333-85306
(Commission
File Number)
|
65-1129912
(IRS
Employer Identification No.)
|
|
426
Xuefu Street, Taiyuan, Shanxi Province, China
(Address
of Principal Executive Offices and zip code)
|
Name
|
Age
|
Position
|
||
Zhao
Ming
|
34
|
Chairman
of the Board
|
||
Wang
Lisheng
|
41
|
Director
designated by Zhao Ming
|
||
Rachel
Li
|
37
|
Director
designated by Keating Reverse Merger Fund, LLC
|
||
Name
|
Age
|
Position
|
||
Zhao
Ming
|
34
|
Chief
Executive Officer and President
|
||
Zhao
Yao
|
46
|
Chief
Operating Officer
|
||
Jin
Xia
|
40
|
Chief
Financial Officer
|
||
-
|
create
(by reclassification or otherwise) any new class or series of shares
having rights, preferences or privileges equal or senior to the
Series A
Convertible Preferred Stock.
|
-
|
directly
or indirectly, alter or change the rights, preferences or privileges
of
the Series A Convertible Preferred Stock.
|
-
|
amend
Purezza’s Articles of Incorporation in a manner that materially adversely
affects the rights, preferences or privileges of the holders of
the Series
A Convertible Preferred Stock.
|
-
|
increase
or decrease the authorized number of shares of preferred stock
of Purezza
as a whole;
|
-
|
liquidate
or wind-up Purezza; or
|
-
|
redeem,
purchase or otherwise acquire (or pay into or set funds aside for
a
sinking fund for such purpose) any share or shares of preferred
stock or
common stock; provided, however, that this restriction will not
apply to
the repurchase of shares of common stock from employees, officers,
directors, consultants or other persons performing services for
Purezza or
any subsidiary pursuant to agreements under which Purezza has the
option
to repurchase such shares at cost upon the occurrence of certain
events,
such as the termination of employment, or through the exercise
of any
right of first refusal.
|
Name
|
Age
|
Position
|
||
Zhao
Ming
|
34
|
Chief
Executive Officer and President
|
||
Zhao
Yao
|
46
|
Chief
Operating Officer
|
||
Jin
Xia
|
40
|
Chief
Financial Officer
|
||
Name
|
Age
|
Position
|
||
Zhao
Ming
|
34
|
Chairman
of the Board
|
||
Wang
Lisheng
|
41
|
Director
designated by Zhao Ming
|
||
Rachel
Li
|
37
|
Director
designated by KRM Fund
|
||
Department
|
Job
Title / Responsibility
|
#
of Employees
|
||
Corporate
|
President,
Vice Presidents, Managers
|
10
|
||
Finance
|
Finance
and Accounting
|
7
|
||
Purchasing
|
Purchase
raw coal and maintain relationship with suppliers
|
16
|
||
Marketing
and Sales
|
Sell
cleaned coal, maintain relationship with customers, and acquire
new
customers
|
22
|
||
Transportation
|
Short-range
truck drivers (within plant)
|
11
|
||
Production
|
Produce
cleaned coal
|
64
|
||
Quality
Control
|
Quality
check on input (raw coal) and output (cleaned coal)
|
9
|
||
Total
|
139
|
Long
Term Compensation
|
|||||||||||||||||||||||||
Annual
Compensation
|
Awards
|
Payouts
|
|||||||||||||||||||||||
Name
and
Principal
Position
|
Year
|
Salary
($)
|
Bonus
($)
|
Other
Annual
Compensation ($)
|
Restricted
Stock
Award(s)
($)
|
Securities
Underlying
Options/
SARs
(#) (2)
|
LTIP
Payouts
($)
|
All
Other
Compensation
($)
|
|||||||||||||||||
Zhao
Ming
(Chairman
and Chief Executive Officer)
|
2004
2003
2002
|
4,833
5,075
4,261
|
--
--
-
|
--
--
--
|
--
--
--
|
--
--
--
|
--
--
--
|
--
--
--
|
|||||||||||||||||
Zhao
Yao
(Chief
Operating Officer and Director)
|
2004
2003
2002
|
4,833
5,075
4,261
|
--
--
--
|
--
--
--
|
--
--
--
|
--
--
--
|
--
--
--
|
--
--
--
|
|||||||||||||||||
Jin
Xia
(Chief
Financial Officer)
|
2004
2003
2002
|
2,388
1,913
--
|
--
--
--
|
--
--
--
|
--
--
--
|
--
--
--
|
--
--
--
|
--
--
--
|
|||||||||||||||||
Name
|
Number
of Shares Beneficially Owned
|
Percent
of Shares
|
|||||
Kevin
R. Keating
936A
Beachland Boulevard, Suite 13
Vero
Beach, Florida 32963
|
2,000,000
(1
|
)
|
3.4
|
%
|
|||
Keating
Reverse Merger Fund, LLC
5251
DTC Parkway, Suite 1090
Greenwood
Village, Colorado 80111
|
47,185,000
(2
|
)
|
80.0
|
%
|
|||
All
Executive Officers and Directors as a group
|
2,000,000
|
3.4
|
%
|
||||
(1) |
Kevin
R. Keating is not affiliated with and has no equity interest in
Keating
Reverse Merger Fund, LLC and disclaims any beneficial interest
in the
shares of Purezza’s Common Stock owned by Keating Reverse Merger Fund,
LLC.
|
(2) |
Keating
Reverse Merger Fund, LLC is not owned by or affiliated with Kevin
R.
Keating and disclaims any beneficial interest in the shares of
Purezza’s
Common Stock owned by Kevin R.
Keating.
|
Name
of Beneficial Owner
|
Amount
of Beneficial Ownership
(Pre-Reverse
Split)
|
Amount
of Beneficial Ownership
(Post-Reverse
Split)
|
Percent
of Beneficial Ownership
|
|||||||
Zhao
Ming (1), (2)
|
531,000,000
|
53,100,000
|
72.0
|
%
|
||||||
Zhao
Yao (1), (2)
|
132,750,000
|
13,275,000
|
18.0
|
%
|
||||||
Jin
Xia (1)
|
0
|
0
|
0
|
%
|
||||||
Wang
Lisheng (1)
|
0
|
0
|
0
|
%
|
||||||
Kevin
R. Keating
936A
Beachland Boulevard, Suite 13
Vero
Beach, Florida 32963
|
2,000,000
|
200,000
|
0.3
|
%
|
||||||
Keating
Reverse Merger Fund, LLC (2)
5251
DTC Parkway, Suite 1090
Greenwood
Village, Colorado 80111
|
47,185,000
|
4,718,500
|
6.4
|
%
|
||||||
All
Executive Officers and Directors as a group
|
663,750,000
|
66,375,000
|
90.0
|
%
|
(1) |
Address
is c/o Shanxi Puda Resources Co, Ltd. 426 Xuefu Street, Taiyuan,
Shanxi
Province, PRC. The beneficial ownership of Purezza’s common stock is based
on the holder’s respective ownership of Purezza’s Series A Convertible
Preferred Stock, on an as-converted basis prior to the proposed
Reverse
Split. Each share of Series A Convertible Preferred Stock is convertible
into 678.5 shares of Purezza’s common stock on a pre-Reverse Split basis.
The shares of Series A Convertible Preferred Stock will immediately
and
automatically be converted into shares of Purezza’s common stock upon the
approval by a majority of Purezza’s stockholders (voting together on an
as-converted-to-common-stock basis), following the Closing, of
an increase
in the number of authorized shares of Purezza’s common stock from
100,000,000 to 150,000,000, and a 1 for 10 reverse stock split
of
Purezza’s outstanding common stock.
|
(2) |
Effective
as of the Closing, KRM Fund and each Puda BVI Member have agreed
to vote
their shares of Purezza’s common stock (voting together on an
as-converted-to-common-stock basis) to (i) elect a person designated
by
KRM Fund from time to time (the “KRM Designate”) to Purezza’s board for a
period of one year following the Closing, (ii) elect such other
persons
that may be designated by Zhao Ming from time to time to fill any
vacant
position on the board of directors (other than the KRM Designate),
and
(iii) approve the Reverse Split, an increase in Purezza’s authorized
common stock from 100,000,000 to 150,000,000, and a corporate name
change.
|
- |
in
which the amount involved exceeds $60,000;
and
|
- |
in
which any director, executive officer, shareholder who beneficially
owns
5% or more of Purezza’s common stock or any member of their immediate
family had or will have a direct or indirect material
interest.
|
December
31,
|
|||||||
2003
|
2004
|
||||||
US$
|
US$
|
||||||
Receivable
from Shanxi Puda Resources Group Limited (“Puda Group”), a related company
with common owners
|
$
|
2,871,000
|
$
|
2,234,000
|
|||
Receivable
from an owner, Zhao Ming
|
--
|
2,000
|
|||||
Total
related party receivables
|
$
|
2,871,000
|
$
|
2,236,000
|
|||
|
|
|
|
|
|
|
|
Payable to an owner, Zhao Yao
|
$
|
186,000
|
$
|
197,000
|
|||
Accounts
payable to Shanxi Liulin Jucai Coal Industry Co., Ltd., a related
party
with common owner
|
114,000
|
268,000
|
|||||
Total
related party payables
|
$
|
300,000
|
$
|
465,000
|
|||
(a) |
Financial
statements of business acquired.
|
The
Audited Financial Statements of Shanxi Puda Resources Co, Ltd.
(“Puda”) as
of December 31, 2004 and 2003, and for the years ended December
31, 2004
and 2003 are included following this Item
9.01(a).
|
The
Audited Financial Statements of Puda Investment Holding Limited
(“Puda
BVI”) and Taiyuan Putai Business Consulting Co., Ltd. (“Putai”),
separately, as of December 31, 2004, and for the year ended December
31,
2004 will be included in an amendment to this Current Report on
Form 8-K
which Purezza anticipates filing within the time period provided
by this
form.
|
The
Unaudited Financial Statements of Puda as of March 31, 2005,
and for the
three month periods ended March 31, 2005 and 2004 will be included
in an
amendment to this Current Report on Form 8-K which Purezza
anticipates
filing within the time period provided by this
form.
|
The
Unaudited Financial Statements of Putai and Puda BVI, separately,
as of
March 31, 2005, and for the three month period ended March
31, 2005 will
be included in an amendment to this Current Report on Form
8-K which
Purezza anticipates filing within the time period provided
by this
form.
|
Report
of Independent Registered Public Accounting Firm
|
2
|
Balance
Sheets
|
3
|
Statements
of Operations
|
4
|
Statements
of Changes in Owners’ Equity
|
5
|
Statements
of Cash Flows
|
6
|
Notes
to Financial Statements
|
7-20
|
DECEMBER
31,
|
||||||||||
Note(s)
|
2003
|
2004
|
||||||||
US$’000
|
US$’000
|
|||||||||
ASSETS
|
||||||||||
CURRENT
ASSETS
|
||||||||||
Cash
and cash equivalents
|
913
|
313
|
||||||||
Short
term investments
|
--
|
117
|
||||||||
Accounts
receivable (net)
|
3
|
2,340
|
2,722
|
|||||||
Notes
receivable - trade
|
4
|
266
|
638
|
|||||||
Other
receivables
|
||||||||||
-
Related parties
|
5
|
2,871
|
2,236
|
|||||||
-
Third parties
|
2
|
68
|
||||||||
Deposits
and prepayments
|
459
|
529
|
||||||||
Inventories
|
6
|
3,585
|
3,565
|
|||||||
Total
current assets
|
10,436
|
10,188
|
||||||||
PROPERTY,
PLANT AND EQUIPMENT, NET
|
7
|
1,085
|
974
|
|||||||
INTANGIBLE
ASSETS
|
8
|
186
|
182
|
|||||||
TOTAL
ASSETS
|
11,707
|
11,344
|
||||||||
LIABILITIES
AND OWNERS’ EQUITY
|
||||||||||
CURRENT
LIABILITIES
|
||||||||||
Accounts
payable
|
||||||||||
-
Related party
|
5
|
114
|
268
|
|||||||
-
Third parties
|
565
|
448
|
||||||||
Notes
payable
|
9
|
72
|
--
|
|||||||
Other
payables
|
||||||||||
-
Related party
|
5
|
186
|
197
|
|||||||
-
Third parties
|
155
|
291
|
||||||||
Accrued
expenses
|
175
|
248
|
||||||||
Advances
from customers
|
368
|
--
|
||||||||
Income
taxes payable
|
10
|
1,821
|
2,008
|
|||||||
VAT
payable
|
10
|
1,107
|
251
|
|||||||
Distribution
payable
|
1,295
|
484
|
||||||||
Total
current liabilities
|
5,858
|
4,195
|
||||||||
COMMITMENT
AND CONTINGENCIES
|
11
|
|||||||||
OWNERS’
EQUITY
|
||||||||||
Paid-in
capital
|
2,717
|
2,717
|
||||||||
Statutory
surplus reserve fund
|
12
|
675
|
1,243
|
|||||||
Retained
earnings
|
2,457
|
3,189
|
||||||||
Total
owners’ equity
|
5,849
|
7,149
|
||||||||
TOTAL
LIABILITIES AND OWNERS’ EQUITY
|
11,707
|
11,344
|
||||||||
YEAR
ENDED DECEMBER 31,
|
||||||||||
Note(s)
|
2003
|
2004
|
||||||||
US$’000
|
US$’000
|
|||||||||
NET
REVENUE
|
13,397
|
19,735
|
||||||||
COST
OF REVENUE
|
5
|
(9,209
|
)
|
(13,229
|
)
|
|||||
GROSS
PROFIT
|
4,188
|
6,506
|
||||||||
OPERATING
EXPENSES
|
||||||||||
Selling
expenses
|
264
|
322
|
||||||||
General
and administrative expenses
|
5
|
277
|
203
|
|||||||
Other
operating expenses
|
13
|
--
|
414
|
|||||||
TOTAL
OPERATING EXPENSES
|
541
|
939
|
||||||||
INCOME
FROM OPERATIONS
|
3,647
|
5,567
|
||||||||
LOSS
ON SHORT TERM INVESTMENT
|
--
|
(4
|
)
|
|||||||
INTEREST
EXPENSE
|
(11
|
)
|
(4
|
)
|
||||||
INCOME
BEFORE INCOME TAXES
|
3,636
|
5,559
|
||||||||
INCOME
TAXES
|
14
|
(1,234
|
)
|
(1,866
|
)
|
|||||
NET
INCOME
|
2,402
|
3,693
|
||||||||
PAID-UP
CAPITAL
|
STATUTORY
SURPLUS
RESERVE
|
RETAINED
EARNINGS
|
TOTAL
OWNERS’
EQUITY
|
|||||||||||||
RMB’000
|
US$’000
|
US$’000
|
US$’000
|
US$’000
|
||||||||||||
Balance,
January 1, 2003
|
22,500
|
2,717
|
310
|
1,715
|
4,742
|
|||||||||||
Net
income for 2003
|
--
|
--
|
--
|
2,402
|
2,402
|
|||||||||||
Transfer
|
--
|
--
|
365
|
(365
|
)
|
--
|
||||||||||
Distribution
|
--
|
--
|
--
|
(1,295
|
)
|
(1,295
|
)
|
|||||||||
Balance,
December 31, 2003
|
22,500
|
2,717
|
675
|
2,457
|
5,849
|
|||||||||||
Net
income for 2004
|
--
|
--
|
--
|
3,693
|
3,693
|
|||||||||||
Transfer
|
--
|
--
|
568
|
(568
|
)
|
--
|
||||||||||
Distribution
|
--
|
--
|
--
|
(2,393
|
)
|
(2,393
|
)
|
|||||||||
Balance,
December 31, 2004
|
22,500
|
2,717
|
1,243
|
3,189
|
7,149
|
|||||||||||
2003
|
2004
|
||||||
US$’000
|
US$’000
|
||||||
CASH
FLOWS FROM OPERATING ACTIVITIES:
|
|||||||
Net
income
|
2,402
|
3,693
|
|||||
Adjustments
to reconcile net income to net
cash used in operating activities
|
|||||||
Unrealized
loss on short term investments
|
--
|
4
|
|||||
Amortization
of land use right
|
3
|
4
|
|||||
Depreciation
|
111
|
111
|
|||||
Provision
for doubtful debts
|
13
|
1
|
|||||
Changes
in operating assets and liabilities:
|
|||||||
Increase
in accounts receivable
|
(847
|
)
|
(383
|
)
|
|||
Increase
in notes receivable
|
(12
|
)
|
(372
|
)
|
|||
Increase
in other receivables, deposits and prepayments
|
(1,899
|
)
|
499
|
||||
(Decrease)/increase
in inventories
|
(931
|
)
|
20
|
||||
(Decrease)/increase
in accounts payable
|
(112
|
)
|
37
|
||||
Decrease
in notes payable
|
(73
|
)
|
(72
|
)
|
|||
Increase
in accrued expenses
|
63
|
73
|
|||||
Decrease
in advance from customers
|
(146
|
)
|
(368
|
)
|
|||
(Decrease)/increase
in other payables
|
(293
|
)
|
147
|
||||
Increase
in income tax payable
|
1,235
|
187
|
|||||
Increase/(decrease)
in VAT payable
|
712
|
(856
|
)
|
||||
Net
cash provided by operating activities
|
226
|
2,725
|
|||||
CASH
FLOWS FROM INVESTING ACTIVITES
|
|||||||
Payment
for purchase of short term investments
|
--
|
(121
|
)
|
||||
Net
cash used in investing activities
|
--
|
(121
|
)
|
||||
CASH
FLOWS FROM FINANCING ACTIVITES
|
|||||||
Distribution
paid to owners
|
--
|
(3,204
|
)
|
||||
Net
cash used in financing activities
|
--
|
(3,204
|
)
|
||||
Net
increase/(decrease) in cash and cash Equivalents
|
226
|
(600
|
)
|
||||
Cash
and cash equivalents at beginning of year
|
687
|
913
|
|||||
Cash
and cash equivalents at end of year
|
913
|
313
|
|||||
Supplemental
schedule of cash flow information:
|
|||||||
Cash
paid during the year for:
|
|||||||
Interest
|
11
|
4
|
|||||
Income
taxes
|
--
|
1,678
|
|||||
December
31,
|
|||||||
2003
|
2004
|
||||||
US$’000
|
US$’000
|
||||||
Balance,
beginning of year
|
15
|
28
|
|||||
Additions
|
13
|
1
|
|||||
Balance,
end of year
|
28
|
29
|
|||||
December
31,
|
|||||||
2003
|
2004
|
||||||
US$’000
|
US$’000
|
||||||
Other
receivable from Shanxi Puda Resources Group Limited (“Puda Group”), a
related company with common owners
|
2,871
|
2,234
|
|||||
Other
receivable from an owner, Zhao Ming
|
--
|
2
|
|||||
2,871
|
2,236
|
Accounts
payable to Shanxi Liulin Jucai Coal Industry Co., Limited
(“Jucai
Coal”),
a related company with common owner
|
114
|
268
|
Other
payable to an owner, Zhao Yao
|
186
|
197
|
|||||
December
31,
|
|||||||
2003
|
2004
|
||||||
US$’000
|
US$’000
|
||||||
Raw
materials
|
776
|
2,557
|
|||||
Finished
goods
|
2,809
|
1,008
|
|||||
Total
|
3,585
|
3,565
|
|||||
December
31,
|
|||||||
2003
|
2004
|
||||||
US$’000
|
US$’000
|
||||||
Cost
|
|||||||
Buildings
and facility
|
427
|
427
|
|||||
Machinery
equipment
|
633
|
633
|
|||||
Motor
vehicles
|
254
|
254
|
|||||
Office
equipment and others
|
76
|
76
|
|||||
1,390
|
1,390
|
||||||
Accumulated
depreciation
|
|||||||
Buildings
and facility
|
61
|
80
|
|||||
Machinery
equipment
|
160
|
221
|
|||||
Motor
vehicles
|
69
|
93
|
|||||
Office
equipment and others
|
15
|
22
|
|||||
305
|
416
|
||||||
Carrying
value
|
|||||||
Buildings
and facility
|
366
|
347
|
|||||
Machinery
equipment
|
473
|
412
|
|||||
Motor
vehicles
|
185
|
161
|
|||||
Office
equipment and others
|
61
|
54
|
|||||
1,085
|
974
|
||||||
Land
use right
December
31,
|
|||||||
2003
|
2004
|
||||||
US$’000
|
US$’000
|
||||||
Cost
|
197
|
197
|
|||||
Accumulated
amortization
|
11
|
15
|
|||||
Carrying
value
|
186
|
182
|
|||||
December
31, 2004
|
||||
Year
|
US$’000
|
|||
2005
|
628
|
|||
2006
|
560
|
|||
2007
|
6
|
|||
2008
|
6
|
|||
1,200
|
||||
December
31,
|
|||||||
2003
|
2004
|
||||||
US$’000
|
US$’000
|
||||||
Current
year provision
|
1,234
|
1,866
|
|||||
December
31,
|
|||||||
2003
|
2004
|
||||||
US$’000
|
US$’000
|
||||||
Income
before income taxes
|
3,636
|
5,559
|
|||||
Income
tax on pretax income at statutory rate of 33%
|
1,200
|
1,834
|
|||||
Effect
of permanent differences
|
34
|
32
|
|||||
Income
tax at effective rate
|
1,234
|
1,866
|
December
31,
|
|||||||||||||
Customers
|
2003
|
2004
|
|||||||||||
US$’000
|
%
|
US$’000
|
%
|
||||||||||
Customer
A
|
2,116
|
16
|
2,056
|
10
|
|||||||||
Customer
B
|
1,677
|
13
|
--
|
--
|
|||||||||
Customer
C
|
1,521
|
11
|
2,664
|
13
|
|||||||||
Customer
D
|
1,518
|
11
|
--
|
--
|
|||||||||
Customer
E
|
1,422
|
11
|
--
|
--
|
|||||||||
Customer
F
|
1,296
|
10
|
--
|
--
|
|||||||||
Customer
G
|
--
|
--
|
2,923
|
15
|
December
31,
|
|||||||||||||
Customers
|
2003
|
2004
|
|||||||||||
US$’000
|
%
|
US$’000
|
%
|
||||||||||
Customer
F
|
477
|
20
|
--
|
--
|
|||||||||
Customer
H
|
381
|
16
|
--
|
--
|
|||||||||
Customer
B
|
362
|
15
|
--
|
--
|
|||||||||
Customer
C
|
262
|
11
|
451
|
16
|
|||||||||
Customer
I
|
250
|
11
|
--
|
--
|
|||||||||
Customer
E
|
--
|
--
|
327
|
12
|
|||||||||
Customer
J
|
--
|
--
|
323
|
12
|
(b) |
Pro
forma financial information.
|
The
Unaudited Pro Forma Financial Statements of Puda, Puda BVI and
Putai as of
December 31, 2004, and for the period ended December 31, 2004 will
be
included in an amendment to this Current Report on Form 8-K which
Purezza
anticipates filing within the time period provided by this
form.
|
The
Unaudited Pro Forma Financial Statements of Purezza, Puda, Puda
BVI and
Putai as of December 31, 2004, and for the period ended December
31, 2004
will be included in an amendment to this Current Report on Form
8-K which
Purezza anticipates filing within the time period provided by this
form.
|
(c) |
Exhibits.
|
4.1
|
Certificate
of Designations, Preferences, Rights and Limitations of Series
A
Convertible Preferred Stock of Purezza Filed June 24,
2005
|
10.1
|
Technology
License Agreement dated June 24, 2005 between Puda and Putai
|
10.2
|
Operating
Agreement dated June 24, 2005 between Puda, Putai, Zhao Ming and
Zhao Yao
|
10.3
|
Exclusive
Consulting Agreement dated June 24, 2005 between Puda and Putai
|
10.4
|
Exclusive
Option Agreement dated June 24, 2005 between Puda, Putai, Zhao
Ming and
Zhao Yao
|
10.5
|
Authorization
dated June 24, 2005 between Puda, Putai and Zhao Ming
|
10.6
|
Authorization
dated June 24, 2005 between Puda, Putai and Zhao Yao
|
10.7
|
Financial
Advisory Agreement dated June 29, 2005, between Purezza and Keating
Securities, LLC.
|
99.1
|
Press
Release announcing the Closing filed on July
18, 2005.
|
PUREZZA GROUP, INC. | ||
|
|
|
Date: July 18, 2005 | By: | /s/ Zhao Ming |
|
||
Zhao
Ming, Chairman
Chief Executive Officer and
President
|
Exhibit Number | Description of Exhibit |
4.1
|
Certificate
of Designations, Preferences, Rights and Limitations of Series
A
Convertible Preferred Stock of Purezza Filed June 24,
2005
|
10.1
|
Technology
License Agreement dated June 24, 2005 between Puda and Putai
|
10.2
|
Operating
Agreement dated June 24, 2005 between Puda, Putai, Zhao Ming and
Zhao Yao
|
10.3
|
Exclusive
Consulting Agreement dated June 24, 2005 between Puda and Putai
|
10.4
|
Exclusive
Option Agreement dated June 24, 2005 between Puda, Putai, Zhao
Ming and
Zhao Yao
|
10.5
|
Authorization
dated June 24, 2005 between Puda, Putai and Zhao Ming
|
10.6
|
Authorization
dated June 24, 2005 between Puda, Putai and Zhao Yao
|
10.7
|
Financial
Advisory Agreement dated June 29, 2005, between Purezza and Keating
Securities, LLC.
|
99.1
|
Press
Release announcing the Closing filed on July 18,
2005.
|