SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Act of 1934
Date of Report (Date of earliest event reported)........ April 27, 1998
CHINA FOOD & BEVERAGE COMPANY
(Exact name of registrant as specified in its charter)
NEVADA 0-11734 87-0548148
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File No.) Identification No.)
8 West 38th Street, 9th Floor, New York, NY 10018
(Address of principal executive offices and Zip Code)
Registrant's telephone number, including area code: (212) 398-7833
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On April 27, 1998, the Company entered into an agreement pursuant to which
it acquired 100% of Victoria Beverage Company Limited ("Victoria"). Victoria
owns a 55% interest in Anhui Haodung Brewery Co., Ltd. located in Anhui, the
Peoples' Republic of China.
The purchase price was a $21,000,000 debenture issued in favor of the
shareholders of Victoria. The debenture is for a term of five years bearing
interest only at 8% per annum payable on the yearly anniversary of the issuance
of the debenture. The debenture is convertible at any time during its term, at
the option of the Company only, into shares of common stock of the Company at a
conversion price of five dollars per share.
If the debenture is converted into the Company's common stock, Victoria's
former shareholders will become the Company's largest shareholder and be capable
of determining the Company's future business and policy.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
Date: May 6, 1998
CHINA FOOD & BEVERAGE COMPANY
(Registrant)
By: /s/ James Tilton
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James Tilton, President