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): December 8, 2010
GEORGE
FOREMAN ENTERPRISES, INC.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
000-26585
|
54-1811721
|
|
(State
or other jurisdiction of
incorporation
or organization)
|
(Commission
file number)
|
(I.R.S.
employer
identification
no.)
|
|
100
N. Wilkes-Barre Blvd.
4th
Floor
Wilkes-Barre,
PA
(Address
of principal executive offices)
|
18702
(Zip
code)
|
Registrant’s
telephone number, including area code: (570) 822-6277
Not
Applicable
(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))
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|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
Item
2.04 Triggering
Events That Accelerate or Increase a Direct Financial Obligation or an
Obligation Under an Off-Balance Sheet Arrangement.
On March
7, 2008, George Foreman Enterprises, Inc. (“we”, “our” or the “Company”) entered
into a Securities Purchase Agreement, pursuant to which the Company sold to
certain purchasers, in a private placement, newly issued 8% Convertible Notes of
the Company (“First Notes”) in an aggregate principal amount of $800,000. Under
the terms of these First Notes, interest was to be paid monthly and the First
Notes provided for a maturity date of March 6, 2010. The Company paid
interest on the First Notes through February 7, 2010 but failed to pay the
interest payment in the aggregate amount of $5,333 that was due on March 6,
2010.
On March
31, 2008, the Company entered into a Securities Purchase Agreement, pursuant to
which the Company sold to certain purchasers, in a private placement, newly
issued 8% Convertible Notes of the Company (“Second Notes”) in an aggregate
principal amount of $200,000. Under the terms of these Second Notes, interest
was to be paid monthly and the Second Notes provided for a maturity date of
March 31, 2010. The Company paid interest on the Second Notes through February
28, 2010 but failed to pay interest in the aggregate amount of $1,333 that was
due on March 31, 2010.
To date,
the Company has not paid any of the outstanding principal amounts of the First
Notes or Second Notes that were due and payable upon the respective maturity
dates. The default interest rate under the First Notes and Second
Notes is fifteen percent (15%) and is payable until all of the Company’s
obligations under the First Notes and Second Notes have been
satisfied.
Except as
provided below, the Company has not paid any interest payments on the First
Notes since February 7, 2010 or on the Second Notes since February 28,
2010.
On
December 8, 2010, the Company issued checks to all of the holders of the First
Notes and Second Notes, in an amount equal to three (3) months of interest at
the pre-default rate, which amounted to $ 19,500.00 in the aggregate. Jeremy
Anderson, the Company's Chief Financial Officer, waived the interest payment due
to him as the holder of the First Notes and thus was not paid any amount. The
Company currently remains in default under the First Notes and the Second
Notes.
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 thereunto
duly authorized.
Date: December
10, 2010
| GEORGE FOREMAN ENTERPRISES, INC. | |||
|
|
By:
|
/s/ Chuck Gartenhaus | |
| Name: Chuck Gartenhaus | |||
| Title: Chief Executive Officer | |||