-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RFX7Ioe/y4kZJyuL5JFGbaqta6IzgcmzgxUhCC1JM7K6jQU1Qpynh5nEpjecGu2d KkiM73OLpBWJgFGH6czZlg== 0001144204-08-010710.txt : 20080220 0001144204-08-010710.hdr.sgml : 20080220 20080220113806 ACCESSION NUMBER: 0001144204-08-010710 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080219 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080220 DATE AS OF CHANGE: 20080220 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARGAN INC CENTRAL INDEX KEY: 0000100591 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION SPECIAL TRADE CONTRACTORS [1700] IRS NUMBER: 131947195 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31756 FILM NUMBER: 08628753 BUSINESS ADDRESS: STREET 1: ONE CHURCH STREET SUITE 401 CITY: ROCKVILLE STATE: MD ZIP: 20850 BUSINESS PHONE: 301 315-0027 MAIL ADDRESS: STREET 1: ONE CHURCH STREET SUITE 401 CITY: ROCKVILLE STATE: MD ZIP: 20850 FORMER COMPANY: FORMER CONFORMED NAME: PUROFLOW INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: ULTRA DYNAMICS CORP DATE OF NAME CHANGE: 19830522 8-K 1 v104429_8k.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 19, 2008


ARGAN, INC.
(Exact Name of Registrant as Specified in Charter)


 Delaware
 001-31756
    13-1947195
 (State or Other Jurisdiction of Incorporation)
(Commission File Number)
   (IRS Employer Identification No.)
 
One Church Street, Suite 401, Rockville, MD
  20850
 (Address of Principal Executive Offices)
   (Zip Code)

Registrant's telephone number, including area code: (301) 315-0027

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))
 ¨
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 
 
 
 

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Item 502(d) Election of New Director

Effective February 19, 2008, Argan, Inc. (the “Company”) appointed Ambassador Henry Crumpton. as a new director to the Board of Directors of the Company (the “Board”).

Ambassador Crumpton, 51, has served the United States government for more than 26 years, most recently working directly for the Secretary of State as the Ambassador-at-Large for Counterterrorism developing, coordinating and implementing U.S. counterterrorism policy in Washington, D.C. and abroad. He joined the CIA in 1981 and served as an operations officer both at headquarters and around the world, including assignments as Chief of Station. Among his many professional postings, he has served as Deputy Chief of the International Terrorism Operations Section for the Federal Bureau of Investigation; as Deputy Chief (Operations) of the CIA’s Counterterrorist Center; he led the CIA’s Afghanistan campaign 2001-02 and was the Chief of National Resources Division from 2003-05.

He is a Distinguished fellow at the EastWest Institute and serves as an advisory board member to the Department of Homeland Security’s Study of Terrorism and Responses to Terrorism (START), a national consortium of universities. Ambassador Crumpton is the recipient of numerous awards including among others: the Intelligence Commendation Medal; the George H.W. Bush Award for excellence in counterterrorism and the Distinguished Intelligence Medal, the CIA’s highest award for achievement.

Ambassador Crumpton’s election fills the vacancy caused by the death of Peter Winslow.

The Company issued a press release on February 19, 2008 announcing Ambassador Crumpton’s appointment to the Board. A copy of the Company’s press release is attached to this report as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.    
 
 
 
 
 
Exhibit No. 
 
Description 
 
 
 
 
 
99.1 
 
Argan, Inc. Press Release, issued February 19, 2008.
 
[remainder of page intentionally left blank]

 
 

 

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.
 
 
 
 
ARGAN, INC.
 
 
 
 
 
 
Date: February 20, 2008
By:  
/s/ Rainer Bosselmann               
 
Rainer Bosselmann
 
Chairman of the Board and Chief Executive Officer


 
 

 

EXHIBIT INDEX
 
 
Exhibit No. 
 
Description 
 
 
 
 
 
99.1 
 
Argan, Inc. Press Release, issued February 19, 2008.
 
 
 

 
 
EX-99.1 2 v104429_ex99-1.htm
Exhibit 99.1


FOR IMMEDIATE RELEASE

Argan, Inc. Appoints New Board Member

Rockville, MD (February 19, 2008) -- Argan, Inc. (AMEX: AGX) today announced that Ambassador Henry Crumpton has been appointed to the Company’s Board of Directors effective immediately.

“Ambassador Crumpton has a distinguished record of service to the United States government including experience in strategic operations and policy development at the highest levels. We are extremely pleased that he has agreed to join Argan’s board and are confident that his knowledge and expertise will contribute significantly to our company,” stated Rainer Bosselmann, Chairman and Chief Executive Officer of Argan.

Ambassador Crumpton has served the United States government for more than 26 years, most recently working directly for the Secretary of State as the Ambassador-at-Large for Counterterrorism developing, coordinating and implementing U.S. counterterrorism policy in Washington, D.C. and abroad. He joined the CIA in 1981 and served as an operations officer both at headquarters and around the world, including assignments as Chief of Station. Among his many professional postings he has served as Deputy Chief of the International Terrorism Operations Section for the Federal Bureau of Investigation; as Deputy Chief (Operations) of the CIA’s Counterterrorist Center; he led the CIA’s Afghanistan campaign 2001-02 and was the Chief of National Resources Division from 2003-05.

He is a Distinguished fellow at the EastWest Institute and serves as an advisory board member to the Department of Homeland Security’s Study of Terrorism and Responses to Terrorism (START), a national consortium of universities. Ambassador Crumpton is the recipient of numerous awards including among others: the Intelligence Commendation Medal; the George H.W. Bush Award for excellence in counterterrorism and the Distinguished Intelligence Medal, the CIA’s highest award for achievement.

 
 

 

About Argan
Argan is a publicly traded holding company focusing on companies that provide products and services to growth industries. Argan’s primary business is designing and building energy plants for the rapidly growing alternative energy sector through its Gemma Power Systems subsidiary. Argan has two other subsidiaries: Southern Maryland Cable, Inc., which provides inside premise wiring services to the federal government including military installations and government office sites requiring high-level security clearance and also provides underground and aerial construction services and splicing to major telecommunications and utilities customers; and Vitarich Laboratories, a farm to market, vertically integrated private label manufacturer that manufactures, packages and distributes premium nutraceutical products, including nutritional and whole food dietary supplements and other personal healthcare products.
 
This press release contains forward-looking statements. The words or phrases "would be," "will allow," "intends to," "will likely result," "are expected to," "will continue," "is anticipated," "estimate," "project," or similar expressions are intended to identify "forward-looking statements." Argan’s financial and operational results reflected above should not be construed by any means as representative of the current or future value of its common stock. All information set forth in this news release, except historical and factual information, represents forward-looking statements. This includes all statements about the Company's plans, beliefs, estimates and expectations. These statements are based on current estimates and projections, which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. These risks and uncertainties include issues related to: rapidly changing technology and evolving standards in the industries in which the Company and its subsidiaries operate; the ability to obtain sufficient funding to continue operations, maintain adequate cash flow, profitably exploit new business, license and sign new agreements; the unpredictable nature of consumer preferences; and other factors set forth in the Company's most recently filed annual report and registration statement. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only as of the date hereof. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof. Readers should carefully review the risks and uncertainties described in other documents that the Company files from time to time with the Securities and Exchange Commission.
 
Company Contact:
Investor Relations Contact:
   
Rainer Bosselmann/Arthur Trudel
John Nesbett/Jennifer Belodeau
301.315.0027
Institutional Marketing Services (IMS)
 
203.972.9200

 
 

 


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