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): November 5, 1999
Commission File Number 0-20549
CHINA PEREGRINE FOOD CORPORATION
(Exact name of registrant as specified in its amended charter)
Delaware 0-20549 62-1681831
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
11300 US Highway 1, Suite 202
North Palm Beach, Florida 33408 USA
(Address of principal executive offices)
(561) 625-1411
Registrant's telephone number
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(Former name or former address if changed since last report)
Item 5. Other Events
During the last quarter of 1999, we made several decisions and appointments
with respect to changes to our United States based management and the
management of our two Chinese joint ventures, which have been implemented
partially as of this first quarter of 2000. These changes were made to
provide greater reporting and operational control for us over our China
business interests with the installation of a full time, site based, western
trained management team residing in China, who would report directly to our
President and Chief Executive Officer. On November 5, 1999, our Board voted
to accept the resignation of Mr. Charles J. Beech from all positions which
he held in China Peregrine Food Corporation and his withdrawal from all
positions which he held in Green Food Peregrine Children's Food Company,
Limited and Hangzhou Meilijian Dairy Products Co., Ltd., in connection with
these anticipated management changes. As of the date of this Form 8-K, all
of the management changes have been implemented, except those which require
approval by the Green Food Peregrine board of directors.
The following personnel have been either appointed, elected or nominated to
the positions as described below:
* Mr. Art Blanding was elected a director of China Peregrine as well
as appointed a director of both Green Food Peregrine and Meilijian Dairy. Mr.
Blanding will report to our Board as one of its members and to our Board and
our President and Chief Executive Officer as a director of both joint ventures
representing China Peregrine.
* Mr. Stephen Langley was appointed our Chief Operating Officer
(China) as well a director of Green Food Peregrine and Meilijian Dairy joint
ventures. In addition, Mr. Langley was nominated as the General Manager of
Green Food Peregrine. Mr. Langley will report to our President and Chief
Executive Officer as our Chief Operating Officer for China, and to our Board,
as well as to our President and Chief Executive Officer, as a director of both
joint ventures representing China Peregrine. In addition, once Mr. Langley is
approved by the board of Green Food Peregrine as its General Manager, he will
report to the Green Food Peregrine board in that capacity.
* Mr. Dominic Tang was appointed a director of Meilijian Dairy and
was approved as the Chairman of that joint venture. Mr. Tang will report to
the Meilijian Dairy board as that company's legal representative (Chairman)
and to our Board and our President and Chief Executive Officer as a member of
the joint venture board representing China Peregrine.
* Ms. Nancy Yuan was appointed our Chief Financial Officer (China)
and was nominated as the Treasurer of Green Food Peregrine. Ms. Yuan, as our
Chief Financial Officer for China, will report to Mr. Langley (China
Peregrine's Chief Operating Officer - China) in that capacity. In addition,
once Ms. Yuan is approved by the board of Green Food Peregrine as its
Treasurer, she will report to its General Manager in that capacity.
* Mr. Mark Xie was appointed Director of Sales/Marketing (China) and
was nominated as the Sales/Marketing Manager of Green Food Peregrine. Mr.
Xie, as our Director of Sales/Marketing (China), will report to Mr. Langley
(China Peregrine's Chief Operating Officer - China) in that capacity. In
addition, once Mr. Xie is approved by the board of Green Food Peregrine as its
Sales/Marketing Manager, he will report to its General Manager in that
capacity.
Personnel Business Background:
Mr. Art Blanding (U.S. based)
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Mr. Blanding is president of The Omega Company, international technical
consultants to the dairy industry. He has over 50 years experience in
management of dairy processing, sales and strategic planning consulting. He
graduated from Michigan State University in 1956, with a degree in food
science, and in 1964 from Oregon State University with a degree in Food
Microbiology, and attended Harvard Business School. As President of The Omega
Company, Mr. Blanding has completed over 200 projects successfully, both in
the U.S. and abroad. Clients of The Omega Company include Abbott
International, Cumberland Farms, Dairy Gold, Farm Fresh, Inc., Haagen Dazs,
Labatt, Ross Laboratories, and Stop & Shop Company, among others. Mr.
Blanding was a consultant for the design and construction of the dairy
processing facility built in Shanghai by Green Food Peregrine. Currently, The
Omega Company is a party to a consulting contract with China Peregrine
concerning technical and production issues for our joint ventures' milk
processing facilities.
Mr. Stephen Langley (China based)
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Mr. Langley's entire 22 year career has been spent in agribusiness sales,
marketing, and management. Seventeen of those years have with multinational
companies, including IBP Inc., a leading processor of fresh beef and pork.
While in middle management at IBP, the sales department under his direct
supervision accounted for annual sales of US$320 million and sales volume of
1.25 million metric tons. In addition, Mr. Langley was responsible for
establishing a market presence for IBP in China. He opened IBP's Shanghai
Representative office in 1997and sales of products imported from IBP-US which
amounted to US$250,000 in 1997, grew to over US$7 million in 1998. Mr. Langley
developed the business strategy and directed all sales activities in China for
IBP, including negotiating pricing, shipping, delivery, and other critical
details of the supply of perishable goods.
Mr. Langley and his family have lived in China continuously for the last 6
years. He studied Chinese full time for two years from 1993-1995 and achieved
Chinese language Level 3 fluency (Foreign Service scale of 1-5, with Level 5
equal to native speaker.)
Mr. Dominic Tang (China based)
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Mr. Tang has extensive experience at an executive management level for Western
companies in China, where he has worked for over thirty years. Mr. Tang is
fluent in Mandarin and English and maintains a residence in China. Mr. Tang
is trained in accountancy and is a Qualified Accountant of Associated
Chartered Accountants, UK.
From 1968 to 1982, Mr. Tang was the Financial Controller for Pfizer Asia, a
US$500 million annual sales company with thirteen manufacturing subsidiaries
in Asia. In 1982, he became Regional Director Diversey Asia Pacific, where
he remained through 1986. From 1987 through 1991 Mr. Tang was the Regional
Director Ecolab Northern Asia, and from 1991 to 1993 he was Sales Director-
Johnson Wax China, with annual sales of US$30 million.
In 1993, Mr. Tang became the General Manager of Watson Distilled Water in
China, where he was employed until 1994. In 1995, Mr. Tang was appointed CEO
Shanghai SEB Electrical Appliances Ltd. and SEB WAIGAOQIAO Co., Ltd., with
annual sales of US$40million. For most of 1999, Mr. Tang pursued business
interests in North America and late last year accepted the position of
Chairman and a director of China Peregrine's Meilijian Dairy joint venture.
Ms. Nancy Yuan (China based)
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Ms. Yuan is a Shanghai native and is fluent in English, Mandarin, and the
Shanghai dialect, with a working knowledge of Cantonese. Ms. Yuan has a Master
of Science in Accounting from Kent State University with successful completion
of the USA CPA exam. She also has an engineering background with an
undergraduate degree in that field.
With her analytical and communication skills, she has nine years of cross-
cultural working experience in corporate accounting policy, procedure,
control, and financial analysis with knowledge of the accounting and auditing
standards, US GAAP, and PRC accounting and tax regulations.
Ms. Yuan was trained at Coopers and Lybrand in Hong Kong, where she was
responsible for assessing corporate internal control, corporate accounting
policy and procedures, defining risk areas, and auditing financial statements.
She also was involved with the flotation of a PRC company for listing in the
HK Stock Exchange. In addition, Ms. Yuan has been employed at Moen
Incorporated, where she was responsible for manufacturing quality, auditing
and data analysis for Moen faucets. Ms. Yuan also was an Assistant Professor
at Qingdao University, where she taught classes, established the Precision
Measurement Lab, and conducted research in the area of "Tolerance and
Technical Measurements".
Mr. Mark Xie (China based)
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Mr. Xie is an experienced sales and marketing professional with over 10 years
experience in sales and marketing, both in the USA and Asia. He was employed
for five years with Fast Moving Consumer Goods working with the sales of meat
products and gained experience in export and import between the US and Asian
countries.
Mr. Xie has six years experience with Hormel Foods and was the first Hormel
Foods staff in Shanghai in 1996, establishing the relationship with Hormel's
eventual Chinese partner, leading to the formation of a successful joint
venture. Based in Shanghai, Mr. Xie was a key contributor to the completion of
the start-up period of the joint venture. He was involved in the plant
construction, equipment installation, products testing (at both plant and
market levels), selection and implementation of the computer systems, business
strategy development, hiring and training of the sales and marketing as well
as delivery teams. Mr. Xie led and directed the task of the establishment of
the sales, distribution, and collection systems. He was also responsible for
market research, product development and launch as well as the sales and
marketing plan.
After the completion of the start-up phase of he Hormel joint venture, Mr. Xie
was responsible for directing and leading a sales force of 22, marketing team
of 4, delivery team of 17 and promotion staff of 20. He was accountable for
the sales overhead, cost and marketing expenses while delivering the sales
volume and profit on target. He also selected the ads and promotion agencies,
briefed them on the master marketing plan and approved proposed media and
promotion plans.
In less than one year of operation, Hormel Foods reached enough distribution
points to be named No. 1 distributor in the processed meat industry in
Shanghai, having achieved placement in 550 out of 800 qualified retail
stores, and 60 food service customers.
Mr. Xie is native to Hunan province. He is fluent in English and Mandarin, and
has a working knowledge of several Chinese dialects.
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.
China Peregrine Food Corporation
Date: January 4, 2000 By: /s/ Roy G. Warren
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Roy G. Warren, President and
Chief Executive Officer
