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): April 9, 2014
HYBRID COATING TECHNOLOGIES INC.
(Exact name of registrant as specified in its
charter)
| Nevada | 000-53459 | 20-3551488 |
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
| 950 John Daly blvd, Suite 260, Daly City, CA 94015 | 94015 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code : (650) 491-3449
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))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On April 9, 2014, Hybrid Coating Technologies Inc. (the “Company”), through its wholly owned subsidiary Nanotech Industries International Inc. (“NTI”), and Nanotech Industries Inc. (the “Licensor”) entered into a Sixth Amendment (“Sixth Amendment Agreement”) to the Licensing Agreement previously entered into by and between the Parties on July 12, 2010, amended on March 17, 2011, on July 7, 2011, on June 28, 2013, on December 13, 2013 and on March 31, 2014. The Licensing Agreement was previously filed with the SEC as an exhibit to our Current Report on Form 8-K filed on October 18, 2011, the Amendment to the Licensing Agreement was filed with the SEC as an exhibit to our Current Report on Form 8-K on March 21, 2011, the Second Amendment to the Licensing Agreement was filed with the SEC as an exhibit to our Current Report on Form 8-K on July 8, 2011, the Third Amendment to the Licensing Agreement was filed with the SEC as an exhibit to our Current Report on Form 8-K filed on June 28, 2013, the Fourth Amendment to the Licensing Agreement was filed with the SEC as an exhibit to our Current Report on Form 8-K filed on December 13, 2013 and the Fifth Amendment to the Licensing Agreement was filed with the SEC as an exhibit to our Current Report on Form 8-K filed on April 1, 2014. The Sixth Amendment to the Licensing Agreement is intended to modify the Licensing Agreement as follows and no other changes are being made by means of this filing:
| 1. |
Pursuant to the terms of the Licensing Agreement, the deadline for the payment of the one-time royalty fee of $1,250,000 to the Licensor by NTI for the Option to Manufacture and Sell in the European Continent Territory has been extended in writing and shall be payable within 42 months from the date of the exercise of the Option. |
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
| Exhibit No. | Description | |
| 10.1 | Sixth Amendment to the Licensing Agreement, dated April 9 , 2014 | |
| 10.2 | Licensing Agreement, dated July 12, 2010 (1) | |
| 10.3 | Amendment to the Licensing Agreement, dated March 17, 2011 (2) | |
| 10.4 | Second Amendment to the Licensing Agreement, dated July 7, 2011 (3) | |
| 10.5 | Third Amendment to the Licensing Agreement, dated June 28, 2013 (4) | |
| 10.6 | Fourth Amendment to the Licensing Agreement, dated December 13, 2014 (5) | |
| 10.7 | Fifth Amendment to the Licensing Agreement, dated March 31 , 2014 (6) |
Note
(1)Previously filed with the SEC as an exhibit to our Current
Report on Form 8-K filed on October 18, 2011.
(2)Previously filed with the
SEC as an exhibit to our Current Report on Form 8-K filed on March 21, 2011.
(3)Previously filed with the SEC as an exhibit to our Current
Report on Form 8-K filed on July 8, 2011
.
(4) Previously filed with
the SEC as an exhibit to our Current Report on Form 8-K filed on June 28,
2013.
(5) Previously filed with the SEC as an exhibit to our Current Report
on Form 8-K filed on December 13, 2013.
(6) Previously filed with the SEC as
an exhibit to our Current Report on Form 8-K filed on April 1, 2014.
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.
| Date: April 10 , 2014 | HYBRID COATING TECHNOLOGIES INC. |
| By: /s/:Joseph Kristul | |
| Joseph Kristul | |
| President and Chief Executive Officer |
Exhibit 10.1
Sixth Amendment to the Licensing Agreement previously entered into
on the 12 th day of July, 2010
Between:
Nanotech Industries Inc., a Delaware corporation.
hereinafter referred to as “Licensor”
And:
Nanotech Industries International Inc., a Nevada corporation (and a wholly owned subsidiary of Hybrid Coating Technologies Inc.)
hereinafter referred to as “NTI”
(collectively referred to as the “Parties”)
WHEREAS the Parties previously entered into a Licensing Agreement on July 12, 2010 (“Licensing Agreement”), into an Amendment Agreement on March 17, 2011, into a Second Amendment Agreement on July 7, 2011, into a Third Amendment Agreement dated June 28, 2013, into a Fourth Amendment Agreement dated December 13, 2013 and into a Fifth Amendment Agreement dated March 31, 2014 (collectively the “Agreement”);
WHEREAS the Parties would like to amend the Agreement to extend in writing the deadline of the one-time royalty payment for the Option to Manufacture and Sell in the European Continent Territory;
WHEREAS to this end the Parties have agreed to enter into this Sixth Amendment to the Licensing Agreement (“Sixth Amendment Agreement”):
| 1. |
Pursuant to the terms of the Licensing Agreement, the deadline for the payment of the one-time royalty fee of $1,250,000 to the Licensor by NTI for the Option to Manufacture and Sell in the European Continent Territory has been extended, and shall be payable within 42 months from the date of the exercise of the Option. |
|
| 2. |
The Agreement, as amended by this Sixth Amendment Agreement, remains in full force and effect and is hereby ratified and confirmed. Provisions of the Agreement that have not been amended or terminated by this Sixth Amendment Agreement remain in full force and effect, unamended. |
|
| 3. |
The Parties expressly warrant and guarantee that they have obtained all necessary requisite approvals and that they have the authority to enter into this Sixth Amendment Agreement. |
|
| 4. |
The Preamble to this Sixth Amendment Agreement is incorporated herein by this reference and made a material part of this Sixth Amendment Agreement. |
|
| 5. |
This Sixth Amendment Agreement may be signed in one or more counterparts, each of which so signed shall be deemed to be an original and such counterparts together shall constitute one and the same instrument. |
IN WITNESS WHEREOF , the Parties have executed and delivered this Sixth Amendment Agreement on April 9, 2014.
Nanotech Industries International Inc.
By:
/s/:
Joseph Kristul
__________
Title: President and CEO
Nanotech Industries Inc.
By:
/s/: Joseph
Kristul
Title:
President and CEO