Attached files
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: April 13, 2011
LATITUDE SOLUTIONS, INC.
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(Exact name of registrant as specified in its charter)
Nevada 000-54194 41-2251802
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification Number)
190 NW SPANISH RIVER BLVD., SUITE 101, BOCA RATON, FL 33431
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(Address of Principal Executive Offices) (Zip Code)
(561)417-0644
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Registrant's telephone number, including area code
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(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)
SECTION 5 - CORPORATE GOVERANCE
ITEM 5.02 - DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
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APPOINTMENT OF DIRECTORS
On April 13, 2011, Latitude Solutions, Inc. ("the Company") appointed James
Bohlig and Lynden Rose, Esquire to its Board of Directors.
In exchange for their services, each was issued a Warrant exercisable for
100,000 shares of the Company's common stock with an exercise price of $1.25 per
share. The Warrants have a term of 5 years, are fully vested and provide for a
cashless exercise.
JAMES BOHLIG
Mr. James W. Bohlig serves as Chief Executive Officer of Re Community Holdings,
LP. Mr. Bohlig served as Senior Vice President of Casella Waste Systems Inc.
since January 2008. Mr. Bohlig served as Chief Development Officer and President
of the Renewables Group of Casella Waste Systems Inc. He served as President of
Casella Waste Systems Inc., from July 2001 to January 2008, and also served as
its Chief Operating Officer from 1993 to January 2008. Mr. Bohlig also served as
Senior Vice President of Casella Waste Systems Inc., from 1993 to July 2001. He
serves as Director of RecycleRewards, Inc. He served as a Director of Casella
Waste Systems Inc. since 1993. Mr. Bohlig holds a Bachelor of Science in
Engineering and Chemistry from the U.S. Naval Academy and is a graduate of the
Columbia University Management Program in Business Administration. He is a
Licensed Professional Engineer.
LYNDEN B. ROSE, ESQ., AGE 50
Mr. Rose is a partner in the law firm of Stanley, Frank & Rose, LLP in Houston.
Since 1992, he also has served as counsel to the West Palm Beach law firm The
Rose Law Firm. From 2004 until 2007, Mr. Rose was a partner in the law firm of
Lynden B. Rose, P.C. and from 2002 until 2004 Mr. Rose was a sole practitioner
in the law firm of Lynden B. Rose, Attorney at Law, in Houston. From 1992 until
2000, he was a Partner in the law firm of Wilson Rose & Associates. Since 2003,
Mr. Rose also served as President of LM Rose Consulting Group, and since 1991,
he has served as President of Rose Sports Management, Inc. Mr. Rose is a member
of the Oil, Gas and Energy Resources Law Section of the State Bar of Texas. From
1982 until 1984, he was a professional basketball player drafted by the Los
Angeles Lakers and played with the Las Vegas Silvers and in Europe. Mr. Rose
graduated from the University of Houston and received his Juris Doctorate from
the University of Houston.
Mr. Rose has served as the secretary (since March 31, 2011) and a director of
Red Mountain Resources, Inc., (since February of 2011).
SECTION 7 - REGULATION FD
ITEM 7.01 REGULATION FD DISCLOSURE.
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PRESS RELEASE
The information in this Item 7.01 of this Current Report is furnished pursuant
to Item 7.01 and shall not be deemed "filed" for any purpose, including for the
purposes of Section 18 of the Exchange Act, or otherwise subject to the
liabilities of that Section. The information in this Current Report on Form 8-K
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shall not be deemed incorporated by reference into any filing under the
Securities Act or the Exchange Act regardless of any general incorporation
language in such filing.
On April 13, 2011, the Company made a press release announcing the appointment
of directors. The text of the press release is attached hereto as Exhibit 99.1.
SECTION 9 FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
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(D) EXHIBITS. The following is a complete list of exhibits filed as
part of this Report. Exhibit numbers correspond to the numbers in the exhibit
table of Item 601 of Regulation S-K.
EXHIBIT NO. DESCRIPTION
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99.1 Press Release, dated April 13, 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.
LATITUDE SOLUTIONS, INC.
By: /s/ Harvey Kaye
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Harvey Kaye, Chief Executive Officer
Date: April 20, 2011
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