American Lorain Corporation (ALN)

[timhyma]

Reverse-merger

On May 3, 2007, the Company entered into a share exchange agreement with International Lorain Holding Inc. ("ILH") whereby the Company consummated its acquisition of ILH by issuance of 697,663 Series B voting convertible preferred shares to the shareholders of ILH in exchange of 5,099,503 ILH shares. Concurrently on May 3, 2007, the Company also entered into a securities purchase agreement with certain investors and Mr. Hisashi Akazawa and Mr. Si Chen (each a "beneficial owner") whereby the Company issued 319,913 (after reverse-split at 32.84 from 10,508,643) common shares to its shareholders as consideration of the Company’s reverse-merger with Lorain.

http://secfilings.nasdaq.com/filingFrameset.asp?FileName=0001204459%2D08%2D001071%2Etxt&FilePath=%5C2008%5C05%5C16%5C&CoName=AMERICAN+LORAIN+CORP&FormType=10%2DQ&RcvdDate=5%2F16%2F2008&pdf=