Attached files
| file | filename |
|---|---|
| EX-10.1 - REDEMPTION AGREEMENT - ALTAIR NANOTECHNOLOGIES INC | altair_8k-ex1001.htm |
| EX-10.2 - DEFINITIVE AGREEMENT - ALTAIR NANOTECHNOLOGIES INC | altair_8k-ex1002.htm |
| EX-10.3 - LICENSE AGREEMENT - ALTAIR NANOTECHNOLOGIES INC | altair_8k-ex1003.htm |
| EX-99.1 - PRESS RELEASE - ALTAIR NANOTECHNOLOGIES INC | altair_8k-ex9901.htm |
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): April 30,
2010
Altair Nanotechnologies Inc.
(Exact
Name of Registrant as Specified in its Charter)
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Canada
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1-12497
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33-1084375
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||
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(State
or other jurisdiction of
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(Commission
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(IRS
Employer
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||
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incorporation
or organization)
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File
Number)
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Identification
No.)
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204
Edison Way
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Reno, NV
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89502
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's
Telephone Number, Including Area Code:
(801) 858-3750
N/A
(Former name, former address, and formal fiscal year, if changed since last report)
(Former name, former address, and formal fiscal year, 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):
[_] 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)
TABLE OF
CONTENTS
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Item
1.01
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Entry
into Material Definitive Agreement
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Item
1.02
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Termination
of a Material Definitive Agreement
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Item
9.01
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Exhibits
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SIGNATURES
EXHIBIT
INDEX
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EX.
10.1
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Redemption
Agreement
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EX.
10.2
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Definitive
Agreement
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EX.
10.3
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License
Agreement
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EX.
99.1
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Press
Release
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Item
1.01 Entry
into Material Definitive Agreement
On April
30, 2010, Altair Nanotechnologies Inc. (the “Company”) and The Sherwin-Williams
Company (“Sherwin-Williams”) entered into a series of agreements among
Altairnano, Inc., an indirect wholly-owned subsidiary of the Company
(“Altairnano”), Sherwin-Williams and AlSher Titania transferring the Company’s
70% share of AlSher Titania LLC joint venture (“AlSher Titania”) to
Sherwin-Williams. Sherwin-Williams will now own 100% of AlSher Titania. All
previous agreements between Sherwin-Williams and the Company, Altairnano, Inc.,
Sherwin-Williams and AlSher Titania regarding the AlSher Titania Joint Venture
are superseded. The agreements include a Redemption Agreement, a Definitive
Agreement and a License Agreement.
The
Redemption Agreement addresses the transfer of the shares of the Company-held
shares of AlSher Titania to Sherwin-Williams and the release of certain
obligations and liabilities of the parties.
The
Definitive Agreement addresses the transfer and removal of certain equipment
which belongs to AlSher Titania and is currently situated on Company property,
termination of the agreements previously existing between AlSher Titania and the
Company, as well as capping at $3,000,000 the amount of future payments from
AlSher Titania to the Company based on AlSher Titania revenue and royalty
payments.
The
License Agreement provides an exclusive license to AlSher Titania to use the
Company’s technology (including its hydrochloric pigment process) for the
production of titanium dioxide pigment and other materials (other than in the
fields of batteries, nanoelectrode materials and life sciences). The License
Agreement also provides AlSher Titania the option to purchase the intellectual
property for $2,000,000, exclusive of previously-paid royalties.
As part
of the transaction, the Company enterend into an additional license agreement, a
technical services agreement and toll manufacturing agreement, none of which are
material to the Company at this time.
The
description of the April 30, 2010 Agreement set forth above is, by its nature, a
summary description and omits certain detailed terms set forth in the underlying
agreement. The summary set forth above is qualified by the terms and
conditions of the agreements attached as Exhibit 10.1, 10.2 and 10.3 to this
Current Report.
Item
1.02 Termination
of a Material Definitive Agreement
On April
24, 2007, Altair Nanotechnologies Inc. (the “Company”) and The Sherwin-Williams
Company (“Sherwin”) entered into agreements related to the formation of Alsher
Titania LLC, a Delaware limited liability company (“AlSher Titania”) (the “April
24, 2007 Agreeemnts”). AlSher Titania is a joint venture combining certain
technologies of the Company and Sherwin in order to develop and produce titanium
dioxide pigment for use in paint and coatings and nano titanium dioxide
materials for use in a variety of applications. The April 24, 2007 Agreements
were filed as exhibits to the Form 8K Current Report filed by the Compnay on
April 30, 2007.
On April
30, 2010, Altair Nanotechnologies Inc. (the “Company”) and The Sherwin-Williams
Company (“Sherwin-Williams”) entered into a series of agreements transferring
the Company’s 70% share of AlSher Titania LLC joint venture (“AlSher Titania”)
to Sherwin-Williams (the April 30, 2010 Agreements”). Sherwin-Williams will now
own 100% of AlSher Titania. All of the April 24, 2007 Agreements between
Sherwin-Williams, AlSher Titania and the Company regarding the AlSher Titania
Joint Venture are terminated by and superseded by the April 30, 2010 Agreements.
Pursuant to the April 30, 2010 Agreeemnts the Company is released without
penalty from all obligations and liabilites which may have existed pursuant to
the April 24, 2007 Agreements.
The
description of the April 30, 2010 Agreement set forth above is, by its nature, a
summary description and omits certain detailed terms set forth in the underlying
agreement. The summary set forth above is qualified by the terms and
conditions of the agreements attached as Exhibit 10.1, 10.2 and 10.3 to this
Current Report.
Item
7.01 Regulation FD Disclosure.
On May 3,
2010 the Company issued a press release entitled “Altairnano Transfers Interest
in AlSher Titania Joint Venture to Sherwin-Williams,” a copy of which is
attached hereto as Exhibit 99.1
The
information set forth in this Item 7.01 and Exhibit 99.1 attached hereto is
intended to be furnished and shall not be deemed "filed" for purposes of Section
18 of the Securities Exchange Act, or otherwise subject to the liabilities of
that section, nor shall it be deemed incorporated by reference in any filing
under the Securities Act or the Securities Exchange Act, except as expressly set
forth by specific reference in such filing.
Item
9.01 Financial
Statements and Exhibits.
(d)
Exhibits.
10.1 Redemption
Agreement
10.2 Definitive
Agreement **
10.3 License
Agreement
99.1 Press
release issued by Altair Nanotechnologies, Inc. dated May 2, 2010 entitled
“Altairnano Transfers Interest in AlSher Titania Joint Venture to
Sherwin-Williams.”
**
Certain confidential portions of this exhibit were omitted. This
exhibit, with the omitted information, has been filed separately with the SEC
pursuant to an Application for Confidential Treatment under Rule 24b-2 under the
Securities Exchange Act of 1934.
SIGNATURES
Pursuant to the requirements of the
Securities Exchange of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.
| Altair Nanotechnologies Inc. | |||
|
Dated:
May 4, 2010
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By:
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/s/ John Fallini | |
| John Fallini, Chief Financial Officer | |||