Attached files
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EX-10.18 - AXION INTERNATIONAL HOLDINGS, INC. | v167197_ex10-18.htm |
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):
November
16, 2009
Axion
International Holdings, Inc.
(Exact
Name of Registrant as Specified in Charter)
Colorado
(State
or Other Jurisdiction
of
Incorporation)
|
000-13111
(Commission
File
Number)
|
84-0846389
(IRS
Employer
Identification
No.)
|
180
South Street, Suite 104, New Providence, New
Jersey 07974
(Address
of Principal Executive Offices, including Zip Code)
Registrant's
telephone number, including area code: (908) 524-0888
665
Martinsville Road, Basking Ridge, New Jersey 07920
(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 (see General Instruction A.2. below):
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
1.01
|
Entry into a
Material Definitive
Agreement
|
Item
3.02
|
Unregistered
Sales of Equity Securities
|
On
November 16, 2009, Axion International Holdings, Inc. (the “Company”) accepted
an investment of $410,000 for 200,000 restricted common shares, or $2.05 per
share, and 20,000 3-year warrants, exercisable at $2.91 per share. This was the
second investment made by an accredited investor who had previously
invested $975,000 in September, 2009, to acquire 500,000 restricted common
shares, or $1.95 per share, among other securities, as reported by Registrant in
a current report on Form 8-K filed with the Commission on October 1, 2009. For
this second investment, the Company paid a placement fee to Newbridge Securities
Corp. of $8,200 and 20,000 3-year warrants, also at the exercise price of $2.91
per share. This investment acknowledges the investor’s willingness to support
the Company’s expanding business. The Company embraces this investment as part
of its strategic planning growth initiatives which must compensate for the
current U.S. banking system’s reluctance to provide alternative
financing to the business economy.
The
issuance of these Company securities is being made in reliance upon the
exemptions from the registration requirements of the Securities Act of 1933, as
amended in reliance upon Rule 506 of Regulation D promulgated thereunder and
Section 4(2) thereof
Item
9.01
|
Financial
Statements and Exhibits
|
Exhibits
10.18
|
Form of Securities Purchase
Agreement, dated as of November 16, 2009, by and between, the
Company and Purchaser, with Warrant as an
Exhibit.
|
Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
Date:
November 20, 2009
AXION
INTERNATIONAL HOLDINGS, INC.
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By:
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/s/
James Kerstein
|
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Name:
James Kerstein
Title:
Chief Executive Officer
|