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WATG > SEC Filings for WATG > Form 8-K on 17-Nov-2009All Recent SEC Filings

Show all filings for WONDER AUTO TECHNOLOGY, INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for WONDER AUTO TECHNOLOGY, INC


17-Nov-2009

Entry into a Material Definitive Agreement, Financial Statements and


ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On November 10, 2009, Wonder Auto Technology, Inc. (the "Company") entered into a Purchase Agreement (the "Agreement") with Piper Jaffray & Co., Jefferies & Company, Inc. and Oppenheimer & Co. Inc., as representatives of the several underwriters named therein (the "Underwriters"), pursuant to which the Company agreed to issue and sell 6,000,000 shares (the "Firm Shares") of its common stock, $0.0001 par value per share (the "Common Stock"), to the Underwriters at a price of $10.2125 per share in an underwritten public offering (the "Offering"). As part of the Offering, the Company has granted the Underwriters a 30-day option to purchase an additional 900,000 shares of Common Stock on the same terms and conditions. The Company completed the sale of the Firm Shares on November 16, 2009.

The Offering is being made under the Company's Shelf Registration Statement (the "Registration Statement") on Form S-3 (Registration No. 333-161358), filed with the Securities and Exchange Commission (the "SEC") on August 14, 2009 (declared effective August 21, 2009), including a base prospectus included therein and a final prospectus supplement filed with the SEC on November 12, 2009.

The Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing description of the terms of the Agreement and the transactions contemplated thereby does not purport to be complete and is qualified in its entirety by reference to such exhibit.

Exhibits 5.1 and 23.1 to this Current Report on Form 8-K are filed herewith in connection with the Registration Statement and are incorporated therein by reference.



ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 (d)     Exhibits.

Number      Description

1.1         Purchase Agreement, dated November 10, 2009, by and among the
            registrant and Piper Jaffray & Co., Jefferies & Company, Inc. and
            Oppenheimer & Co. Inc., as the representatives of the several
            underwriters named therein.

5.1         Opinion of Holland & Hart LLP

23.1        Consent of Holland & Hart LLP (included as part of Exhibit 5.1)


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