Andatee China Marine Fuel Services Corporation (NASDAQ:AMCF) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.
| Entry into a Material Definitive Agreement |
The registrant hereby incorporates by reference the disclosure
made in Item 5.02 below.
| Item 3.02. | Unregistered Sale of Equity Securities |
The registrant hereby incorporates by reference the disclosure
made in Item 5.02 below.
| Item 5.02 |
Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers |
On December 21, 2016, the Board of Directors (the Board) of
Andatee China Marine Fuel Services Corporation (the Company)
approved the Companys execution of a subscription agreement (the
Subscription Agreement) with An Fengbin, the Chief Executive
Officer and Chairman of the Board (the Purchaser), with respect
to the sale of 12,000,000 shares of its common stock (the Common
Stock) at $0.05 per share (which represents an average closing
price of the Companys common stock over the ten day period
preceding the Board approval of the investment) for the gross
proceeds of $600,000. The Purchaser is an accredited investor (as
defined in Regulation D under the Securities Act), and the
Company sold the securities in reliance upon an exemption from
registration contained in Section 4(2) and Rule 506 under the
Securities Act. There were no discounts or brokerage fees
associated with this offering. Nearly all of the proceeds from
this investment will be used to pay the Companys Delaware
franchise tax liabilities, fees and expenses, with the remainder
to be used for immediate general corporate and working capital
purposes.
In addition, the Board approved the Companys continued due
diligence efforts with respect to several potential acquisition
targets to explore feasibility of such acquisitions for further
review and consideration by the Board.
Finally, the Board approved an appointment of Mr. Ji Ma as an
independent member of the Board effective immediately. From 2013
to present, Mr. Ma served as Director of Sales BC at Manulife
Private Wealth in Vancouver, Canada. From 2010 to 2013, he has
served as Sales and Marketing Specialist at Manulife National
Accounts. Prior to that, he has held a number of executive and
management positions at various financial and insurance
institutions in Canada. Mr. Ma is an MBA candidate at Smith
School of Business at Queens University (Ontario, Canada); he
holds a Bachelor of Business Administration degree from Thompson
Rivers University (British Columbia, Canada). Mr. Ma is a
Certified Financial Planner, Chartered Life Underwriter,
Chartered Financial Analyst (Level 1) and Chartered Investment
Manager. There is no arrangement or understanding between Mr. Ma
and any other persons to which he was appointed as discussed
above. Nor are there any family relationships between Mr. Ma and
any executive officers and directors. Further, there are no
transactions involving the Company and such persons which
transaction would be reportable to Item 404(a) of Regulation S-K
promulgated under the Securities Act of 1933, as amended.