Current Report Filing (8-k)

 

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): June 30, 2015

   

SINO-GLOBAL SHIPPING AMERICA, LTD.

(Exact name of registrant as specified in its charter)

  

 

Virginia	001-34024	11-3588546
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

 

1044 Northern Blvd.,

Roslyn, New York, 11576-1514

(Address of principal executive offices and zip code)

 

[phone]

(Registrant’s telephone number, including area code)

 

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:

 

o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

  

ITEM 8.01

OTHER EVENTS.

 

See the Press Release attached to this Report as Exhibit 99.1.

 

Forward Looking Statements

 

This report includes certain forward-looking statements that are based on current expectations only, and are subject to a number of risks, uncertainties and assumptions, many of which are beyond Sino-Global's control. Actual events and results may differ materially from those anticipated if one or more of these risks or uncertainties materialize, or if underlying assumptions prove incorrect. Factors that could affect actual results include but are not limited to: prevailing market conditions; changes in general market, economic, regulatory and/or industry conditions; and other risks referenced from time to time in the Company’s filings with the SEC. We undertake no obligation to update or revise for any reason any forward-looking statements made by us on our behalf.

 

ITEM 9.01

FINANCIAL STATEMENTS AND EXHIBITS.

 

Exhibits.

 

99.1 Press release dated June 30, 2015

 

  

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

	SINO-GLOBAL SHIPPING AMERICA, LTD.
	By:	/s/ Lei Cao
		Lei Cao
		Chief Executive Officer

  

Dated: June 30, 2015

 

 

 

Exhibit 99.1

 

Sino-Global Secures First Priority Ship Lien on Vessel; and Receives Fees of $225,000 in First Month of Two-Year Time Charter Agreement

 

NEW YORK, June 30, 2015 /PRNewswire/ -- Sino-Global Shipping America, Ltd. (NasdaqCM: SINO) ("Sino-Global" or the "Company"), a Virginia company engaged in shipping, chartering and related services, today announced that it secured a first priority ship lien from Rong Yao International Shipping Limited, a Hong Kong company (the “Vessel Seller”) on the 8,818 gross tonnage oil/chemical transportation tanker called the “Rong Zhou” (the “Vessel”), being acquired by the Company pursuant to the previously announced Asset Purchase Agreement (the “Purchase Agreement”), and received a net payment of $225,000 in the first month of operation under a previously disclosed two-year time charter agreement (“TCA”) for the Vessel which obligates the chartering party to pay Sino-Global every 15 days at a daily rate of $7,500.

 

In the event the acquisition of the Vessel by the Company does not occur, pursuant to the Purchase Agreement, the Vessel Seller is required to immediately pay to the Company $2.22 million in cash, the agreed value of the 1.2 million shares previously issued by the Company to the Vessel Seller as the first installment of the purchase price of the Vessel. The placing of the lien on the Vessel provides the Company with a definitive mechanism to assist the Company in obtaining the $2.22 million value of the shares issued to the Vessel Seller if the Vessel acquisition does not occur.

 

Mr. Lei Cao, Chief Executive Officer of Sino-Global said, "Securing a first priority ship lien helps protect the Company’s investment in the event the acquisition of the Vessel does not occur; and the TCA allows Sino-Global to realize a daily profit of $4,000.”

 

The Company believes, based on current expectations and information, that during the 2-year term of the TCA, the Company will generate revenues and net profit of approximately $5 million and $1.8 million, respectively.

 

Sino-Global intended to close on the acquisition of the Vessel by June 30, 2015, but agreed to extend the closing date in order to assist the Vessel Seller in satisfying its closing conditions pursuant to the Purchase Agreement.

 

Mr. Cao also stated that, “Sino-Global is actively pursuing other opportunities in the shipping and transportation industries, and the Company has identified certain opportunities consistent with the Company’s growth plans.”

 

About Sino-Global Shipping America, Ltd.

 

Founded in the United States in 2001, Sino-Global Shipping America, Ltd. is a company engaged in shipping, chartering and related services.  We are headquartered in New York with offices in Mainland China, Australia, Canada and Hong Kong.  Our current service offerings consist of shipping agency services, shipping and chartering services, inland transportation management services and ship management services.  For more information, please visit: www.sino-global.com.

 

 

Forward Looking Statements

 

Any statements and/or other information contained in this release that relate, directly and/or indirectly, to future plans, events or performance of the Company including, but not limited to, the Vessel acquisition, the Vessel and/or the time charter agreements, are forward-looking statements that involve risks, and uncertainties some of which are identified in Sino-Global's filings with the Securities and Exchange Commission.  Actual results, events or performance of the Company and such other about mentioned events may differ materially.  Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as the date hereof.  Sino-Global undertakes no obligation to publicly release or otherwise disclose the results of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

 

For more information, please contact:

 

Mr. Michael Porter, President
Porter, LeVay and Rose
212-564-4700
[e-mail]