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KINGOLD JEWELRY, INC. FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

February 20, 2014

Item 1.01 Entry into a Material Definitive Agreement.

On December 5, 2013, Wuhan Kingold Jewelry Company Limited ("Wuhan Kingold"), the controlled subsidiary of Kingold Jewelry, Inc. (the "Company"), entered into three Working Capital Loan Contracts with Wuhan Branch China CITIC Bank Corporation Limited ("CITIC") pursuant to which it borrowed an aggregate of RMB110 million (equivalent to approximately US$18.1 million). The stated purpose of the loans is capital turnover. The loans have maturity dates of March 1, 2014, March 5, 2014, and March 20, 2014, respectively, and have a fixed interest rate equal to the benchmark interest rate announced by the People's Bank of China for loans of the same term and priority +10% of such rate. For example, if the announced rate is 6%, then such loans have a rate of 6.6%. The loans are secured by 500 kilograms of Au9995 gold. The repayment of the loans may be accelerated under certain conditions, including upon a default of principal or interest payment when due, breach of representations or warranties, certain cross-defaults, upon the occurrence of certain material events affecting the financial viability of Wuhan Kingold, and other customary conditions.

On December 6, 2013, Wuhan Kingold entered into three additional Working Capital Loan Contracts with CITIC pursuant to which it borrowed an aggregate of RMB95 million (equivalent to approximately US$15.6 million). The stated purpose of the loans is capital turnover. The loans have maturity dates of April 11, 2014, April 18, 2014, and May 8, 2014, respectively, and have a fixed interest rate equal to the benchmark interest rate announced by the People's Bank of China for loans of the same term and priority +15% of such rate. For example, if the announced rate is 6%, then such loans have a rate of 6.9%. The loans are secured by 500 kilograms of Au9995 gold. The repayment of the loans may be accelerated under certain conditions, including upon a default of principal or interest payment when due, breach of representations or warranties, certain cross-defaults, upon the occurrence of certain material events affecting the financial viability of Wuhan Kingold, and other customary conditions.

English translations of the CITIC Working Capital Loan Contracts are filed as Exhibits 10. 1, 10.2, 10.3, 10.4, 10.5 and 10.6 hereto. The foregoing summary of the CITIC Working Capital Loan Contracts does not purport to be complete and is qualified in its entirety by reference to the text of such agreements, which are incorporated by reference herein.

On December 10, 2013, Wuhan Kingold entered into a Loan Contract of Circulating Fund with the Jiang'an Wuhan Branch of Hubei Bank Co., Ltd. pursuant to which it borrowed an aggregate of RMB50 million (equivalent to approximately US$8.2 million). The stated purpose of the loan is for operating turnover. The loan has a maturity date of April 18, 2014, and bears fixed interest at the benchmark interest rate of value date +10% of such rate. For example, if the benchmark is 6%, then such loan has a rate of 6.6%. The repayment of the loan may be accelerated under certain conditions, including upon a default of principal or interest payment when due, breach of representations or warranties, certain cross-defaults, upon the occurrence of certain material events affecting the financial viability of Wuhan Kingold, and other customary conditions.

An English translation of the Loan Contract of Circulating Fund is filed as Exhibit 10.7 hereto. The foregoing summary of the Loan Contract of Circulating Fund does not purport to be complete and is qualified in its entirety by reference to the text of such agreement, which is incorporated by reference herein.

On December 10, 2013, Wuhan Kingold entered into a Loan Contract of Circulating Fund with the Wuhan Branch of Industrial Bank Co., Ltd., pursuant to which it borrowed an aggregate of RMB48 million (equivalent to approximately US$7.9 million). The stated purpose of the loan is for purchasing gold. The loan has a maturity date of April 17, 2014, and has a floating interest rate equal to the national primary standard rate with the same date and same grade plus 10% of such rate. For example, if the standard rate is 6%, then such loan has a rate of 6.6%. The repayment of the loan may be accelerated under certain conditions, including upon a default of principal or interest payment when due, breach of representations or warranties, certain cross-defaults, upon the occurrence of certain material events affecting the financial viability of Wuhan Kingold, and other customary conditions.

An English translation of the Loan Contract of Circulating Fund is filed herewith as Exhibit 10.8 hereto. The foregoing summary of the Loan Contract of Circulating Fund does not purport to be complete and is qualified in its entirety by reference to the text of such agreement, which is incorporated by reference herein.

On November 29, 2013, Wuhan Kingold entered into a Trust Loan Contract in the amount of RMB200 million (equivalent to approximately US$32.8 million) with Chang'an International Trust Co., Ltd. in order to undertake the previously disclosed acquisition of the Kingold Jewelry International Industry Park (the "Jewelry Park"). The Trust Loan was approved on December 3, 2013. The stated purpose of the Trust Loan is to permit Wuhan Kingold to purchase 100% of the stock rights from Wuhan Huayuan Science & Technology Development Co., Ltd. (which is the original developer of the Jewelry Park). The loan has a 24-month term, and bears interest at a fixed annual rate of 13.5%. The loan is secured by 1,000 kilograms of Au99995 gold, pledged by Wuhan Kingold. Wuhan Kingold also agreed to deposit cash into a separate account in order to repay the principal and interest on the loan. If Wuhan Kingold does not maintain sufficient required cash in the account, it agreed to pay liquidated damages until the shortfall is corrected. The repayment of the loan may be accelerated under certain conditions, including upon a default of principal or interest payment when due, breach of representations or warranties, certain cross-defaults, upon the occurrence of certain material events affecting the financial viability of Wuhan Kingold, and other customary conditions.

An English translation of the Trust Loan Contract is filed as Exhibit 10.9 hereto. The foregoing summary of the Trust Loan Contract does not purport to be complete and is qualified in its entirety by reference to such agreement, which is incorporated by reference herein.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an

Off-Balance Sheet Arrangement of a Registrant.



The disclosure contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in its entirety into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits Exhibit No. Description 10.1 Working Capital Loan Contract (English translation), dated December 5, 2013, between Wuhan Kingold Jewelry Company Limited and Wuhan Branch China CITIC Bank Corporation Limited 10.2 Working Capital Loan Contract (English translation), dated December 5, 2013, between Wuhan Kingold Jewelry Company Limited and Wuhan Branch China CITIC Bank Corporation Limited 10.3 Working Capital Loan Contract (English translation), dated December 5, 2013, between Wuhan Kingold Jewelry Company Limited and Wuhan Branch China CITIC Bank Corporation Limited 10.4 Working Capital Loan Contract (English translation), dated December 6, 2013, between Wuhan Kingold Jewelry Company Limited and Wuhan Branch China CITIC Bank Corporation Limited 10.5 Working Capital Loan Contract (English translation), dated December 6, 2013, between Wuhan Kingold Jewelry Company Limited and Wuhan Branch China CITIC Bank Corporation Limited 10.6 Working Capital Loan Contract (English translation), dated December 6, 2013, between Wuhan Kingold Jewelry Company Limited and Wuhan Branch China CITIC Bank Corporation Limited 10.7 Loan Contract of Circulating Fund (English translation), dated December 10, 2013, between Wuhan Kingold Jewelry Company Limited and Hubei Bank Co., Ltd. (Jiang'an Wuhan Branch) 10.8 Loan Contract of Circulating Fund (English translation), dated December 10, 2013, between Wuhan Kingold Jewelry Company Limited and Industrial Bank Co., Ltd. (Wuhan Branch) 10.9 Trust Loan Contract (English translation), dated November 29, 2013, between Wuhan Kingold Jewelry Company Limited and Chang'An International Trust Co., Ltd.


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Source: Edgar Glimpses


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