CHINA RECYCLING ENERGY CORPORATION (NASDAQ:CREG) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
On February 13, 2019, China Recycling Energy Corporation, a Nevada corporation (the “Company”), entered into a Securities Purchase Agreement (the “Agreement”) with Great Essential Investment, Ltd. a company incorporated in the British Virgin Islands (the “Purchaser”), to which the Company agreed to sell to the Purchaser in a private placement 1,600,000 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at a purchase price of $1.013 per share for an aggregate offering price of $1,620,800 (the “Private Placement”). The Company shall file a registration statement for the registration of the Shares for their resale by the Purchaser within 100 days from the effective date of this Agreement. The Private Placement will be completed to the exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended.
The representations, warranties and covenants contained in the Agreement were made solely for the benefit of the parties to the Agreement. In addition, such representations, warranties and covenants (i) are intended as a way of allocating the risk between the parties to the Agreement and not as statements of fact, and (ii) may apply standards of materiality in a way that is different from what may be viewed as material by shareholders of, or other investors in, the Company. Accordingly, the Agreement is filed with this report only to provide investors with information regarding the terms of transactions, and not to provide investors with any other factual information regarding the Company. Shareholders should not rely on the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the Company. Moreover, information concerning the subject matter of the representations and warranties may change after the respective dates of the Agreement, which subsequent information may or may not be fully reflected in public disclosures.
The Agreement is filed as Exhibits 10.1 to this Current Report on Form 8-K. The foregoing summary of the terms of the Agreement is subject to, and qualified in its entirety by, the Agreement, which are incorporated herein by reference.
Item 3.02 Unregistered Sales of Equity Securities
Please see the disclosure set forth under Item 1.01, which is incorporated by reference into this Item 3.02.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
CHINA RECYCLING ENERGY CORP Exhibit
EX-10.1 2 f8k021319ex10-1_chinarecycl.htm SECURITIES PURCHASE AGREEMENT BY AND BETWEEN CHINA RECYCLING ENERGY CORPORATION AND GREAT ESSENTIAL INVESTMENT,…
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About CHINA RECYCLING ENERGY CORPORATION (NASDAQ:CREG)
China Recycling Energy Corporation is engaged in the recycling energy business, providing energy savings and recycling products and services. The Company develops waste energy recycling projects for industrial applications in China. It offers waste energy recycling systems to companies for use in iron and steel, nonferrous metal, cement, coal and petrochemical plants. Its waste pressure-to-energy solution consists of the blast furnace top gas recovery turbine unit (TRT), a system that utilizes high pressure gas emitted from the blast furnace top to drive turbine units and generate electricity. Its waste heat-to-energy solution consists of heat power generation projects for applications in cement, steel, coking coal and nonferrous metal industries, which collect the residual heat from various manufacturing processes, such as the entrance and exit ends of the cement rotary kilns, to generate electricity.
