SHINECO, INC. (NASDAQ:TYHT) Files An 8-K Termination of a Material Definitive AgreementITEM 1.02.
On July 3, 2018, Shineco, Inc., a Delaware corporation (the “Company”) and IFG Opportunity Fund LLC, a Georgia limited liability company (“Stockholder”) entered into a termination agreement, dated July 3, 2018 (the “Termination Agreement”) effective as of July 3, 2018, to terminate the following two agreements, the Purchase Agreement (defined below) and the Registration Rights Agreement (defined below). The Company and the Stockholder, on January 23, 2018, entered into a certain common stock purchase agreement for the option of the Company to directStockholder to purchase up to a total of $15,000,000 of shares (the “Equity Line”) of the Company’s common stock (the “Purchase Agreement”). The Company and the Stockholder, on January 23, 2018, entered into a Registration Rights Agreement for certain registration rights in connection with the Purchase Agreement (the “Registration Rights Agreement”). to the Purchase Agreement, the Company issued to the Stockholder an additional 200,000 shares of the Company’s common stock (the “Commitment Shares”) as consideration for the Stockholder to enter into the Purchase Agreement.
On November 21, 2017, the Company had filed with the SEC a registration statement on Form S-3 (File No. 333-221711) which was declared effective on December 19, 2017 (the “Shelf Registration Statement”). The Shelf Registration Statement utilizes a shelf registration process under which the Company may, from time to time, sell up to $25,000,000 in the aggregate of common stock and other types of securities as specified in the Shelf Registration Statement. The Company had filed a prospectus supplement to the Shelf Registration Statement on January 26, 2018 to cover the resale of the Commitment Shares and the securities to be sold to the Equity Line by and on behalf of the Stockholder.
As of the date of this current report, no shares to the Equity Line have been issued to the Stockholder by the Company (except for the Commitment Shares). As such, as of the date of this current report, except for the Commitment Shares, no other securities of the Company have been issued to the Shelf Registration Statement and prospectus supplement.
The Termination Agreement provides that all rights, duties, obligations, or liabilities arising thereunder or relating thereto the Purchase Agreement and the Registration Rights Agreement are terminated.
Attached as Exhibit 99.1 is the Termination Agreement, which is incorporated into this Item 1.02 by reference.
Section 9 – Financial Statements and Exhibits
|ITEM 9.01||FINANCIAL STATEMENTS AND EXHIBITS|
SHINECO, INC. ExhibitEX-99.1 2 f8k070318ex99-1_shinecoinc.htm TERMINATION AGREEMENT,…To view the full exhibit click
About SHINECO, INC. (NASDAQ:TYHT)
Shineco, Inc. is a holding company. The Company provides health and well-being focused plant-based products by using its subsidiaries’ and variable interest entities’ vertically- and horizontally-integrated production, distribution and sales channels. The Company operates through three segments: developing, manufacturing and distributing of specialized fabrics, textile products and other by-products derived from an indigenous Chinese plant called Apocynum Venetum, known as Bluish Dogbane (Luobuma); planting, processing and distributing of traditional Chinese medicinal herbal products, as well as other pharmaceutical products (Herbal products), and planting, processing and distributing of green and organic agricultural produce, as well as growing and cultivating of Chinese Yew trees (Agricultural products). It utilizes engineering technologies and biotechnologies to produce, among other products, Chinese herbal medicines, organic agricultural produce and specialized textiles.