Current Report Filing (8-k)
18 August 2018 - 6:55AM
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): August 17, 2018
Kiwa
Bio-Tech Products Group Corporation
(Exact
Name of Registrant as Specified in Charter)
Nevada
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000-33167
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77-0632186
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(State
or Other Jurisdiction
|
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(Commission
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(IRS
Employer
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of
Incorporation)
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File
Number)
|
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Identification
No.)
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3200
Guasti Road, Suite 100
Ontario,
California
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91761
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (909) 456-8828
(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:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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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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[ ]
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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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TABLE
OF CONTENTS
Item
1.01 Entry into a Material Definitive Agreement.
On
May 9, 2017, Kiwa Bio-Tech Products Group Corporation (“Kiwa” or the “Company”) announced that it had
entered into a Convertible Loan Agreement (“Loan Agreement”) with Junwei Zheng wherein the lender agreed to advance
of approximately US$ 4.5 million (RMB 30,000,000) under a Convertible Promissory Note. In fact, no funds were advanced by Mr.
Zheng to the Company under the terms of the Loan Agreement and the Company does not expect that any funds will ever be so advanced.
In lieu of the advance of funds under the Loan Agreement, Mr. Zheng purchased 1,000,000 shares of Company Common Stock at $1.00
per share and an additional 245,000 shares of Company Common Stock at $3.00 per share, for an aggregate investment of $1,735,000.
On
November 22, 2017, the Company entered into a Common Stock Purchase Agreement with Yongtao Yu to purchase 3,000,000 shares of
Company Common Stock for a total purchase price of $3,600,000 ($1.20 per share). In fact, only 1,000,000 shares of Company Common
Stock were purchased by Mr. Yu under this agreement for a total purchase price of $1,200,000 ($1.20 per share).
Item
9.01 Financial Statements and Exhibits.
None
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.
Dated:
August 17, 2018
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Kiwa
Bio-Tech Products Group Corporation
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/s/
Yvonne Wang
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By:
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Yvonne
Wang
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Title:
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Chief
Executive Officer
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