Attached files
file | filename |
---|---|
EX-31.2 - Aegean Earth & Marine CORP | v204817_ex31-2.htm |
EX-32.2 - Aegean Earth & Marine CORP | v204817_ex32-2.htm |
EX-32.1 - Aegean Earth & Marine CORP | v204817_ex32-1.htm |
EX-31.1 - Aegean Earth & Marine CORP | v204817_ex31-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
10-K/A
(Amendment
No. 1)
x
|
ANNUAL REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
For
the fiscal year ended December 31, 2009
OR
¨
|
TRANSITION REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
For
the transition period from _______________ to _______________
Commission
File Number 000-52132
Hellenic
Solutions Corporation
(Exact
name of Registrant as specified in its charter)
Cayman
Islands
|
N/A
|
|||
(State
or other jurisdiction of incorporation or organization)
|
(I.R.S.
Employer Identification No.)
|
5,
ICHOUS STR. - GALATSI
111
46 ATHENS, GREECE
(Address
of principal executive offices) (Zip Code)
30-223-4533
(Registrant’s
telephone number, including area code)
Aegean
Earth & Marine Corporation
c/o
Nautilus Global Partners, 700 Gemini, Suite 100, Houston, TX 77056
(Former
name, former address and former fiscal year, if changed since last report)
Securities
registered pursuant to Section 12(b) of the Act: None
Securities
registered pursuant to Section 12(g) of the Act:
Ordinary
Shares
|
n/a
|
|
(Title
of class)
|
(Name
of exchange on which registered)
|
Indicate
by check mark whether the Registrant is a well-known seasoned issuer, as defined
in Rule 405 of the Securities Act.
YES ¨ NO
x
Indicate
by check mark whether the Registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Act.
YES ¨ NO
x
Indicate
by check mark whether the Registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the Registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.
YES x
NO
¨
Indicate
by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be
contained, to the best of Registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. x
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer. See definition of
“accelerated filer and large accelerated filer” in rule 12b-2 of the Exchange
Act.
Large
accelerated filer ¨
|
Accelerated
filer
¨
|
||
Non-accelerated
filer ¨
|
Smaller
reporting company x
|
Indicate
by check mark whether the registrant is a shell company (as defined in rule
12b-2 of the Exchange Act).
YES ¨ NO
x
As of
December 6, 2010, no market price existed for voting and non-voting common
equity held by non-affiliates of the registrant.
At
December 6, 2010, there were 21,133,481 shares of Registrant’s ordinary shares
outstanding.
Explanatory
Note
Hellenic
Solutions Corporation (which may be referred to herein as we, us or the
Company) is filing this Amendment No. 1 to its Annual Report on Form 10-K (this
“Form 10-K/A”) for the fiscal year ended December 31, 2009 (the “Annual Report”)
to (i) replace the signature page to the Annual Report with revised signatures
of the Company’s Chief Executive Officer and the Chief Executive Officer and
signatures of a majority of the Company’s Directors and (ii) revise the
Certifications of the Company’s Chief Executive Officer and Chief Financial
Officer. The remainder of the Annual Report on Form 10-K filed with the
Securities and Exchange Commission on April 20, 2010 remains unchanged and this
Form 10-K/A should be read in conjunction with the Form 10-K.
to.
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
Date:
December 7, 2010
|
Hellenic
Solutions Corporation
|
|
|
||
By:
|
/s/ DIMITRIOS
K. VASSILIKOS
|
|
DIMITRIOS
K. VASSILIKOS
|
||
Chief
Executive Officer and Director (Principal Executive
Officer)
|
||
By:
|
/s/
SOPHIA
DOUSKALI
|
|
SOPHIA
DOUSKALI
|
||
Chief
Financial Officer (Principal Financial and Accounting
Officer)
|
Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated:
Name
|
Title
|
Date
|
||
/s/ STAVROS
CH.
MESAZOS
|
Chief Operating Officer, Executive and Chairman |
December
7, 2010
|
||
STAVROS
CH. MESAZOS
|
of
the Board of Directors
|
|||
/s/ SOPHIA
DOUSKALI
|
Chief Financial Officer (Principal Financial and |
December
7, 2010
|
||
SOPHIA
DOUSKALI
|
Accounting
Officer)
|
|||
/s/ DIMITRIOS
K. VASSILIKOS
|
Chief Executive Officer and Director (Principal |
December
7, 2010
|
||
DIMITRIOS
K. VASSILIKOS
|
Executive
Officer)
|
|||
/s/ JOSEPH
B. CLANCY
|
Director |
December
7, 2010
|
||
JOSEPH
B. CLANCY
|
||||
/s/ KOSTANTINOS
G. MOSCHOPOULOS
|
Director |
December
7, 2010
|
||
KOSTANTINOS
G. MOSCHOPOULOS
|
||||
/s/ RIZOS
P. KRIKIS
|
Director |
December
7, 2010
|
||
RIZOS
P. KRIKIS
|