy of the press release was previously furnished on a separate Current
Report on Form 8-K, filed with the Securities and Exchange Commission on
February 10, 2006.
The conference call and simultaneous web cast contains certain
statements that may include "forward looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements, other than
statements of historical fact are "forward-looking statements" including
statements regarding China BAK Battery, Inc. and its subsidiary companies
business strategy, plans and objective and statements of non-historical
information. These forward looking statements are often identified by the use of
forward-looking terminology such as "believes," "expects," "anticipates" or
similar expressions, involve known and unknown risks and uncertainties. These
forward looking statements include without limitation that the Company believes
its relationships with Lenovo and A123 Systems represent significant growth
opportunities, that the Company anticipates that products it develops from its
relationship with A123 Systems will have more favorable margins than its core
business, that the Company anticipates a significant scale up in the volume of
high powered lithium phosphate battery cells as a result of its relationship
with A123 Systems, that the Company believes the market for lithium ion
batteries will grow in excess of 20% on a worldwide basis and at an even greater
rate in China, that the Company believes fiscal 2006 will be another solid year
characterized by rapid growth, that the Company expects net income will increase
in fiscal 2006 by 100% compared to fiscal 2005, and that the Company may meet or
exceed our previously disclosed $27 million make good provision. Although China
BAK Battery, Inc. believes that the expectations reflected in these
forward-looking statements are reasonable, they do involve assumptions, risks
and uncertainties, and these expectations may prove to be incorrect including
without limitation that: the Company's net income for fiscal year 2006 may not
be the same as its income guidance and the Company may not achieve the $27
million make good provision, the Company's new OEM relationships may not result
in increased sales growth, and the Company's relationship with A123 Systems may
not result in the production of a commercially viable product or that the
Company will achieve significant sales at a more favorable margin than its core
business. You should not place undue reliance on these forward-looking
statements, which speak only as of the date of the conference call and
simultaneous web cast. China BAK Battery, Inc.'s actual results could differ
materially from those anticipated in these forward-looking statements as a
result of a variety of factors, including those discussed in China BAK Battery,
Inc.'s periodic reports that are filed with and available from the Securities
and Exchange Commission. All forward-looking statements attributable to China
BAK Battery, Inc. or persons acting on its behalf are expressly qualified in
their entirety by these factors. Other than as required under the securities
laws, China BAK Battery, Inc. does not assume a duty to update these
forward-looking statements.
The information in this Form 8-K (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 liabilities of that section,
nor shall it be deemed incorporated by reference in any filing under the
Securities Act of 1933 or the Exchange Act, except as expressly set forth by
specific reference in such a filing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
The following exhibit relating to Item 2.02 shall be deemed to
be furnished, and not filed:
99.1 Transcript of conference call and simultaneous web cast
held by China BAK Battery, Inc. on February 10, 2006.
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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.
CHINA BAK BATTERY, INC.
Date: February 16, 2006 By: /s/ Yongbin Han
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Yongbin Han
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Transcript of conference call and simultaneous web cast held by
China BAK Battery, Inc. on February 10, 2006.
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