Hong Yuan Holding Group (HGYN)

[Don Hanson]

IMPORTANT : CEREPLAST AND IRONRIDGE FINANCING.

21-Jan-2014

Termination of a Material Definitive Agreement


Item 1.02 Termination of a Material Definitive Agreement.

As described in a prior Form 8-K, on August 24, 2012 Cereplast, Inc. (the "Company") entered into a Stock Purchase Agreement ("Agreement") with Ironridge Technology Co., a division of Ironridge Global IV, Ltd. ("Ironridge"), for the sale of up to $5,000,000 shares of convertible redeemable Series A Preferred Stock. The Agreement prohibited Ironridge from engaging in various activities that could be harmful to the Company.

On January 20, 2014, the Company notified Ironridge that Ironridge is in material breach of the Agreement and therefore, effectively immediately, the Company is terminating the Agreement. To date, Ironridge has purchased only $ 2,970,000 of the Series A Preferred Stock. The Company is currently exploring additional financing options as a replacement.