UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): January 13, 2010 (January 7, 2010)
SKYPEOPLE FRUIT JUICE, INC.
(Exact Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation)
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000-32249
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98-0222013
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(Commission File Number)
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(IRS Employer Identification No.)
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16F, National Development Bank Tower , No. 2,
Gaoxin 1st Road, Xi’an, China
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(Address of Principal Executive Offices)
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(Zip Code)
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(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
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 (See General Instruction A.2. below):
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement
On January 7, 2010, Shaanxi Tianren Organic Food Co., Ltd. (the "Company"), a wholly owned subsidiary of SkyPeople Fruit Juice, Inc., entered into a distribution agreement with Beijing Ni’aode Trading Co., Ltd. (“Ni’aode”) Pursuant to the agreement, Ni’aode is engaged as the general distributor of the Company’s
Hedetang-branded fruit juice beverages in the Beijing area. Under the agreement, Ni’aode is committed to sales of at least RMB 4,200,000 (approximately US$615,114) per month, and RMB 50,400,000 (approximately US$7,381,371) per year of the Company’s Hedetang-branded fruit juice beverages. The agreement will expire on January 7, 2011.
All dollar amounts above are based on the exchange rate as of January 7, 2010 published by the Federal Reserve Statistical Release. The foregoing contains certain forward-looking statements, which are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ
materially because of various factors, including without limitation changes in the exchange rate between Chinese yuan and Unites States dollars.
Item 8.01 Other Events
A press release of January 11, 2010 discussing the distribution agreements with Ni’aode is attached as
Exhibit 99.1
to this Form 8-K.
Item 9.01 Financial Statements and Exhibits
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10.01
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Distribution Agreement, dated as of January 7, 2010, by and between Beijing Ni’aode Trading Co., Ltd. and Shaanxi Tianren Organic Food Co., Ltd. (The attached exhibit is an English translation of the original agreement which is in Chinese.)
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99.1
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Press Release dated January 11, 2010
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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.
Date: January 13, 2010
SKYPEOPLE FRUIT JUICE, INC.
By:
/s/ SPRING LIU
Spring Liu
Chief Financial Officer
Exhibit 10.01
Distribution Agreement
Signing Place
：
Xi’an
Party A
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Shaanxi Qiyiwangguo Modern Organic Agriculture Co., Ltd.
Party B
：
Beijing Ni’aode Trading Co., Ltd.
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I.
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Both Parties agree that being an exclusive distributor, Party B should meet the following conditions:
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1
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Party B warrants that sales of branded “Hedetang” products of Party A should reach at least RMB 4,200,000 yuan per month and RMB 50,400,000 yuan per year.
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2
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Upon the aforesaid conditions being satisfied, Party B will be authorized as an exclusive distributor in the Beijing area
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and a certificate will be issued.
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3
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During the valid period of this contract, Party B will present itself as a general distributor to sell the contracted products and conduct legal business activities.
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4
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Use of authorized title and symbol
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a.
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Without the authorization of Party A, Party B will not make any changes to the authorized title and symbol.
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b.
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Authorized title and symbol can be used only by Party B. Without the permission of Party A
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Party B has no rights to permit the use of a third Party.
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Party A authorizes Party B to sell and market the product only in Beijing and Party B may not sell out of the authorized area.
Party B will purchase at the national uniform price set by Party A
（
see exhibit for detailed information
）
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IV.
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Market support and sales reward
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1
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In order to support market exploration, Party A will give a 5% cash back discount of purchase volume, 5% for sample, 10% for free.
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V.
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After the completion of the sales target, Party A will give Party B a bonus of 3% of actual sales.
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VI.
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Payment and transportation
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Party A will deliver the products according to the purchase order. Any disputes
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including breed
，
specification
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quantity
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or
quality
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must be raised in writing within 7 days after the products have been received. No objection raised by the due date will be regarded as no objection to the products. Party A will deal with the objected products after being confirmed by Party A.
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Party A is responsible for transporting the cargo to Party B’s location and carriage charge. The transporting standard is subject to railway or truck.
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Party B should check and take delivery of the cargo within 3 days upon receiving the Transport Company or Party A’s notice. Otherwise Party B will hold the related cost and fee.
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Party B should pay all the payment to Party A within 45 days after receiving cargo. Party B should pay the liquidated damage if Part B fails to take delivery of the cargo on time. The liquidate damage is 3‰ of the amount delayed for each day it is delayed.
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VI.
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Payment and transportation
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1
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Party A will deliver the products according to the purchase order. Any disputes
，
including breed, specification
，
quantity
，
or quality
，
must
be raised in writing within 7 days after the products have been received. No objection raised by the due date will be regarded as no objection to the products. Party A will deal with the objected products after being confirmed by Party A.
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2
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Party A is responsible for transporting the cargo to Party B’s location and carriage charge. The transporting standard is subject to railway or truck.
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3
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Party B should check and take delivery of the cargo within 3 days upon receiving the Transport Company or Party A’s notice. Otherwise Party B will hold the related cost and fee.
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Party B should pay all the payment to Party A within 45 days after receiving cargo. Party B should pay the liquidated damage if Part B fails to take delivery of the cargo on time. The liquidate damage is 3‰ of the amount delayed for each day it is delayed.
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VI. Termination of the agreement
Should any of the following happen, Party A has the right to terminate the agreement without the consent of Party B.
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Party B does not achieve the lowest set sales volume goal for a three month period, or Party A does not achieve the sales goal for 80% of the whole year.
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Party B conducts sales outside of the authorized area.
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If Party B’s actions are cause for complaint, and damage Party A’s goodwill.
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Party B does not make the payment under this agreement.
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Party B defaults on one of its agreements, and breaks other responsibilities and obligations.
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10
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Special natural disaster and other Force Majeure.
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VII. The agreement will go into effect when both parties have signed and will end on January 7, 2011. If the two parties agree to extend the agreement, they can sign the new agreement.
VIII. Settlement of dispute
Based on the understanding of this agreement, both parties will settle the dispute in a friendly, business-like way. If they are unable to settle the dispute, they will sue at the local people's court of law.
IX. Signatures of the agreement.
There are two copies of this agreement, with both parties maintaining a copy, and each has the equal force of the law.
Exhibit 99.1
SkyPeople Fruit Juice Engages Distributor of Hedetang®-branded Fruit Juice Beverages in Beijing
Sales to distributor expected to contribute $7.0 million in sales in 2010
XI'AN, China, January 11 /PRNewswire-Asia-FirstCall/ - SkyPeople Fruit Juice, Inc.
(NYSE Amex:
SPU
) ("SkyPeople" or "the Company"), a processor and manufacturer of concentrated kiwifruit, apple, pear and other fruit
juices and fruit products in China, today announced the engagement of a general distributor in Beijing sales agent to focus on the sales and marketing of our Hedetang®-branded fruit juice beverages to food and beverage whole-sellers and retailers in the Beijing area.
On January 7, SkyPeople Fruit engaged a well-established beverage distributor to develop sales and brand recognition of the Company’s Hedetang®-branded fruit juices in the nation’s capital. Previously, the Company has primarily relied on its own sales force to sell Hedetang®-branded fruit juice
in the greater Xi’an area. The distributor is expected to sell the Company’s Hedetang®-branded fruit juices to major retailers such as Wal-Mart, Jiale, Lotus and KA Supermarkets, as well as other whole-sellers in the Beijing area. The distribution agreement with SkyPeople includes a minimum sales commitment by the distributor on a monthly and yearly basis. Based on such commitment, the Company expects to generate sales of approximately US$7.0 million in 2010 under
this distribution agreement.
“The entry into this distribution relationship is important to us in several aspects.” says Mr. Yongke Xue, Chairman of SkyPeople. “First, it signals an important adjustment of our product mix to increase the relative percentage of sales of our Hedetang®-branded fruit juice beverages as compared to that of fruit
juice concentrate. We believe there is a large domestic market potential for fruit juice beverages because of the expanding size of the Chinese middle class and the increasing awareness of healthy lifestyle. Further, we believe prices of our branded fruit juice beverages are generally less susceptible to general market conditions than those of our fruit juice concentrate. In the past year, sales of our own branded fruit juice beverages had been less affected negatively by the international economic conditions
than sales of fruit juice concentrate. Secondly, entering “tier one” cities in China is a significant step for building the brand recognition of our Hedetang®-branded fruit juice beverages and is consistent with our objectives to position Hedetang® as a high-quality producers of kiwifruit, mulberry, apple and pear fruit juice beverages and to enlarge our market share of fruit juice beverages in China. Third, by entering into a distribution relationship with a well-established distributor
in Beijing, we are further expanding our sales network. Beijing was the first on our short list of objectives which include all of tier one cities in China; Beijing, Shanghai and Guangzhou. Our Hedetang®-brand of fruit juices beverages are gaining market interest with target customers and the sheer size and demand of tier one cities will significantly contribute to our top and bottom lines in 2010 and beyond. Adjusting our product mix, building our brand recognition, diversifying
our customer base, building sales network and expanding into untapped sales territories in China are the top priorities of our sales and marketing efforts this year. Our goal is to increase sales of our Hedetang® branded fruit juice beverages from approximately 12% in 2008 to 50% of sales in the next three years.” Xue concluded.
About SkyPeople Fruit Juice, Inc.
SkyPeople Fruit Juice, Inc. is a holding company of Shaanxi Tianren. Shaanxi Tianren is a company organized according to the laws of the People's Republic of China. Shaanxi Tianren's main products are concentrated apple, kiwifruit, pear and other fruit juices for domestic and international consumers. Its brand, HEDETANG®, is positioned
as a high quality, healthy and nutritious juice concentrate and clear juice product used both as an ingredient component in other products and an end-use juice concentrate product. Shaanxi Tianren utilizes the largest kiwifruit plantation in China and is a leading producer of concentrated kiwifruit juice in Asia. For more information, please visit
www.skypeoplefruitjuice.com
.
Forward-Looking Statements
This press release contains certain "forward-looking statements" that involve a number of risks and uncertainties. There can be no assurance that such statements will prove to be accurate and the actual results and future events could differ materially from management's current expectations. Such factors include,
but are not limited to, the Company's ability to obtain the necessary financing to continue and expand operations, to market its products in new markets and to offer products at competitive pricing, to attract and retain management, and to integrate and maintain technical information and management information systems, political and economic factors in the People's Republic of China, compliance requirement of laws and regulations of the PRC, the effects of currency policies and fluctuations, general economic
conditions and other factors detailed from time to time in the Company's filings with the United States Securities and Exchange Commission and other regulatory authorities. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
For more information, please contact:
COMPANY
SkyPeople Fruit Juice, Inc.
Ms. Spring Liu, CFO
Tel: +1-818-390-1272
Email:
springliu@skypeoplejuice.com
Web:
www.skypeoplejuice.com
INVESTOR RELATIONS:
John Mattio
HC International, Inc.
Tel: US +1-203-616-5144
Email: john.mattio@hcinternational.net
Web:
http://www.hcinternational.net
