Attached files
file | filename |
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EX-10.1 - PURCHASE AND SERVICES AGREEMENT - Triton Emission Solutions Inc. | shpr_ex101.htm |
EX-99.1 - PRESS RELEASE - Triton Emission Solutions Inc. | shpr_ex991.htm |
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
April 15, 2014
Date of Report (Date of earliest event reported)
POLY SHIELD TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)
DELAWARE | 000-33309 | 33-0953557 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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428 Plaza Real, Suite 419 Boca Raton, FL |
| 33432 |
(Address of principal executive offices) |
| (Zip Code) |
1 (800) 648-4287
Registrant's telephone number, including area code
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:
____
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))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On April 15, 2014, Poly Shield Technologies Inc. (the Company) entered into a purchase and services agreement (the Purchase and Services Agreement) with Magical Cruise Company, Limited (DCL) regarding the procurement and installation of the Companys DSOX-15 Pre-Combustion Fuel Purification System including an in-line sulfur monitor (the DSOX System), for reducing the sulfur oxide content of marine fuel oil.
Under the terms of the Purchase and Services Agreement, the Company has agreed to sell to DCL, and install on one of DCLs vessels, one DSOX System at a price of $3,015,000 (the Purchase Price) of which $975,000 is due on execution of the Purchase and Services Agreement with the balance due on certification of the DSOX System from Lloyds Register (Certification). If the DSOX System does not receive Certification within six months from the installation date, DCL will be allowed to retain and operate the DSOX System and will not be required to pay the balance of the Purchase Price.
In addition the Company has agreed to provide DCL with an option to purchase up to 10 additional DSOX Systems as follows:
(a)
DCL may purchase up to 3 additional DSOX Systems on the same price terms as the initial DSOX System, within the later of 90 days after Certification or 180 days after the expiration of the Certification deadline; and
(b)
DCL may purchase up to 7 additional DSOX Systems on the same price terms as the initial DSOX System, at any time prior to December 31, 2020.
In the event that Certification cannot be obtained, the Company will credit any actual purchase payments made by DCL towards the price of an exhaust scrubber.
The cost of obtaining Certification of any installed DSOX Systems will be borne by the Company.
The foregoing description of the Purchase and Services Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Purchase and Services Agreement attached as Exhibit 10.1 hereto. A copy of the Companys news release regarding the Purchase and Services Agreement is attached as Exhibit 99.1 hereto.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d)
Exhibits
Exhibit | Description |
10.1 | Purchase and Services Agreement between Magical Cruise Company, Limited and Poly Shield Technologies Inc. dated effective as of April 15, 2014. |
99.1 | Press release dated April 17, 2014. |
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SIGNATURE
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.
| POLY SHIELD TECHNOLOGIES INC. |
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Date: April 17, 2014 | By: /s/ Brad Eckenweiler |
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| Name: Brad Eckenweiler |
| Title: Chief Executive Officer |
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