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): October 16, 2018

 

CHINA GREEN AGRICULTURE, INC.

(Exact name of Registrant as specified in charter)

 

Nevada   001-34260   36-3526027
(State or other jurisdiction   (Commission File No.)   (IRS Employer
of Incorporation)       Identification No.)

 

3rd floor, Borough A, Block A. No. 181, South Taibai Road,
Xi’an, Shaanxi province, PRC 710065
(Address of principal executive offices) (Zip Code)

 

Registrant's telephone number, including area code: (+86) 29-88231591

 

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:

 

Written communications pursuant to Rule 425 under the Securities Act (17CFR230.425)

 

Soliciting material pursuant to Rule14a-12 under the Exchange Act (17CFR240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

 

On October 16, 2018, China Green Agriculture, Inc. (the “Company”) received a notice from the New York Stock Exchange (the “NYSE”) indicating that the Company is not in compliance with the NYSE’s continued listing requirements under the timely filing criteria established in Section 802.01E of the NYSE Listed Company Manual as a result of its failure to timely file its Annual Report on Form 10-K for the fiscal year ended June 30, 2018 (the “2018 Form 10-K”).

 

As reported by the Company in its Form 12b-25 filed with the Securities and Exchange Commission (the “SEC”) on October 1, 2018, the Company was unable to file the 2018 Form 10-K within the prescribed time period without unreasonable effort or expense. The extension period provided under Rule 12b-25 expired on October 15, 2018. The Company was unable to file the 2018 Form 10-K within the extension period because, during the period covered by the 2018 Form 10-K, the Company discontinued certain subsidiary and the 2018 fiscal year constituted another full year operations of a new wholesale segment of the Company. The Company filed the 2018 Form 10-K on October 19, 2018.

 

The NYSE informed the Company that, under the NYSE’s rules, the Company will have six months from the filing due date to file the 2018 Form 10-K with the SEC. As noted above, the Company filed the 2018 Form 10-K on October 19, 2018, and thus regained compliance with the NYSE continued listing requirements.

 

Attached as Exhibit 99.1 hereto, and incorporated herein by reference, is a copy of the Company’s press release dated October 19, 2018, announcing the receipt of the NYSE notice.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

EXHIBIT NO.   DESCRIPTION
     
99.1   Press Release dated October 19, 2018.

 

 

 

 

SIGNATURE

 

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.

 

  CHINA GREEN AGRICULTURE, INC.
   
  By:  /s/ Zhuoyu Li
   

Name: Zhuoyu Li
Title: Chief Executive Officer

 

Date: October 19, 2018

 

 

 

 

Exhibit 99.1

 

China Green Agriculture, Inc. Inc. Receives NYSE Notice Regarding Late Form 10-K Filing, Completes Filing

 

XI’AN, CHINA, October 19, 2018 / China Green Agriculture, Inc. Inc. (NYSE: CGA) (the “Company”) announced today that, as a result of its failure to file its Annual Report on Form 10-K for the fiscal year ended June 30, 2018 (the “Form 10-K”) in a timely fashion, it has received a notice from the New York Stock Exchange (the “NYSE”) that the Company was not in compliance with the NYSE’s continued listing requirements under the timely filing criteria established in Section 802.01E of the NYSE Listed Company Manual.

 

Thereafter, the Company filed the Form 10-K on October 19, 2018, thus regaining compliance with the NYSE listing standards.

 

About China Green Agriculture, Inc.

 

The Company produces and distributes humic acid-based compound fertilizers, other varieties of compound fertilizers and agricultural products through its wholly-owned subsidiaries, i.e.: Shaanxi TechTeam Jinong Humic Acid Product Co., Ltd. (“Jinong”), Beijing Gufeng Chemical Products Co., Ltd (“Gufeng”) and a variable interest entities: Xi’an Hu County Yuxing Agriculture Technology Development Co., Ltd. (“Yuxing”), Shaanxi Lishijie Agrochemical Co., Ltd. (“Lishijie”), Songyuan Jinyangguang Sannong Service Co., Ltd. (Jinyangguang”), Shenqiu County Zhenbai Agriculture Co., Ltd. (“Zhenbai Argi”), Weinan City Linwei District Wangtian Agricultural Materials Co., Ltd. (“Wangtian”), Aksu Xindeguo Agricultural Materials Co., Ltd. (Xindeguo”), Xinjiang Xinyulei Eco-agriculture Science and Technology Co., Ltd. (“Xinyulei”), Sunwu Xiangrong Agricultural Materials Co., Ltd. (Xiangrong), and Anhui Fengnong Seed Co. Ltd. (Fengnong). For more information, visit http://www.cgagri.com. The Company routinely posts important information on its website.

 

Safe Harbor Statement

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 concerning the Company’s business, products and financial results. The Company’s actual results may differ materially from those anticipated in the forward-looking statements depending on a number of risk factors including, but not limited to, the following: general economic, business and environment conditions, development, shipment, market acceptance, additional competition from existing and new competitors, changes in technology, the execution of its ten-year growth plan, a satisfactory conclusion of the pending securities class action litigation and various other factors beyond the Company’s control. All forward-looking statements are expressly qualified in their entirety by this Safe Harbor Statement and the risk factors detailed in the Company’s reports filed with the SEC. China Green Agriculture undertakes no duty to revise or update any forward-looking statements to reflect events or circumstances after the date of this release, except as required by applicable law or regulations.

 

For more information, please contact:

 

China Green Agriculture, Inc.
Tel: +86-29-88266383
Email: info@cgagri.com