-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JfPZtALg1vJOi54i8XePkw9fr1otpGjeErMpzQqFF53vMcowdgrjO6jEQTVINmym RFeM8RwrPeuKQ+6vunycoQ== 0001144204-10-010882.txt : 20100302 0001144204-10-010882.hdr.sgml : 20100302 20100302071006 ACCESSION NUMBER: 0001144204-10-010882 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20100302 FILED AS OF DATE: 20100302 DATE AS OF CHANGE: 20100302 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHINA FUNDAMENTAL ACQUISITION CORP CENTRAL INDEX KEY: 0001429360 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 980562157 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53233 FILM NUMBER: 10647391 BUSINESS ADDRESS: STREET 1: ROOM 2301 WORLDWIDE HOUSE STREET 2: 19 DES VOEUX ROAD CITY: CENTRAL HONG KONG STATE: K3 ZIP: 00000 BUSINESS PHONE: 852 2169 6390 MAIL ADDRESS: STREET 1: ROOM 2301 WORLDWIDE HOUSE STREET 2: 19 DES VOEUX ROAD CITY: CENTRAL HONG KONG STATE: K3 ZIP: 00000 6-K 1 v176030_6k.htm Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
  
For the month of March, 2010

CHINA FUNDAMENTAL ACQUISITION CORPORATION
(Exact Name of Registrant as Specified in Charter)

Cayman Islands
 
000-53233
 
98-0562157
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)

1108 A Block TIANCHENG MANSION, #2 XINFENG Rd.
DESHEMENGWAI St, XICHENG Dist. Beijing
 
 
100088
(Address of Principal Executive Offices)
 
(Zip Code)
 
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
 
Form 20-F x                        Form 40-F o
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o
 
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
 
Yes o                      No x
 
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_______________.

 

 
IMPORTANT NOTICE

This report of foreign private issuer, including the exhibits contained herein, includes “forward-looking statements” that involve substantial risks and uncertainties. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. Forward-looking statements in this report include matters that involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to differ materially from results expressed or implied by this report. Such risk factors include, among others: the Company’s ability to respond to any comments or questions from NASDAQ regarding its application; the timing of the Company’s responses to any NASDAQ questions or comments; the Company’s ability to meet the listing requirement for listing on NASDAQ; whether NASDAQ will approve the Company’s application for listing; the timing of any listing on an exchange; potential liability from the future litigation; and acquisition integration related issues. Actual results may differ materially from those contained in the forward-looking statements in this report and documents submitted to the SEC. Neither China Fundamental nor Wowjoint assumes any obligation to update these forward-looking statements.
 


Other Events

On March 2, 2010, China Fundamental Acquisition Corporation (“China Fundamental”) issued a press release announcing that it has filed an application to list its common stock, warrants and units on the NASDAQ Global Market subsequent to the acquisition of Beijing Wowjoint Machinery Co., Ltd. and its associated companies (collectively “Wowjoint”).

A copy of the press release is attached as Exhibit 99.1 hereto.
 


 
Exhibits

Exhibit No
 
Description
99.1
 
Press Release dated March 2, 2010

 

 

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, thereunto duly authorized.
 
 
CHINA FUNDAMENTAL ACQUISITION CORPORATION 
   
 
By:
 
  
Name: Ya Bin Liu 
Date: March 2, 2010
  
Title:   Chief Executive Officer  


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China Fundamental Acquisition Corporation Applies for Listing on NASDAQ Global Market
 
PR Newswire
 
BEIJING, Mar. 2, 2010
 
BEIJING, Mar. 2 /PRNewswire-Asia/ — China Fundamental Acquisition Corporation (OTC Bulletin Board: CFQCF, CFQWF, CFQUF) ("China Fundamental" or the "Company") announces that it has filed an application to list its common stock, warrants and units on the NASDAQ Global Market subsequent to the acquisition of Beijing Wowjoint Machinery Co., Ltd. and its associated companies (collectively, "Wowjoint").  The Company is also in the process of changing its name to Wowjoint Holdings Limited.  During the application review process, the Company's stock will continue to trade on the Over-the-Counter Bulletin Board pending NASDAQ's approval.
 
"Achieving a NASDAQ Global Market listing is another important step in Wowjoint becoming a publicly traded company. We believe a NASDAQ listing will enhance our visibility and the liquidity of our stock as a public company as we execute our business plan and expand our operations throughout the world," said Mr. Ya Bin Liu, CEO of the Company. "As a result of the recent acquisition, our Company now qualifies for the NASDAQ Global Market.  This will greatly assist us as we seek to take advantage of new opportunities in China's growing infrastructure sector as well as worldwide customized equipment markets” added Mr. Liu.

Listing applications are subject to review and approval by NASDAQ's Listing Qualifications Department for compliance with all NASDAQ Global Market requirements.  There can be no assurance that the Company will continue to meet the NASDAQ Global Market listing requirements or that the Company’s application will be approved.

About China Fundamental Acquisition Corporation
China Fundamental Acquisition Corporation was a special purpose acquisition company formed for the purpose of acquiring, through a merger, share exchange, asset acquisition, reorganization or other similar business combination, or contractual arrangements, an operating business, or control of such operating business, that has its principal operations located in the People's Republic of China, including Hong Kong and Macau. China Fundamental completed its
initial public offering on May 21, 2008.

About Beijing Wowjoint Machinery Co.
Wowjoint is one of the leading providers in the design, engineering and manufacturing of customized infrastructure equipment and machinery used in the construction of railways, highways, metro subways, bridges and viaducts. It provides end-to-end solutions in various engineering applications involving the lifting, carrying and transporting of large-scale and heavy precast concrete beams, and other heavy goods. Wowjoint’s main product lines include launching gantries, tyre trolleys, special carriers, marine hoists and special purpose equipment. Wowjoint’s equipment and machinery are designed to overcome specific construction obstacles by meeting its customers’ stringent engineering requirements wherever Wowjoint products are deployed regardless of terrain, soil and climate conditions.
 
 
 

 

 
Forward Looking Statements
This press release includes "forward-looking statements" within the meaning of the safe harbour provisions of the United States Private Securities Litigation Reform Act of 1995. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions are intended to identify such forward-looking statements. Forward-looking statements in this press release include matters that involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to differ materially
from results expressed or implied by this press release. Such risk factors include, among others: the Company’s ability to respond to any comments or questions from NASDAQ regarding its application; the timing of the Company’s responses to any NASDAQ questions or comments; the Company’s ability to meet the listing requirement for listing on NASDAQ; whether NASDAQ will approve the Company’s application for listing; the timing of any listing on an exchange; potential liability from the future litigation; and acquisition integration related issues. Actual results may differ materially from those contained in the forward-looking statements in this communication and in documents submitted to the U.S. Securities and Exchange Commission (the "SEC"). The Company undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after the date of this communication. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication. All forward-looking statements are qualified in their entirety by this cautionary statement.

The Company cautions that the foregoing list of factors is not exclusive. Additional information concerning these and other risk factors is contained in the Company's most recent filings with the SEC. All subsequent written and oral forward-looking statements concerning China Fundamental, Wowjoint, the business combination, the related transactions or other matters and attributable to the Company or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements above. The Company does not undertake any obligation to update any forward-looking statement, whether written or oral, relating to the matters discussed in this news release.
 
For more information, please contact:

China Fundamental Acquisition Corporation
Amy Kong, Senior Vice President of Capital Markets
Tel:   1-347-416-2705
Email: ak@email.wowjoint.com
 
SOURCE About China Fundamental Acquisition Corporation
 
Contact
 
 
Amy Kong, Senior Vice President of Capital Markets, ak@email.wowjoint.com
 
 
 

 
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