| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Southern Sauce Company, Inc. [ SOSA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/14/2008 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 6,960,000 | I | Through Long Sunny Limited(1) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Call Option(2) | $1,491.43 | 08/14/2008 | (3) | Common Stock | 1,491,429 | 1,491,429 | I | Through Long Sunny Limited(4) | |||||||
| Explanation of Responses: |
| 1. On June 9, 2008, pursuant to a reverse merger transaction entered into by and between the Company's wholly-owned subsidiary, Shen Kun Acquisition Sub Limited, and Shen Kun International Limited (the "Reverse Merger"), the Reporting Person was appointed a Director and Chief Executive Officer of Southern Sauce Company, Inc. (the "Company"). The Reporting Person is also a shareholder in Long Sunny Limited ("Long Sunny"), a majority shareholder of the Company that owns 17,400,000 shares of the Company's common stock as a result of the Reverse Merger. The Reporting Person's beneficial ownership in the Company is based upon his 40% interest in Long Sunny. Accordingly, 6,960,000 shares of common stock issued to Long Sunny as a result of the consummation of the Reverse Merger are beneficially attributed to the Reporting Person. |
| 2. Pursuant to a call option agreement entered into on June 9, 2008 by and between the Reporting Person and Mr. Li Shaoqing, the holder of 60% of the stock of Long Sunny, the Reporting Person was granted an option to purchase all of Mr. Li's stock in Long Sunny at an exercise price of $.01 or $.001 per share, in seven installments, provided that Tianjin Shengkai Industrial Technology Development Co., Ltd., Shengkai (Tianjin) Ceramic Valves Co., Ltd. and Shen Kun generate a gross revenue of at least RMB 1,500,000 per month during the period commencing June 1, 2008 through December 31, 2008 (each monthly period constituting a "Performance Period"), such option being exercisable beginning 45 days after the last date of the Performance Period. |
| 3. The call option has no expiration date. |
| 4. For the monthly period of June 2008, the Reporting Person acquired the ability to exercise a call option (described in note 2) to purchase such amount of Mr. Li's Long Sunny shares which would result in the Reporting Person's indirect beneficial ownership of 1,491,429 shares of the Company's common stock. |
| /s/ Jessica S. Yuan, Attorney-at-Law | 07/08/2008 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||