triotech8k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of
report (Date of earliest event reported): October 23,
2008
TRIO-TECH INTERNATIONAL
(Exact
Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation)
1-14523
95-2086631
(Commission File Number) (IRS Employer
Identification No.)
16139
Wyandotte Street, Van Nuys, California 91406
(Address of Principal Executive Offices) (Zip
Code)
(818)
787-7000
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General
Instruction A.2. below):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
1.01. Entry
into a Material Definitive Agreement
On
October 23, 2008, Trio-Tech Chongqing Co., Ltd. (“Company”), a wholly-owned
subsidiary of Trio-Tech International Pte., Ltd. (which in turn is a
wholly-owned subsidiary of the Registrant) entered into a Memorandum Agreement
with JiaSheng Property Development Co., Ltd. (“JiaSheng”) to purchase four units
of commercial property and two units of residential property, totaling 1,391.70
square meters, at JiaSheng Jingyun Huafu Project located at No. 17 Puyun Avenue
in Chongqing, China. JiaSheng and the Company are parties to a previously
disclosed Agreement entered into on August 27, 2007 and the Supplement Agreement
entered into on November 15, 2007 (collectively the “Beibei Agreements”)
relating to an investment in the NO.B48 lot in the Beibei District Beibei New
Town Construction Area in Chongqing, China.
The total
cash purchase price to be paid by the Company under the Memorandum Agreement is
RMB 7,042,566 (Chinese yuan) or approximately $1,030,308 (U.S. dollars). Under
the terms of the Memorandum Agreement, the Company will make a down payment of
10% in cash in the amount of RMB 704,300, or U.S. $103,037, in October 2008 and
the balance of 90% will be paid in October and November 2008, using internally
generated funds of the Company.
Additionally,
on October 23, 2008, the Company entered into a lease agreement with JiaSheng
for the six units purchased from JiaSheng pursuant to the Memorandum
Agreement. The lease provides for a two year term with an annual
rental income of RMB 1,392,000 (Chinese yuan) or approximately $203,646 (U.S.
dollars). The lease will start on November 1, 2008.
All
dollar amounts above are based on the exchange rate as of October 23, 2008
published by the Federal Reserve Statistical Release. The foregoing
contains certain forward-looking statements which are based on current
expectations and assumptions that are subject to risks and
uncertainties. Actual results could differ materially because of
various factors, including without limitation changes in the exchange rate
between Chinese yuan and United States dollars.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Date: October
29, 2008
TRIO-TECH INTERNATIONAL
By:/s/ VICTOR H.M.
TING_______
Victor H.M. Ting, Chief Financial Officer
and Vice President (Principal Financial Officer)