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): May 1319, 2021 ~~(May 12, 2021)~~

CHINA XD PLASTICS COMPANY LIMITED

(Exact name of registrant as specified in its charter)

Nevada		001-34546		04-3836208
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

No. 9 Dalian North Road, Haping Road Centralized Industrial Park,

Harbin Development Zone, Heilongjiang Province, the PRC

150060

(Address of principal executive offices)

(Zip Code)

(86) 451-8434-6600

(Registrant’s Telephone Number, Including Area Code)

Not applicable

(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:

	[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

	[ ]	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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		CXDC		Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in ~~as defined in~~ Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b–2 of the Securities Exchange Act of 1934 (§ 240.12b–2 of this chapter).

Emerging growth company [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

ITEM 13.0201 ~~Termination~~Notice of Delisting or Failure to Satisfy a ~~Material~~Continued ~~Definitive~~Listing ~~Agreement~~Rule or Standard; Transfer of Listing

On ~~June~~May 1519, ~~2020~~2021, China XD Plastic Company Limited (the “Company”), ~~Faith~~received ~~Dawn~~a ~~Limited,~~letter an(the ~~exempted~~“Letter”) ~~company~~from ~~with~~the ~~limited liability~~Listing ~~incorporated~~Qualifications ~~under~~Department ~~the laws~~ of the ~~Cayman~~Nasdaq ~~Islands~~Stock Market (“~~Parent~~Nasdaq”), ~~and~~notifying ~~Faith~~the ~~Horizon~~Company ~~Inc.,~~that ait ~~Nevada~~was ~~corporation~~not ~~(“Merger~~in compliance with ~~Sub”),~~requirements ~~entered~~of ~~into~~Nasdaq anListing ~~agreement~~Rule ~~and~~5250(c)(1) ~~plan~~as a result of ~~merger,~~not ashaving ~~amended~~timely ~~(the~~filed ~~“merger~~its ~~agreement”),~~Quarterly ~~pursuant~~Report toon ~~which~~Form ~~Merger Sub~~10-Q ~~will~~for ~~merge~~the ~~with~~quarterly period ~~and~~ended ~~into~~March ~~the~~31, ~~Company~~2021 (the “~~merger~~Form 10-Q”) and ~~cease~~because tothe ~~exist,~~Company ~~with~~has ~~the~~not ~~Company~~yet ~~continuing~~filed asits ~~the~~Annual ~~surviving corporation~~Report (on Form 10-K for the ~~“surviving~~fiscal ~~corporation”)~~year ~~and~~ended ~~becoming~~December a31, ~~wholly-owned~~2020 ~~subsidiary~~(the of“Form ~~Parent~~10-K”).

OnThe ~~May~~Letter 8,has ~~2021,~~no ~~the~~immediate ~~Company~~effect ~~issued~~on athe ~~notice~~listing ofor ~~termination~~trading toof ~~Parent (~~the ~~“Notice~~Company’s ofcommon ~~Termination”)~~stock ~~notifying~~on ~~Parent that~~ the ~~Company~~ ~~terminated~~Nasdaq ~~the~~Global ~~merger agreement pursuant to Section 9~~Market.~~1(c)(i)~~ ofThe ~~the merger agreement, based on Parent and Merger Sub’s~~Letter ~~breaches~~states ofthat the ~~merger~~Company ~~agreement,~~is ~~which~~required ~~have given rise~~ to ~~the~~submit ~~failure~~a ofplan ~~several~~to ~~conditions~~regain ~~set~~compliance ~~forth~~with inRule ~~Section 8.~~5250(c)(1) ~~and~~by ~~Section~~June ~~8.3 of~~15, ~~the merger agreement~~2021. ~~These~~If ~~breaches~~the ~~are~~plan ~~not~~is ~~capable~~accepted by ofNasdaq, ~~being~~then ~~cured~~Nasdaq ~~prior~~can togrant the ~~termination~~Company ~~date~~up ofto ~~the~~180 ~~merger~~calendar ~~agreement.~~days ~~Pursuant to~~from the ~~Notice~~due ofdate ~~Termination, as a result~~ of ~~such termination,~~ the ~~Parent~~Form ~~Termination~~10-K ~~Fee becomes due and payable~~ to ~~the~~regain ~~Company by Parent~~compliance.

On May 1227, 2021, ~~Parent~~the ~~sent~~Company issued a ~~response~~press ~~letter,~~release ~~dated~~announcing ~~May~~its ~~11,~~receipt ~~2021~~of (the ~~“Response~~ Letter~~”),~~. toA ~~the~~copy ~~Company that while it disagrees with the allegations made in the Notice~~ of ~~Termination, Parent acknowledges that~~ the ~~Company~~press ~~may~~release ~~terminate~~is ~~the~~attached ~~merger~~as ~~agreement pursuant~~Exhibit ~~to Section 9~~99.1~~(c)(iii)~~ ~~of the merger agreement and thus agrees~~ to ~~pay~~this ~~the~~Current ~~Parent~~Report ~~Termination~~on ~~Fee~~Form ~~pursuant~~8-K toand ~~Section~~is ~~9.3(b)~~incorporated ofherein ~~the~~by ~~merger agreement under that basis~~reference. ~~As a result of the termination of the merger agreement, the merger will not be completed.~~

A copy of the Notice of Termination is filed as Exhibit 99.1 and is incorporated by reference herein. A copy of the Response Letter is filed as Exhibit 99.2 and is incorporated by reference herein.

ITEM 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.		Description
99.1		~~Notice~~Press ofrelease ~~Termination by the Company,~~ dated May 827, 2021
99.2		Response Letter by Parent, dated May 11, 2021

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~Registrant~~registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

~~Dated~~Date: May 1327, 2021

	CHINA XD PLASTICS COMPANY LIMITED

	By:	/s/ Jie HAN
	Name:	Jie HAN
	Title:	Chief Executive Officer

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