SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
Commission File Number 0-33167
(Check one)
[_] Form 10-K and Form 10-KSB [_] Form 11-K [_] Form 20-F
[X] Form 10-Q and Form 10-QSB [_] Form N-SAR
For period ended MARCH 31, 2004
---------------------------------------------
___ Transition Report on Form 10-K and Form 10-KSB
___ Transition Report on Form 20-F
___ Transition Report on Form 11-K
___ Transition Report on Form 10-Q and Form 10-QSB
___ Transition Report on Form N-SAR
For the transition period ended ___________________________
READ ATTACHED INSTRUCTION SHEET BEFORE PREPARING FORM. PLEASE PRINT OR
TYPE.
Nothing in this form shall be construed to imply that the Commission
has verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates:
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
PART I
REGISTRANT INFORMATION
Full name of registrant KIWA BIO-TECH PRODUCTS GROUP CORPORATION
--------------------------------------------------------
Former name if applicable TINTIC GOLD MINING COMPANY
------------------------------------------------------
Address of principal executive office (STREET AND NUMBER)
17700 CASTLETON STREET, SUITE 589
--------------------------------------------------------------------------------
City, state and zip code CITY OF INDUSTRY, CALIFORNIA 91748
-------------------------------------------------------
PART II
RULE 12B-25(B) AND (C)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate.)
| (a) The reasons described in reasonable detail in Part III of this
| form could not be eliminated without unreasonable effort or
| expense;
|
| (b) The subject annual report, semi-annual report, transition report
| on Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will
[X] | be filed on or before the 15th calendar day following the
| prescribed due date; or the subject quarterly report or
| transition report on Form 10-Q, or portion thereof will be filed
| on or before the fifth calendar day following the prescribed due
| date; and
|
| (c) The accountant's statement or other exhibit required by Rule
| 12b-25(c) has been attached if applicable.
PART III
NARRATIVE
State below in reasonable detail the reasons why Form 10-K, 10-KSB,
11-K, 20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof could
not be filed within the prescribed time period. (Attach extra sheets if needed.)
The Registrant's Form 10-QSB, for the quarterly period ended
March 31, 2004, could not be filed within the prescribed time period
because certain information and data relating to and necessary for the
completion of the Registrant's financial statements and management's
discussion and analysis of financial condition and results of
operations could not be obtained by registrant within such time period
without unreasonable effort or expense.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
JAMES NIAN ZHAN (626) 964-3232
--------------------------------------------------------------------------------
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) or the
Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of
1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify report(s). [X] Yes [_] No
(3) Is it anticipated that any significant change in results of operations from
the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?
[X] Yes [_] No
If so: attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reasons
why a reasonable estimate of the results cannot be made.
2
KIWA BIO-TECH PRODUCTS GROUP CORPORATION
--------------------------------------------------------------------------------
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the
undersigned thereunto duly authorized.
Date MAY 17, 2004 By /S/ WEI LI
------------- -----------------------------------------
Name: Wei Li
Title: Chief Executive Officer
INSTRUCTION. The form may be signed by an executive officer of the
registrant or by any other duly authorized representative. The name and title of
the person signing the form shall be typed or printed beneath the signature. If
the statement is signed on behalf of the registrant by an authorized
representative (other than an executive officer), evidence of the
representative's authority to sign on behalf of the registrant shall be filed
with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute federal
criminal violations (SEE 18 U.S.C. 1001).
3
PART IV - OTHER INFORMATION
(3) EXPLANATION OF ANTICIPATED CHANGE
On March 12, 2004, pursuant to an Agreement and Plan of Merger (the
"Merger Agreement") dated as of March 11, 2004, by and among the Registrant
(formerly named Tintic Gold Mining Company), TTGM Acquisition Corporation, a
Utah corporation and wholly-owned subsidiary of the Regsitrant ("Merger Sub"),
and Kiwa Bio-Tech Products Group Ltd., a privately-held corporation organized in
the British Virgin Islands ("Kiwa Bio-Tech"), Merger Sub merged with and into
Kiwa Bio-Tech with Kiwa Bio-Tech surviving as a wholly-owned subsidiary of the
Registrant (the "Merger"). In exchange for all of the outstanding shares of Kiwa
Bio-Tech, the Kiwa Bio-Tech stockholders were issued 30,891,676 shares of the
Registrant's common stock (after giving effect to the 4-for-1 stock split of the
Registrant's shares which was effective on March 29, 2004). The Registrant also
assumed the outstanding stock options of Kiwa Bio-Tech. On March 17, 2004, the
Registrant changed its name to Kiwa Bio-Tech Products Group Corporation.
Prior the Merger, the Registrant did not conduct any significant
business or operations, and had only nominal revenues for the three months ended
March 31, 2003. As a consequence of the Merger, Kiwa Bio-Tech's business and
operations comprise the overwhelming majority of the Registrant's business and
operations. The Registrant incurred a net loss of approximately $1.7 million for
the three months ended March 31, 2004.
4