China Solar & Clean Energy Solutions, Inc. - Current report filing (8-K)
June 09 2008 - 4:02PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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): January 9, 2008
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China
Solar & Clean Energy Solutions, Inc.
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(Exact
name of registrant as specified in its charter)
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Nevada
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000-12561
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95-3819300
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(State
of Incorporation)
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(Commission
File No.)
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(IRS
Employer
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Identification
No.)
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Building
3 No. 28, Feng Tai North Road, Beijing China, 100071
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(Address
of principal executive offices, including zip code)
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+86-10-63850516
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(Registrant's
telephone number, including area code)
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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):
o
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
2.01
Completion of
Acquisition or Disposition of Assets
On
January 9, 2008 Beijing Deli Solar Technology Development Co., Ltd., our
wholly-owned subsidiary (“Deli Solar (Beijing)”), entered into an equity
purchase agreement, and a complementary agreement, with Shenzhen PengSangPu
Solar Industrial Products Corporation (“SZPSP”) and its shareholders to acquire
100% of the outstanding equity interests of SZPSP from its three shareholders.
The terms of the equity purchase agreement and the complimentary agreement
are
described in a current report on Form 8-K filed on January 15,
2008.
On
March
25, 2008, Deli Solar (Beijing) entered into a supplementary agreement to the
equity purchase agreement and complimentary agreement. The terms of the
supplementary agreement are described in a current report on Form 8-K filed
on
April 1, 2008.
The
SZPSP
acquisition closed on March 31, 2008.
Item
9.01
Financial
Statements and Exhibits
(a)
Financial Statements of Business Acquired
The
financial statements of SZPSP are appended to this Current Report as exhibit
99.1 and exhibit 99.2.
(b)
Pro Forma Financial Information
Pro
forma
financial information concerning the acquisition of SZPSP is appended to this
Current Report as exhibit 99.3.
(c)
Exhibit
No
.
Description
of Exhibit
The
following are filed as exhibits to this report:
99.1
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Unaudited
financial statements of Shenzhen PengSangPu Solar Industrial Products
Corporation for the three months ended March 31, 2008.
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99.2
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Audited
financial statements of Shenzhen PengSangPu Solar Industrial Products
Corporation for the fiscal year ended December 31, 2007.
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99.3
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Unaudited
pro forma financials information for China Solar & Clean Energy
Solutions, Inc. for the three months ended March 31, 2008 and fiscal
year
ended December 31, 2007.
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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 hereunto
duly authorized.
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Date:
June 9, 2008
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China
Solar & Clean Energy Solutions, Inc.
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By:
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/s/
Deli
Du
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Deli
Du
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President
and Chief Executive
Officer
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