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 1, 2019
Jerash
Holdings (US), Inc
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(Exact name of registrant as specified in
its charter)
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Delaware
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001-38474
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81-4701719
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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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260 East Main Street, Suite 2706, Rochester, NY 14604
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(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code:
(212) 575-9085
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(Former name or former address, if changed since last report)
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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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¨
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Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Securities registered pursuant to Section 12(b) of
the Act:
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Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common Stock, par value $0.001 per share
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JRSH
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The Nasdaq Stock Market LLC
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Indicate by check mark whether the registrant is an emerging
growth company 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
x
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.
x
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Item 1.01
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Entry into a Material Definitive Agreement.
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On August 1, 2019, Jerash Holdings (US), Inc. (the “Company”),
through its wholly-owned subsidiary, Jerash Garments and Fashions Manufacturing Company Ltd. (“Jerash Garments”), entered
into an agreement (the “Agreement”) to purchase 12,340 square meters of land in Al Tajamouat Industrial City, Jordan
(the “Property”) for use as the future location of a dormitory for the Company’s employees. Jerash Garments is
purchasing the Property from Specialized Investment Compounds Co. plc.
The aggregate purchase price of the Property is 863,800 Jordanian
Dinars, or approximately $1,218,347 U.S. dollars. Pursuant to the Agreement, Jerash Garments paid 345,520 Jordanian Dinars, or
approximately $487,339 U.S. dollars, upon signing the Agreement. The remaining balance of the aggregate purchase price will be
due upon the transfer of ownership of the Property to Jerash Garments, which is expected to occur within one month of signing.
The preceding description of the Agreement is a summary of its
material terms, does not purport to be complete, and is qualified in its entirety by reference to the Agreement, a copy of which
is being filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
On August 6, 2019, the Company issued a press release in connection
with the Agreement, which is filed as Exhibit 99.1 to this Current Report on Form 8-K.
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Item 9.01
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Financial Statements and Exhibits.
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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.
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JERASH HOLDINGS (US), INC.
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Dated: August 6, 2019
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By:
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/s/ Richard J. Shaw
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Richard J. Shaw
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Chief Financial Officer
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Exhibit 10.1
LAND
SALE AGREEMENT
It
is on the 1
st
of August, 2019, this Agreement has been concluded by and between: -
FIRST
PARTY: SPECIALIZED INVESTMENT COMPOUNDS CO. PLC, Represented by Mr. Saed A1-Hyasat / Chairman & Mr. Eyad Adnan Alkharouf Address:
A1 Tajamouat Industrial City. P. O. Box 1 Amman 11636 Jordan Tel: 4027525 Fax: 4027535. Institution National No. 200022118.
SECOND
PARTY: Jersh Garment and Fashinne Manufacturing Company Ltd, Represented by Baiju Cellamma .Address: Industrial Building
“F” A1 Tajamouat Industrial City. P. O. Box: 22 Amman Tel: 4026040 Fax4020639
Institution National No. 200058338.
Under
this Agreement, with all legal and actual guarantees, this Agreement has been made on the following terms and conditions:-
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1)
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The
first party (the seller) owns the Plot No. 1959 basin 3 Abu Suwaneh of Amman Lands located
at A1 Tajamouat Industrial City, The total area of this plot is (12340) square meters
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2)
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The
second party (the buyer) is willing to buy the Plot No. 1959 basin 3 Abu Suwaneh of Amman
Lands located at A1 Tajamouat Industrial City from the first party.
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3)
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Both
parties agree on the sale price is 70 Jordanian Dinars for each SQM, in which the value
of the total plot area (863800) JD, payable as follow:-
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40%
on the date of signing this agreement.
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60%
on the date transferring the ownership.
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4)
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The
second party agrees that he has examined and seen the Plot No. 1959 basin 3 Abu Suwaneh
of Amman Lands located at A1 Tajamouat Industrial City which is subject to this agreement,
and
shall be estimated to have completely and legally satisfied itself
as to the condition thereof.
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5)
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The second party agrees to continue
the procedures of transferring the ownership and agrees to pay the rest of the agreed
sale price within one month from the date of signing the agreement.
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6)
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All fees and expenses incurred
in the transfer of ownership of the plot shall be borne by the second party.
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7)
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Arabic shall be the language
that has the legal status and power to carry out the duties mentioned therein or to settle
disputes in any judicial authority to which recourse shall be made.
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8)
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All services, notices and correspondences
sent to the addresses indicated herein, are considered true and effective on the two
parties and each party should notify the other party directly with the new addresses
in the event of changing the above addresses.
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9)
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Every and each difference or
dispute might be result from the interpretation, application or execution of any of this
agreement articles, would be amicably solved between the two parties; otherwise, Amman
Center Courts of Law “Palace of Justice” will have the jurisdiction to hear
such difference or dispute and to determine the same according to the laws applicable
in the Hashemite Kingdom of Jordan.
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10)
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This agreement has been made
from ten articles including this article, on two pages and two originals where each party
has been handed one signed original.
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Exhibit 99.1
Jerash Enters into Agreement to Acquire
Land for Facility Expansion
Rochester, New York – August 6, 2019
– Jerash Holdings (US), Inc. (Nasdaq: JRSH) (the “Company”), a producer of high quality textile goods for leading
global brands, today announced that its wholly-owned subsidiary, Jerash Garments and Fashions Manufacturing Company Ltd., has entered
into an agreement (the “Agreement”) to purchase 12,340 square meters of land located near its facilities in Al Tajamouat
Industrial City, Jordan. The Company intends to construct expanded dormitory housing for the Company’s employees on the land.
The aggregate purchase price of the property
is approximately $1.2 million. Jerash paid a deposit of approximately $487,000 U.S. dollars at the signing of the Agreement on
August 1, 2019. The balance is due upon the transfer of ownership of the property, which is expected to occur within one month
of signing.
“We continue to see strong growth
in demand for Jerash’s manufacturing capacity with both existing and prospective new customer accounts,” said Sam Choi,
Chairman and Chief Executive Officer of Jerash. “With the addition of our fourth manufacturing facility and the onboarding
of our initial workers at that site, we anticipate the need for further expansion of our employee housing facilities. This is in
keeping with our commitment to not only hiring a talented multinational workforce, but also providing high quality living space
for our employees who relocate to Jordan as part of their contract with Jerash. We look forward to the further ramping of our new
manufacturing facility, which we anticipate will add more than 1.5 million pieces per year and employ at least 1,000 employees
when fully staffed, increasing our total expected annual capacity to in excess of 8 million pieces per year produced by more than
4,000 world class garment employees.”
About Jerash Holdings (US), Inc.
Jerash Holdings (US), Inc. (Nasdaq: JRSH) is a manufacturer
utilized by many well-known brands and retailers, such as Walmart, Costco, Hanes, Columbia, VF Corporation (which owns brands such
as The North Face, Timberland, Jansport, etc.), and PVH Corp. (which owns brands such as Calvin Klein, Tommy Hilfiger, IZOD, Speedo,
etc.). Its production facilities are currently made up of four factory units and three warehouses and currently employ approximately
3,600 people. The total annual capacity at its facilities is expected to be approximately 8.0 million pieces by the end of calendar
year 2019. Additional information is available at http://www.jerashholdings.com.
Forward Looking Statements
This news release contains forward-looking statements that involve
risks and uncertainties, which may cause actual results to differ materially from the statements made. When used in this document,
the words “may”, “would”, “could”, “will”, “intend”, “plan”,
“anticipate”, “believe”, “estimate”, “expect” and similar expressions are intended
to identify forward-looking statements. Such statements reflect Jerash’s current views with respect to future events and
are subject to such risks and uncertainties. Many factors could cause actual results to differ materially from the statements made,
including those risks described from time to time in filings made by Jerash with the Securities and Exchange Commission. Should
one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove
incorrect, actual results may vary materially from those described herein as intended, planned, anticipated or expected. Statements
contained in this news release regarding past trends or activities should not be taken as a representation that such trends or
activities will continue in the future. Jerash does not intend and does not assume any obligation to update these forward-looking
statements, other than as required by law.
Contact:
Matt Kreps, Darrow Associates Investor Relations
(214) 597-8200
mkreps@darrowir.com
Richard J. Shaw, Chief Financial Officer
(315) 727-6791
richard.shaw@jerashholdings.com