UNITED
STATES
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): September 13,
2010
ICON
Leasing Fund Twelve, LLC
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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000-53189
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20-5651009
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer Identification
No.)
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100
Fifth Avenue, 4th
Floor
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New
York, New York 10011
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(Address
of Principal Executive Offices)
____________________
(212)
418-4700
(Registrant’s
telephone number, including area code)
(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))
Item
8.01 Other
Events.
On
September 1, 2010, ICON Leasing Fund Twelve, LLC (“Fund Twelve”) and ICON
Equipment and Corporate Infrastructure Fund Fourteen, L.P. (“Fund Fourteen”), an
entity managed by Fund Twelve’s manager, made a secured term loan to EMS
Enterprise Holdings, LLC, EMS Holdings II, LLC, EMS Engineered Materials
Solutions, LLC, EMS CUP, LLC and EMS EUROPE, LLC (collectively, “EMS”) in the
amount of $8,000,000 (the “Loan”) for a term of forty-eight months. Fund Twelve
and Fund Fourteen contributed $3,200,000 and $4,800,000, respectively, to make
the Loan. The Loan is secured by, among other things, (i) a first priority
security interest in all of EMS’s existing and hereafter acquired U.S. assets
(excluding accounts receivable and inventory) including, but not limited to, all
equipment used in EMS’s metal cladding operation consisting of furnaces, rolling
mills, winders, slitters and production lines, as well as all contract rights,
patents and licenses, (ii) a first priority mortgage over real property located
in Hamburg, Pennsylvania, (iii) a pledge of the equity of EMS and (iv) a second
priority security interest in all of EMS’s accounts receivable and
inventory.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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ICON
LEASING FUND TWELVE, LLC
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By: ICON
CAPITAL CORP., its Manager
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Dated: September
13, 2010
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By: /s/
Michael A. Reisner
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Michael
A. Reisner
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Co-President
and Co-Chief Executive Officer
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