UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): July 21, 2010
HQ GLOBAL EDUCATION INC.
(Exact name of registrant as specified in its charter)
Delaware 333-150385 26-1806348
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
Shahe Section, Ningxiang County, Hunan Province, China 410600
Peoples Republic of China
(Address of principal executive offices)
Tel: (86 731) 87828601
(Registrant's telephone number, including area code)
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):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
FORWARD-LOOKING STATEMENTS
Statements contained in this Current Report on Form 8-K of HQ Global Education
Inc. ("HQ" or the "Company"), other than purely historical information,
including estimates, projections, statements relating to our business plans,
objectives, and expected operating results, and the assumptions upon which those
statements are based, are "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995, Section 27A of the Securities
Act of 1933, and Section 21E of the Securities Exchange Act of 1934. These
forward-looking statements generally are identified by the words "believe,"
"project," "expect," "anticipate," "estimate," "intend," "strategy," "plan,"
"may," "should," "will," "would, ""will be," "will continue," "will likely
result," and similar expressions. Forward-looking statements are based on
current expectations and assumptions that are subject to risks and
uncertainties, which may cause actual results to differ materially from the
forward-looking statements. A detailed discussion of risks and uncertainties
that could cause actual results and events to differ materially from such
forward-looking statements is included in this report or other reports or
documents we file with the Securities and Exchange Commission from time to time.
We undertake no obligation to update or revise publicly any forward-looking
statements, whether as a result of new information, future events, or otherwise.
Readers are cautioned not to place undue reliance on these forward-looking
statements, which reflect management's opinions only as of the date hereof. The
Company undertakes no obligation to revise or publicly release the results of
any revision to these forward-looking statements. Readers should carefully
review the risk factors described in the Company's Current Report Form 8-K filed
with the Securities and Exchange Commission on February 12, 2010 and other
documents the Company files from time to time with the Securities and Exchange
Commission.
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On July 21, 2010, HQ Global Education Inc. ( "HQ" or the "Company")"issued a
press release rearding the Company's financial results for its fiscal quarter
and nine months ended on May 31, 2010 ("Earnings Release"). A copy of the
Earnings Release is attached hereto as Exhibit 99.1.
In accordance with General Instruction B.2 of Form 8-K, the information in this
Current Report on Form 8-K (including the exhibits) is furnished and shall not
be deemed to be "filed" for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the
liabilities of that section, nor shall it be deemed incorporated by reference in
any filing made by HQ under the Securities Act of 1933, as amended, or the
Exchange Act, except as expressly set forth by specific reference in such a
filing.
ITEM 7.01 REGULATION FD DISCLOSURE.
To the extent required, the information included in Item 2.02 of this Form 8-K
is hereby incorporated by reference into this Item 7.01.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
Not applicable.
(b) PRO FORMA FINANCIAL INFORMATION.
Not applicable.
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(c) SHELL COMPANY TRANSACTIONS.
Not Applicable.
(d) EXHIBITS.
99.1 Press Release issued by HQ Global Education, Inc., dated July 21,
2010, entitled "HQ Global Education Reports Record Third Quarter
Results."
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
July 21, 2010 HQ Global Education, Inc.
By: /s/ Guangwen He
--------------------------------------------
Guangwen He
Chief Executive Officer
(Principal Executive Officer)
By: /s/ Yunjie Fang
--------------------------------------------
Yunjie Fang
Chief Financial Officer
(Principal Financial and Accounting Officer)
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INDEX TO EXHIBITS
Exhibit
Number Description
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99.1 Press Release issued by HQ Global Education, Inc., dated July 21,
2010, entitled "HQ Global Education Reports Record Third Quarter
Results."