RCON [Recon Technology] UPLOAD: (Original Filing)
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RCON [Recon Technology] S-1/A: (Original Filing)
[SUBJECT TO COMPLETION, DATED NOVEMBER 12, 2008 RECON TECHNOLOGY, LTD Ordinary Share Minimum Offering [ Ordinary Share Maximum Offering [ This is the initial public offering of Recon Technology, Ltd, a Cayman Islands exempted company. We are offering a minimum of [ We expect that the offering price will be between $7.00 and $9.00 per share. No public market currently] [RECON TECHNOLOGY, LTD (a Cayman Islands exempted company) Minimum Offering: Maximum Offering: ($ PLACEMENT AGREEMENT Anderson & Strudwick, Incorporated 707 East Main Street, 20 th Floor Richmond, Virginia 23219 Ladies and Gentlemen: Introduction 1. 2. Registration Statement and Prospectus (a) (b) A registration statement on Form 8-A (File No. Adequacy of Disclosure (c) 2 No Stop Order (d) Company; Organization] [RECON TECHNOLOGY, LTD Anderson & Strudwick, Incorporated 707 East Main Street 20 th Floor Richmond, Virginia 23219 Ladies and Gentlemen: 1. Notices of Record Date 2. No Impairment 3. 4. Exercise for Cash (a) Cashless Exercise (b) 2 Issuance of Certificates (c) Current Value (d) 3 Protection Against Dilution 5. Dividends, Subdivisions, Reclassifications, Etc (a) 4 Adjustment of Number of] [ESCROW AGREEMENT This Escrow Agreement is made and entered into as of the RECITALS: A. The Company proposes to sell a minimum of B. The Company has retained the Placement Agent, as agent for the Company on a best efforts, minimum-maximum basis, to sell the Shares in the Offering, and the Placement Agent has agreed to sell the Shares in] [LOCK-UP AGREEMENT By Facsimile ( ) By Facsimile ((804) 648-3404) Recon Technology, Ltd Anderson & Strudwick, Incorporated Room 1401 Yong Feng Mansion 707 East Main Street 123 Jiqing Road 20 th Floor Nanjing, 210006 Richmond, Virginia 23219 Peoples Republic of China Attn: L. McCarthy Downs, III, Attn: Yin Shenping, Senior Vice President CEO Re: Lock-Up Agreement Dear Mr. Wang and] [Technical Service Contract, by and between Natural Gas Development Company of Qinghai Oilfield and Beijing Bright Technology Co., Ltd. On October 15, 2007, Beijing Bright Petroleum Technology Co., Ltd. executed an agreement with Natural Gas Development Company of Qinghai Oilfield to provide service on a Multipurpose Fissure Shaper Technology. The project has been completed under the agreement and full payment] [Sales Contract, by and between the West Site Department of Bazhou, Zhongyuan Petroleum Exploration Bureau Project Construction Corporation (BUYER) and Jining ENI Energy Technology Co., Ltd. (SELLER) On May 14, 2008, the Seller executed a Sales Contract with the Buyer whereby the Seller agreed to sell and the Buyer agreed to buy a quantity of valves for the price of] [Oil Equipment Maintenance Contract, by and between Jidong, Tangshang City, Oilfield Equipment Co., Ltd and Beijing Yabeinuoda Technology Development Co., Ltd. On March 19, 2008, Jidong, Tangshang City, Oilfield Equipment Co. Ltd entered into an Oil Equipment Maintenance Contract with Beijing Yabeeinuoda Technology Development Co., Ltd for maintenance of a single oil-well controller. The contract price for the maintenance was] [ANSEN ARNETT AXWELL P C H A Professional Corporation CERTIFIED PUBLIC ACCOUNTANTS 5 Triad Center, Suite 750 Salt Lake City, UT 84180-1128 Phone: (801) 532-2200 Fax: (801) 532-7944 www.hbmcpas.com Registered with the Public Company Accounting Oversight Board A Member of the Forum of Firms CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors Recon Technology, Ltd. As] [INGTIAN ONGCHENG J TTORNEYS AT AW A 15 th Floor, The Union Plaza 20 Chaoyangmenwai Dajie Beijing100020, China Tel:(8610)-65882200 Fax:(8610)-65882211 November 12, 2008 Recon Technology, Ltd. To: Letter of Consent Ladies and Gentlemen: Jingtian & Gongcheng Attorneys at Law] []
RCON [Recon Technology] S-1/A: SUBJECT TO COMPLETION, DATED NOVEMBER 12, 2008 RECON
[SUBJECT TO COMPLETION, DATED NOVEMBER 12, 2008 RECON TECHNOLOGY, LTD Ordinary Share Minimum Offering [ Ordinary Share Maximum Offering [ This is the initial public offering of Recon Technology, Ltd, a Cayman Islands exempted company. We are offering a minimum of [ We expect that the offering price will be between $7.00 and $9.00 per share. No public market currently] [RECON TECHNOLOGY, LTD (a Cayman Islands exempted company) Minimum Offering: Maximum Offering: ($ PLACEMENT AGREEMENT Anderson & Strudwick, Incorporated 707 East Main Street, 20 th Floor Richmond, Virginia 23219 Ladies and Gentlemen: Introduction 1. 2. Registration Statement and Prospectus (a) (b) A registration statement on Form 8-A (File No. Adequacy of Disclosure (c) 2 No Stop Order (d) Company; Organization] [RECON TECHNOLOGY, LTD Anderson & Strudwick, Incorporated 707 East Main Street 20 th Floor Richmond, Virginia 23219 Ladies and Gentlemen: 1. Notices of Record Date 2. No Impairment 3. 4. Exercise for Cash (a) Cashless Exercise (b) 2 Issuance of Certificates (c) Current Value (d) 3 Protection Against Dilution 5. Dividends, Subdivisions, Reclassifications, Etc (a) 4 Adjustment of Number of] [ESCROW AGREEMENT This Escrow Agreement is made and entered into as of the RECITALS: A. The Company proposes to sell a minimum of B. The Company has retained the Placement Agent, as agent for the Company on a best efforts, minimum-maximum basis, to sell the Shares in the Offering, and the Placement Agent has agreed to sell the Shares in] [LOCK-UP AGREEMENT By Facsimile ( ) By Facsimile ((804) 648-3404) Recon Technology, Ltd Anderson & Strudwick, Incorporated Room 1401 Yong Feng Mansion 707 East Main Street 123 Jiqing Road 20 th Floor Nanjing, 210006 Richmond, Virginia 23219 Peoples Republic of China Attn: L. McCarthy Downs, III, Attn: Yin Shenping, Senior Vice President CEO Re: Lock-Up Agreement Dear Mr. Wang and] [Technical Service Contract, by and between Natural Gas Development Company of Qinghai Oilfield and Beijing Bright Technology Co., Ltd. On October 15, 2007, Beijing Bright Petroleum Technology Co., Ltd. executed an agreement with Natural Gas Development Company of Qinghai Oilfield to provide service on a Multipurpose Fissure Shaper Technology. The project has been completed under the agreement and full payment] [Sales Contract, by and between the West Site Department of Bazhou, Zhongyuan Petroleum Exploration Bureau Project Construction Corporation (BUYER) and Jining ENI Energy Technology Co., Ltd. (SELLER) On May 14, 2008, the Seller executed a Sales Contract with the Buyer whereby the Seller agreed to sell and the Buyer agreed to buy a quantity of valves for the price of] [Oil Equipment Maintenance Contract, by and between Jidong, Tangshang City, Oilfield Equipment Co., Ltd and Beijing Yabeinuoda Technology Development Co., Ltd. On March 19, 2008, Jidong, Tangshang City, Oilfield Equipment Co. Ltd entered into an Oil Equipment Maintenance Contract with Beijing Yabeeinuoda Technology Development Co., Ltd for maintenance of a single oil-well controller. The contract price for the maintenance was] [ANSEN ARNETT AXWELL P C H A Professional Corporation CERTIFIED PUBLIC ACCOUNTANTS 5 Triad Center, Suite 750 Salt Lake City, UT 84180-1128 Phone: (801) 532-2200 Fax: (801) 532-7944 www.hbmcpas.com Registered with the Public Company Accounting Oversight Board A Member of the Forum of Firms CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors Recon Technology, Ltd. As] [INGTIAN ONGCHENG J TTORNEYS AT AW A 15 th Floor, The Union Plaza 20 Chaoyangmenwai Dajie Beijing100020, China Tel:(8610)-65882200 Fax:(8610)-65882211 November 12, 2008 Recon Technology, Ltd. To: Letter of Consent Ladies and Gentlemen: Jingtian & Gongcheng Attorneys at Law] []
RCON [Recon Technology] S-1: SUBJECT TO COMPLETION, DATED RECON TECHNOLOGY, LTD Ordinary
[SUBJECT TO COMPLETION, DATED RECON TECHNOLOGY, LTD Ordinary Share Minimum Offering [ Ordinary Share Maximum Offering [ This is the initial public offering of Recon Technology, Ltd, a Cayman Islands exempted company. We are offering a minimum of [ We expect that the offering price will be $[ Risk Factors Investing in these ordinary shares involves significant risks. See ] [EXCLUSIVE TECHNICAL CONSULTING SERVICE AGREEMENT THIS EXCLUSIVE TECHNICAL CONSULTING SERVICE AGREEMENT Agreement Party A: Recon Technology (Jining) Co., Ltd. Registered Address: Chuang Ye Zhong Xin, High Tech Zone, Jining, Shandong Province, Peoples Republic of China (the PRC). Party B: Beijing BHD Petroleum Technology Co., Ltd. Registered Address: Westside of the Government Building of Dongxiaokozhen, Changping District, Beijing, PRC. Party Parties] [Power of Attorney PRC Company Recon-JN I, Chen Guangqiang, am a citizen of the Peoples Republic of China (the I exclusively authorize Recon-JN to be my sole representative with full authority to perform and exercise any and all shareholders rights associated with the Equity Interest, including but not limited to, the right to attend shareholders meetings, the right to] [Power of Attorney PRC Company Recon-JN I, Yin Shenping, am a citizen of the Peoples Republic of China (the I exclusively authorize Recon-JN to be my sole representative with full authority to perform and exercise any and all shareholders rights associated with the Equity Interest, including but not limited to, the right to attend shareholders meetings, the right to] [Power of Attorney PRC Company Recon-JN I, Li Hongqi, am a citizen of the Peoples Republic of China (the I exclusively authorize Recon-JN to be my sole representative with full authority to perform and exercise any and all shareholders rights associated with the Equity Interest, including but not limited to, the right to attend shareholders meetings, the right to] [EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT THIS EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT Agreement Party A: Recon Technology, Co., Limited Party B: Chen Guangqiang, Address: Room 201, Unit 3, #31, Wan Zhuang Shi You Ji Di Cai You Si Chang, Guangyang District, Langfang City, Hebei Province, PRC. Party C: Beijing BHD Petroleum Technology Co., Ltd., WHEREAS, 1. Party B holds a 36.77%] [EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT THIS EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT Agreement Party A: Recon Technology, Co., Limited Party B: Yin Shenping, Address: Room 506, #177-4, Lvling Road, Huli District, Xiamen City, Fujian Province, PRC. Party C: Beijing BHD Petroleum Technology Co., Ltd., WHEREAS, 1. Party B holds a 18.38% equity interest in Party C; and 2. Party C and] [EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT THIS EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT Agreement Party A: Recon Technology, Co., Limited Party B: Li Hongqi, Address: #11, Huan Bi Quan Road, Shi Zhong District, Jining City, Shandong Province, PRC. Party C: Beijing BHD Petroleum Technology Co., Ltd., WHEREAS, 1. Party B holds a 18.38% equity interest in Party C; and 2. Party C] [EQUITY INTEREST PLEDGE AGREEMENT THIS EQUITY INTEREST PLEDGE AGREEMENT Agreement Pledgee: Recon Technology (Jining) Co., Ltd. (Party A) Registered address: Chuang Ye Zhong Xin, High Tech Zone, Jining, Shandong Province, Peoples Republic of China (PRC). Pledgor: Chen Guangqiang (Party B) ID No.: 132903196307299817 Address: Room 201, Unit 3, #31, Wan Zhuang Shi You Ji Di Cai You Si Chang, Guangyang] [EQUITY INTEREST PLEDGE AGREEMENT THIS EQUITY INTEREST PLEDGE AGREEMENT Agreement Pledgee: Recon Technology (Jining) Co., Ltd. (Party A) Registered address: Chuang Ye Zhong Xin, High Tech Zone, Jining, Shandong Province, Peoples Republic of China (PRC). Pledgor: Yin Shenping (Party B) ID No.: 320113196912054853 Address: Room 506, #177-4, Lvling Road, Huli District, Xiamen City, Fujian Province, PRC. Party Parties Each of] [EQUITY INTEREST PLEDGE AGREEMENT THIS EQUITY INTEREST PLEDGE AGREEMENT Agreement Pledgee: Recon Technology (Jining) Co., Ltd. (Party A) Registered address: Chuang Ye Zhong Xin, High Tech Zone, Jining, Shandong Province, Peoples Republic of China (PRC). Pledgor: Li Hongqi (Party B) ID No.: 370802197411182139 Address: #11, Huan Bi Quan Road, Shi Zhong District, Jining City, Shandong Province, PRC. Party Parties Each] [EXCLUSIVE TECHNICAL CONSULTING SERVICE AGREEMENT THIS EXCLUSIVE TECHNICAL CONSULTING SERVICE AGREEMENT Agreement Party A: Recon Technology (Jining) Co., Ltd. Registered Address: Chuang Ye Zhong Xin, High Tech Zone, Jining, Shandong Province, Peoples Republic of China (the PRC). Party B: Jining ENI Energy Technology Co., Ltd. Registered Address: Building 4, High Tech Zone, Jining, Shandong Province, PRC. Party Parties (each a] [Power of Attorney PRC Company Recon-JN I, Chen Guangqiang, am a citizen of the Peoples Republic of China (the I exclusively authorize Recon-JN to be my sole representative with full authority to perform and exercise any and all shareholders rights associated with the Equity Interest, including but not limited to, the right to attend shareholders meetings, the right to] [Power of Attorney PRC Company Recon-JN I, Yin Shenping, am a citizen of the Peoples Republic of China (the I exclusively authorize Recon-JN to be my sole representative with full authority to perform and exercise any and all shareholders rights associated with the Equity Interest, including but not limited to, the right to attend shareholders meetings, the right to] [Power of Attorney PRC Company Recon-JN I, Li Hongqi, am a citizen of the Peoples Republic of China (the I exclusively authorize Recon-JN to be my sole representative with full authority to perform and exercise any and all shareholders rights associated with the Equity Interest, including but not limited to, the right to attend shareholders meetings, the right to] [EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT THIS EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT Agreement Party A: Recon Technology, Co., Limited Party B: Chen Guangqiang, Address: Room 201, Unit 3, #31, Wan Zhuang Shi You Ji Di Cai You Si Chang, Guangyang District, Langfang City, Hebei Province, PRC. Party C: Jining ENI Energy Technology Co., Ltd., WHEREAS, 1. Party B holds a 20%] [EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT THIS EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT Agreement Party A: Recon Technology, Co., Limited Party B: Yin Shenping, Address: Room 506, #177-4, Lvling Road, Huli District, Xiamen City, Fujian Province, PRC. Party C: Jining ENI Energy Technology Co., Ltd., WHEREAS, 1. Party B holds a 20% equity interest in Party C; and 2. Party C and] [EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT THIS EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT Agreement Party A: Recon Technology, Co., Limited Party B: Li Hongqi, Address: #11, Huan Bi Quan Road, Shi Zhong District, Jining City, Shandong Province, PRC. Party C: Jining ENI Energy Technology Co., Ltd., WHEREAS, 1. Party B holds a 40% equity interest in Party C; and 2. Party C] [EQUITY INTEREST PLEDGE AGREEMENT THIS EQUITY INTEREST PLEDGE AGREEMENT Agreement Pledgee: Recon Technology (Jining) Co., Ltd. (Party A) Registered address: Chuang Ye Zhong Xin, High Tech Zone, Jining, Shandong Province, Peoples Republic of China (PRC). Pledgor: Chen Guangqiang (Party B) ID No.: 132903196307299817 Address: Room 201, Unit 3, #31, Wan Zhuang Shi You Ji Di Cai You Si Chang, Guangyang] [EQUITY INTEREST PLEDGE AGREEMENT THIS EQUITY INTEREST PLEDGE AGREEMENT Agreement Pledgee: Recon Technology (Jining) Co., Ltd. (Party A) Registered address: Chuang Ye Zhong Xin, High Tech Zone, Jining, Shandong Province, Peoples Republic of China (PRC). Pledgor: Yin Shenping (Party B) ID No.: 320113196912054853 Address: Room 506, #177-4, Lvling Road, Huli District, Xiamen City, Fujian Province, PRC. Party Parties Each of] [EQUITY INTEREST PLEDGE AGREEMENT THIS EQUITY INTEREST PLEDGE AGREEMENT Agreement Pledgee: Recon Technology (Jining) Co., Ltd. (Party A) Registered address: Chuang Ye Zhong Xin, High Tech Zone, Jining, Shandong Province, Peoples Republic of China (PRC). Pledgor: Li Hongqi (Party B) ID No.: 370802197411182139 Address: #11, Huan Bi Quan Road, Shi Zhong District, Jining City, Shandong Province, PRC. Party Parties Each] [EXCLUSIVE TECHNICAL CONSULTING SERVICE AGREEMENT THIS EXCLUSIVE TECHNICAL CONSULTING SERVICE AGREEMENT Agreement Party A: Recon Technology (Jining) Co., Ltd. Registered Address: Chuang Ye Zhong Xin, High Tech Zone, Jining, Shandong Province, Peoples Republic of China (the PRC). Party B: Nanjing Recon Technology Co., Ltd. Registered Address: No. 420 Zhonghualu, Qinhuai District, Nanjing, PRC. Party Parties (each a WHEREAS, 1.] [Power of Attorney PRC Company Recon-JN I, Chen Guangqiang, am a citizen of the Peoples Republic of China (the I exclusively authorize Recon-JN to be my sole representative with full authority to perform and exercise any and all shareholders rights associated with the Equity Interest, including but not limited to, the right to attend shareholders meetings, the right to] [Power of Attorney PRC Company Recon-JN I, Yin Shenping, am a citizen of the Peoples Republic of China (the I exclusively authorize Recon-JN to be my sole representative with full authority to perform and exercise any and all shareholders rights associated with the Equity Interest, including but not limited to, the right to attend shareholders meetings, the right to] [Power of Attorney PRC Company Recon-JN I, Li Hongqi, am a citizen of the Peoples Republic of China (the I exclusively authorize Recon-JN to be my sole representative with full authority to perform and exercise any and all shareholders rights associated with the Equity Interest, including but not limited to, the right to attend shareholders meetings, the right to] [EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT THIS EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT Agreement Party A: Recon Technology, Co., Limited Party B: Chen Guangqiang, Address: Room 201, Unit 3, #31, Wan Zhuang Shi You Ji Di Cai You Si Chang, Guangyang District, Langfang City, Heibei Province, PRC. Party C: Nanjing Recon Technology Co., Ltd., WHEREAS, 1. Party B holds a 20% equity] [EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT THIS EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT Agreement Party A: Recon Technology, Co., Limited Party B: Yin Shenping, Address: Room 506, #177-4, Lvling Road, Huli District, Xiamen City, Fujian Province, PRC. Party C: Nanjing Recon Technology Co., Ltd., WHEREAS, 1. Party B holds a 40% equity interest in Party C; and 2. Party C and Recon] [EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT THIS EXCLUSIVE EQUITY INTEREST PURCHASE AGREEMENT Agreement Party A: Recon Technology, Co., Limited Party B: Li Hongqi, Address: #11, Huan Bi Quan Road, Shi Zhong District, Jining City, Shandong Province, PRC. Party C: Nanjing Recon Technology Co., Ltd., WHEREAS, 1. Party B holds a 20% equity interest in Party C; and 2. Party C and] [EQUITY INTEREST PLEDGE AGREEMENT THIS EQUITY INTEREST PLEDGE AGREEMENT Agreement Pledgee: Recon Technology (Jining) Co., Ltd. (Party A) Registered address: Chuang Ye Zhong Xin, High Tech Zone, Jining, Shandong Province, Peoples Republic of China (PRC). Pledgor: Chen Guangqiang (Party B) ID No.: 132903196307299817 Address: Room 201, Unit 3, #31, Wan Zhuang Shi You Ji Di Cai You Si Chang, Guangyang] [EQUITY INTEREST PLEDGE AGREEMENT THIS EQUITY INTEREST PLEDGE AGREEMENT Agreement Pledgee: Recon Technology (Jining) Co., Ltd. (Party A) Registered address: Chuang Ye Zhong Xin, High Tech Zone, Jining, Shandong Province, Peoples Republic of China (PRC). Pledgor: Yin Shenping (Party B) ID No.: 320113196912054853 Address: Room 506, #177-4, Lvling Road, Huli District, Xiamen City, Fujian Province, PRC. Party Parties Each of] [EQUITY INTEREST PLEDGE AGREEMENT THIS EQUITY INTEREST PLEDGE AGREEMENT Agreement Pledgee: Recon Technology (Jining) Co., Ltd. (Party A) Registered address: Chuang Ye Zhong Xin, High Tech Zone, Jining, Shandong Province, Peoples Republic of China (PRC). Pledgor: Li Hongqi (Party B) ID No.: 370802197411182139 Address: #11, Huan Bi Quan Road, Shi Zhong District, Jining City, Shandong Province, PRC. Party Parties Each] [List of Subsidiaries Recon Technology, Ltd Subsidiary (Hong Kong): Recon Technology Co., Limited Subsidiary (PRC): Recon Technology (Jining) Co., Ltd.] [ANSEN ARNETT AXWELL P C H A Professional Corporation CERTIFIED PUBLIC ACCOUNTANTS 5 Triad Center, Suite 750 Salt Lake City, UT 84180-1128 Phone: (801) 532-2200 Fax: (801) 532-7944 www.hbmcpas.com Registered with the Public Company Accounting Oversight Board A Member of the Forum of Firms CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors Recon Technology, Ltd. As]
