SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES AND EXCHANGE ACT OF 1934

 

Date of report (date of earliest event reported): March 20, 2019

 

SHINECO, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-37776   52-2175898

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

Room 1001, Building T5,

DaZu Square, Daxing District,

Beijing, People’s Republic of China

(Address of principal executive offices)

 

Registrant’s telephone number, including area code: (+86) 10-87227366

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-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 1.01 Entry into a Material Definitive Agreement.

 

On March 20, 2019 (the “Execution Date”), Shineco Inc. (the “Company”) entered into an industrial cannabis technology transfer agreement with the Hemp Research Institute of the Chinese Academy of Agricultural Sciences (“HRI”), pursuant to which HRI agreed to transfer use rights and intellectual property rights of its newly bred high CBD industrial cannabis strains, the M11 line, to the Company (the “Use Rights”). The technology transfer agreement is effective for two years commencing from March 20, 2019. The Company agreed to pay an aggregate of RMB 5 million for the Use Rights, payable in three installments of RMB 2.75 million, RMB 1.25 million and RMB 1 million, respectively, due five business days from the Execution Date, five business days from the successful validation of certain technical specifications, and five business days from the Company obtaining strain certification, respectively.

 

On March 20, 2019, the Company entered into an industrial cannabis apocynum planting technical service agreement with HRI (the “Technical Service Agreement”), pursuant to which HRI agreed to provide the Company with proposals for farmland infrastructure maintenance, agricultural product procurement and industrial cannabis, apocynum strain selection and planting. Additionally, HRI also agreed to guide the Company in its planting, field management and harvest during the growing period for industrial cannabis and apocynum. The Company agreed to pay an aggregate of RMB 500,000 to HRI under the Technical Service Agreement, payable in three installments of RMB 250,000, RMB 150,000 and RMB 100,000, respectively, due April 1, 2019, September 1, 2019 and November 1, 2019, respectively.

 

Item 7.01 Regulation FD Disclosure. 

 

On March 20, 2019, the Company issued a press release titled “Shineco, Inc. Establishes Subsidiary to Capture Industrial Cannabis Market.” A copy of the press release is furnished herewith as Exhibit 99.1.

 

The information in this Current Report on Form 8-K under Item 7.01, including the accompanying press release, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by reference to such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Press release dated March 20, 2019

 

1

 

 

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.

 

  Shineco Inc.
     
Date: March 20, 2019 By: /s/ Yuying Zhang
    Name: Yuying Zhang
Title:   Chief Executive Officer

 

 

2

 

 

Exhibit 99.1

 

Shineco, Inc. Enters into Agreements with the Hemp Research

 

Institute of the Chinese Academy of Agricultural Sciences for

 

Industrial Cannabis Business Line

 

BEIJING, March 20, 2019 /PRNewswire/ -- Shineco, Inc. (“Shineco” or the “Company”; NASDAQ: TYHT), a producer and distributor of Chinese herbal medicines, organic agricultural produce, specialized textiles, and other health and well-being focused plant-based products in China, announced today that the Company has entered into three separate agreements with the Hemp Research Institute of the Chinese Academy of Agricultural Sciences (“HRI”).

 

The three agreements the Company has entered into include an industrial cannabis technology transfer agreement, an industrial cannabis apocynum planting technical service agreement and a hemp industry technical service and product R&D cooperation framework agreement.

 

Pursuant to the industrial cannabis technology transfer agreement (the “Transfer Agreement”), HRI agrees to transfer use rights and intellectual property rights of its newly bred high CBD industrial cannabis strains, the M11 line, to the Company. The Company believes certain traits of M11 are suitable for the Company’s production of industrial cannabis.

 

Pursuant to the industrial cannabis apocynum planting technical service agreement (the “Technical Service Agreement”), HRI agrees to provide the Company with proposals for farmland infrastructure maintenance, agricultural product procurement and industrial cannabis, apocynum strain selection and planting. As part of the agreement, HRI also agrees to guide the Company in its planting, field management and harvest during the growing period for industrial cannabis and apocynum.

 

Pursuant to the hemp industry technical service and product R&D cooperation framework agreement, both parties agree to strengthen technical cooperation in planting and seed production including but not limited to apocynum and industrial cannabis planting regional planning, strain screening, high-yield planting technical guidance, improved seed breeding, pest control, mechanized harvesting and stripping, biological degumming and functional active ingredient extraction. As part of the cooperation framework agreement, both parties agree to conduct joint technical research and product development including but not limited to apocynum and industrial cannabis related forward-looking technical research, and comprehensive utilization related technology research and development.

 

Mr. Yuying Zhang, Chairman and Chief Executive Officer of Shineco, commented, “We view these three agreements with the Hemp Research Institute of the Chinese Academy of Agricultural Sciences as important milestones for Shineco. We believe our new business line of industrial cannabis will benefit from the industrial cannabis strains produced by the HRI, which are suitable for industrial production, as well as the technical knowledge and other resources that HRI possesses. We are happy to innovate in the industrial cannabis market as we leverage our long-time expertise in augmenting hemp production with technology and our extensive knowledge in other agricultural products.”

 

About Shineco, Inc.

 

Incorporated in Delaware in August 1997 and headquartered in Beijing, China, Shineco, Inc. (“Shineco” or the “Company”) is a holding company, through its subsidiaries and variable interest entities, undertakes vertically- and horizontally-integrated production, distribution and sales channels to provide health and well-being focused plant-based products in China. Utilizing modern engineering technologies and biotechnologies, Shineco produces, among other products, Chinese herbal medicines, organic agricultural produce and specialized textiles. For more information about the Company, please visit www.tianyiluobuma.com.

 

Forward-Looking Statements

 

This press release contains information about Shineco’s view of its future expectations, plans and prospects that constitute forward-looking statements. Actual results may differ materially from historical results or those indicated by these forward-looking statements as a result of a variety of factors including, but not limited to, risks and uncertainties associated with its ability to raise additional funding, its ability to maintain and grow its business, variability of operating results, its ability to maintain and enhance its brand, its development and introduction of new products and services, the successful integration of acquired companies, technologies and assets into its portfolio of products and services, marketing and other business development initiatives, competition in the industry, general government regulation, economic conditions, dependence on key personnel, the ability to attract, hire and retain personnel who possess the technical skills and experience necessary to meet the requirements of its clients, and its ability to protect its intellectual property. Shineco encourages you to review other factors that may affect its future results in Shineco’s registration statement and in its other filings with the Securities and Exchange Commission.

 

For more information, please contact:

 

Tina Xiao
Ascent Investor Relations LLC
Phone: +1-917-609-0333
Email: tina.xiao@ascent-ir.com