Attached files
| file | filename |
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| EX-99.1 - New Generation Biofuels Holdings, Inc | v210599_ex99-1.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): February 9, 2011
NEW
GENERATION BIOFUELS HOLDINGS, INC.
(Exact
Name of Registrant as Specified in Charter)
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Florida
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1-34022
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26-0067474
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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5850
Waterloo Road, Suite 140
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Columbia,
Maryland 21045
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(Address
of principal executive offices)(Zip Code)
(410)
480-8084
(Registrant’s
telephone number, including area code)
N/A
(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
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14-12)
|
|
o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13-e-4(c) under the Exchange Act (17 CFR
240.1 3e-4(c))
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Item
8.01
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Other
Events.
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On
February 9, 2011, New Generation Biofuels Holdings, Inc. (the “Company”) issued
a press release regarding (i) the postponement of its 2011 Special Meeting of
the Shareholders of the Company (the “Special Meeting”) from Thursday, February
10, 2011, to Thursday, March 3, 2011; (ii) a change to the first proposal to be
considered at the Special Meeting originally set forth in the Company’s
definitive proxy statement filed with the Securities and Exchange Commission on
January 14, 2011 (the “Proxy”), regarding an amendment to the Company’s Articles
of Incorporation, reducing the proposed increase of authorized shares of common
stock from 500,000,000 shares of common stock of the Company to 350,000,000
shares of common stock of the Company; and (iii) deferral of consideration of
the second proposal set forth in the Proxy, regarding an amendment to the
Company’s Omnibus Incentive Plan, to a later date. A copy of the
press release is furnished as Exhibit No. 99.1 to this Current Report on Form
8-K and is incorporated herein by reference.
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Item
9.01
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Financial
Statements and Exhibits.
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(a)
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Financial
statements: None.
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(b)
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Pro
forma financial
information: None.
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(c)
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Shell
Company
Transactions: None.
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(d)
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Exhibits:
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99.1
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Press
Release dated February 9, 2011
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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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NEW
GENERATION BIOFUELS HOLDINGS, INC.
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|||
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Date: February
9, 2010
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By:
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/s/
Dane R. Saglio
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Dane
R. Saglio
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|||
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Chief
Financial Officer
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EXHIBIT
INDEX
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Exhibit
No.
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Description
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99.1
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Press
Release dated February 9, 2011
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