-----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, EX2sIdvg6XRHll1FhdK/cQbVDT3mNwso0OvfHg3enAZPYbXa5RV3EtkJLFctc/2r vowu9qxK2mk422wX7xtsSQ== 0001144204-10-013315.txt : 20100315 0001144204-10-013315.hdr.sgml : 20100315 20100315114038 ACCESSION NUMBER: 0001144204-10-013315 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100315 FILED AS OF DATE: 20100315 DATE AS OF CHANGE: 20100315 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: 10680235 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 v177377_6k.htm

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. The Company undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances offering after the date of this report.
 
 

 

Other Events

On March 12, 2010, China Fundamental Acquisition Corporation (“China Fundamental”) issued a press release announcing that it would present at the ROTH Capital Partners 22nd Annual OC Growth Stock Conference on March 15, 2010. Topics to be discussed include, without being limited to, China Fundamental’s recent business combination with Beijing Wowjoint Machinery Co., Ltd. and its associated companies (collectively “Wowjoint”), the filing of the application to list its common stock, warrants and units on the NASDAQ Global Market subsequent to the acquisition of Wowjoint.

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

 

 

Exhibits

Exhibit No
 
Description
99.1
 
Press Release dated March 12, 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: 
/s/ Ya Bin Liu
 
 
Name: Ya Bin Liu 
  Date: March 14, 2010
  
Title:   Chief Executive Officer  

 

 
EX-99.1 2 v177377_ex99-1.htm

China Fundamental Acquisition Corporation to Present at
Roth Capital Conference

For Immediate Release
 
Contact:
 
Amy Kong
     
Senior VP of Capital Markets
     
China Fundemental Acquisition Corp.
     
Tel: (347) 416-2705
   
 
Email: ak@email.wowjoint.com
 
BEIJING, China, March 12 /PRNewswire-Asia/ — China Fundamental Acquisition Corporation (OTC Bulletin Board: CFQCF, CFQWF, CFQUF) ("China Fundamental") announced today that they will present at the ROTH Capital Partners 22nd Annual OC Growth Stock Conference, at the Ritz Carlton, Dana Point, California. China Fundamental's Amy Kong, Senior Vice President of Capital Markets, will present at 11:30 a.m. PT, March 15, 2010 in Track 4. Management will also be available for one-on-one meetings throughout the conference. Interested parties may schedule meetings through their Roth representative. Registration is mandatory.
 
Management will discuss its recent business combination with Beijing Wowjoint Machinery Co., Ltd. and its associated companies (collectively, "Wowjoint"). Wowjoint is a market leader in the design, engineering and manufacturing of customized infrastructure equipment and machinery used in the construction of railways, highways, bridges, and viaducts.
 
China Fundamental has filed an application to list its common stock, warrants and units on the NASDAQ Global Market subsequent to the acquisition. 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.
 
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.
 
About ROTH Capital Partners
 
ROTH is a full service investment banking firm dedicated to the small-cap public market. Since its inception in 1984, ROTH has been an innovator in this market. In the 1990's ROTH participated in underwriting IPOs for small-cap companies. As this market changed, ROTH helped develop the PIPE (private investment in public equity) financing structure. ROTH was one of the first U.S. investment banks to focus on financing small-cap Chinese companies, and established a Representative Office in Shanghai in 2007.
 
Forward Looking Statements
 
This press release and planned conference presentation 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.

 

 
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