UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16 OF
THE
SECURITIES EXCHANGE ACT OF 1934
For
Month of December
2010
COMMISSION FILE NUMBER
000-51576
ORIGIN
AGRITECH LIMITED
(Translation
of registrant's name into English)
No. 21
Sheng Ming Yuan Road, Changping District, Beijing 102206
(Address
of principal executive office)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
Form 20-F x
Form 40-F ¨
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule
101(b)(1):
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule
101(b)(7):
On November 29, 2010, Origin Agritech
Limited entered into an agreement with Rodman & Renshaw, LLC, as selling
agent, for the sale of ordinary shares from time to time under a Continuous
Offering Program Agreement. The agreement covers up to 2,000,000
shares that may be sold at a price to the then market price on the date of sale,
pursuant to a notice from the company to the selling agent. The
selling agent will be paid 1.8% of the gross proceeds from each
sale. The agreement provides for an initial sale period ending on
June 11, 2010.
The ordinary shares to be sold under
the Continuous Offering Program Agreement will be registered under the company’s
current shelf registration statement on Form F-3. The company will be
filing a prospectus supplement to that registration statement after certain blue
sky and NASDAQ filings have been made and completed. The company will
not be selling any such securities until all regulatory filings have been made
and completed.
The company also has entered into two
financial services agreements with Chardan Capital Markets, LLC and Global
Hunter Securities, LLC under which it will pay to each of them a fee equal to
0.60% of the gross proceeds raised from the sale of ordinary shares under the
Continuous Offering Program Agreement.
No assurance can be given that the
company will be able to sell any securities under the Continuous Offering
Program Agreement. Sales will depend on the market conditions and the
minimum price set by the company for the number of shares it wishes to
sell. If any funds are raised, the net proceeds will be used for
working capital.
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, thereunto duly
authorized.
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ORIGIN
AGRITECH LIMITED
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By:
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/s/ Mr. Liang Yuan
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Name:
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Mr.
Liang Yuan
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Title:
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Chief
Executive Officer
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Date:
December 16, 2010
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EXHIBITS
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Exhibit
Number
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Description
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4.01
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Form
of Continuous Offering Program Agreement between the company and Rodman
& Renshaw, LLC, dated November 29, 2010
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4.02
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Form
of Financial Services Agreement between the company and Chardan Capital
Markets, LLC.
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4.03
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Form
of Financial Services Agreement between the company and Global Hunter
Securities, LLC.
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