YBCC Inc. (fka YBAO)

[funnyG986]

IPLO another merger 8k today went unnoticed. Huge Chinese co merge into
http://www.yibaozg.com/

Item 1.01 Entry into a Material Definitive Agreement.

As more fully described in Item 2.01 below, on May 15, 2016, International Packaging and Logistics Group, Inc. (“IPLO” or “Company”), and Xiuhua Song (the “Purchaser”) entered into a Stock Purchase Agreement (the “Purchase Agreement”), pursuant to which IPLO (the “Seller”) will sell to the Purchaser, and the Purchaser will purchase from the Seller, an aggregate of 3,915,000 newly issued shares of IPLO Common Stock (the “Shares”), which Shares represent 87% of the issued and outstanding shares of Common Stock. On July 1, 2016, we completed this transaction

On July 1, 2016, International Packaging and Logistics Group, Inc. (the “ Registrant ” or “ IPLO ”) executed a Share Exchange Agreement (“ Exchange Agreement ”) by and among Yibaoccyb Limited, a British Virgin Islands limited liability company (“ Yibaoccyb ”), and the stockholders of 51% of Yibaoccyb’s common stock (the “ Yibaoccyb Shareholders ”), on the one hand, and the Registrant, on the other hand. A copy of the Exchange Agreement is included as Exhibit 2.1 and filed with this current report on Form 8-K.

Yibaoccyb owns 100% of YibaoConfucian Co., Ltd. (“ YibaoHK ”), a Hong Kong company. YibaoHK owns or will own 100% of Shenzhen Confucian Biologics Co. Ltd. (“ Yibao WOFE ”), which is a wholly foreign-owned enterprise (“WFOE”) under the laws of the Peoples’ Republic of China (“ PRC ” or “ China ”). Yibao WOFE is expected to enter into a series of contractual arrangements with Shandong Confucian Biologics Co., Ltd. (“ Shandong Confucian Biologics ”) which is a limited liability company headquartered in, and organized under the laws of, the PRC. The contractual arrangements are discussed below in Item 2.01 under the section titled “Description of Business”. Throughout this Form 8-K, Yibaoccyb, Yibao WOFE and Shandong Confucian Biologics are sometimes collectively referred to as the “Yibao Group.”

At the closing of this transaction (the “ Closing ”), which is expected to occur upon the completion of the audit of Shandong Confucian Biologics (the “ Closing Date ”), the Registrant is expected to issue 2,040,000 shares of the Registrant’s common stock (the “ IPLO Shares ”) to the Yibaoccyb Shareholders in exchange for 51% of the common stock of Yibaoccyb (the “ Exchange Agreement ”).

On July 1, 2016, Standard Resources Ltd. (“Standard”) previously IPLO’s Majority Stockholder, and IPLO entered into a share purchase agreement (“H&H Vend Out”) whereby Standard will cancel 3,915,000 shares of IPLO common stock held by it in exchange for all of the outstanding shares of H&H Glass, Inc. (“H&H Glass”) The H&H Vend Out is expected to occur subsequent to the Closing Date. The description of other material terms and conditions of the Exchange Agreement and the Financing are set forth below under Item 2.01 and such description is incorporated herein by reference. A copy of the H&H Vend Out is included as Exhibit 10.2 and filed with this current report on Form 8-K.