-----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, BBKHvXzSuF+v932uvk9jdcc9bH2wh6eTJCoEClx5EvxcyzCd25hOUVgHFnnrgY3F juiAyRrXbsBjZ0KZnci77w== 0001013762-06-002068.txt : 20061025 0001013762-06-002068.hdr.sgml : 20061025 20061025115511 ACCESSION NUMBER: 0001013762-06-002068 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061024 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: 20061025 DATE AS OF CHANGE: 20061025 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AIRTRAX INC CENTRAL INDEX KEY: 0001081372 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL TRUCKS TRACTORS TRAILERS & STACKERS [3537] IRS NUMBER: 223506376 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16237 FILM NUMBER: 061162034 BUSINESS ADDRESS: STREET 1: 870B CENTRAL AVENUE CITY: HAMMONTON STATE: NJ ZIP: 08037 BUSINESS PHONE: 609-567-7800 MAIL ADDRESS: STREET 1: 870B CENTRAL AVENUE CITY: HAMMONTON STATE: NJ ZIP: 08037 FORMER COMPANY: FORMER CONFORMED NAME: MAS ACQUISITION IX CORP DATE OF NAME CHANGE: 19990308 8-K 1 oct242006form8k.txt 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): October 24, 2006 Airtrax, Inc. -------------- (Exact name of registrant as specified in its charter) New Jersey 0-25791 22-3506376 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 200 Freeway Drive Unit One, Blackwood, NJ 08012 (Address of principal executive offices and Zip Code) (856) 232-3000 Copies to: Richard A. Friedman Eric A. Pinero, Esq. Sichenzia Ross Friedman Ference LLP 1065 Avenue of the Americas New York, New York 10018 Phone: (212) 930-9700 Fax: (212) 930-9725 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): [ ] 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 Principal Officers; Election of Directors; Appointment of Principal Officers On October 24, 2006, Nicholas Fenelli resigned as our Interim Chief Financial Officer, but will remain as our Chief Operating Officer, effective November 1, 2006. In addition, on October 24, 2006 our Board of Directors appointed Robert Watson as our President, Chief Executive Officer and a director of our company, effective November 1, 2006. There are no understandings or arrangements between Mr. Watson and any other person pursuant to which Mr. Watson was selected as an executive officer and a director. Furthermore, Mr. Watson has not entered into a transaction, nor is there any proposed transaction, between Mr. Watson and us. Mr. Watson does not have any family relationship with any director, executive officer or person nominated or chosen by us to become a director or executive officer. Mr. Watson has extensive experience in corporate turnarounds and restructurings, with a proven track record of repositioning companies to realize long-term shareholder value. He has both public (Fortune 50) and private company experience in the manufacturing, construction and retail industries. From 2001 until October 2006, Mr. Watson was President and CEO of Hartz & Company, a manufacturer of tailored clothing, with two production facilities in the United States with sales and marketing offices in New York City. From 1996 to 2001, Mr. Watson served as the Vice President, CFO and COO of America's Best Contacts and Eyeglasses, a retail chain with 118 locations, a full service laboratory and distribution center. His experience in the public arena was with Continental Can Company, from 1967 through 1986, where he served as Controller for the food packaging company with 29 manufacturing facilities and sales in excess of $1 billion. Mr. Watson received a BS in accounting from Fairleigh Dickinson University and an EMBA from the University of New Haven. We issued a press release on October 24, 2006 announcing our management changes as described above, a copy of which is attached hereto as Exhibit 99.1. In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Item 9.01 Financial Statements and Exhibits. (a) Financial statements of business acquired. Not applicable. (b) Pro forma financial information. Not applicable. (c) Exhibits. Exhibit Number Description - -------------------------------------------------------------------------------- 99.1 Press Release of Airtrax, Inc. dated as of October 24, 2006. 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. Airtrax, Inc. Date: October 25, 2006 /s/ Robert Watson --------------------- Robert Watson President and Chief Executive Officer EX-99 2 ex991.txt PRESS RELEASE: For further information, contact: At the Company: Investor Relations: Airtrax The Equity Performance Group Robert Watson - CEO Gary Geraci 856-232-3000 617-723-2373 http://www.airtrax.com gary@equitypergp.com http://www.equityperformancegroup.com FOR IMMEDIATE RELEASE: AIRTRAX ANNOUNCES NEW CEO, DIRECTOR AND MANAGEMENT CHANGES Blackwood, NJ: October 24, 2006 -- Airtrax, Inc. (OTCBB: AITX), a developer of patented, Omni-Directional technology with military and commercial applications, announced today that effective November 1, 2006, Robert M. Watson will be joining Airtrax as the Company's new President, CEO and Director. Nicholas Fenelli has stepped down as Airtrax's Interim CEO, and will remain with the Company as its Chief Operating Officer. Mr. Watson has extensive experience in corporate turnarounds and restructurings, with a proven track record of repositioning companies to realize long term shareholder value. He has both public (Fortune 50) and private company experience in the manufacturing, construction and retail industries. From 2001 until October 2006, Mr. Watson was President and CEO of Hartz & Company, a manufacturer of tailored clothing, with two production facilities in the United States with sales and marketing offices in New York City. From 1996 to 2001, Mr. Watson served as the Vice President, CFO and COO of America's Best Contacts and Eyeglasses, a retail chain with 118 locations, a full service laboratory and distribution center. His experience in the public arena was with Continental Can Company, from 1967 through 1986, where he served as Controller for the food packaging company with 29 manufacturing facilities and sales in excess of $1 billion. Mr. Watson received a BS in accounting from Fairleigh Dickenson University and an EMBA from the University of New Haven. As previously announced, Airtrax's Board of Directors appointed Andrew Guzzetti as Chairman of the Board. Following the Board's initial directive of hiring a full time, experienced executive as its new CEO, the Company is now in the process of making additional key management hires. The Company is continuing its search for a Chief Financial Officer and expects to fill the position in the near term. Mr. Fenelli, who will remain with the Company as its Chief Operating Officer, will draw on his years of service with Airtrax to lead a technology team focused on identifying, developing and matching new commercial and military industry specific applications for the Omni-Directional technology. "Due to mitigating circumstances, we believe that third quarter sales of our principal product, the SIDEWINDER(TM), has declined significantly and the Company's manufacturing and marketing capabilities have been negatively impacted. However, we continue to believe that Airtrax's patented technology and the various applications it serves will redefine the material handling business and we are taking steps now to fundamentally reposition the Company and capitalize on this opportunity," stated Andrew Guzzetti, Chairman of Airtrax. Guzzetti continued, "We believe that the appointment of Bob Watson as CEO and Director is a significant step in turning the corner and rebuilding the management structure at Airtrax. In addition, I believe many profound changes will take place at Airtrax under Mr. Watson's leadership; I believe these fundamental improvements may be seen in the business beginning in the first half of 2007. I also believe we will be successful in our endeavor to streamline and ramp up the business, as we attempt to bring our patented technology to the mass market." As previously reported by the Company in its periodic filings with the Securities and Exchange Commission, in 2005 the Company entered into an agreement with respect to the proposed acquisition of a German forklift manufacturer, Filco GMBH. In connection with the acquisition, Airtrax advanced Filco approximately $6.5 million in partially secured loans. Filco filed for bankruptcy in February 2006. As of June 30, 2006, Airtrax had written off approximately $5.5 million and expects to write off the remainder of the investment, including certain inventory held in Filco's plant, in the third quarter of 2006. Airtrax has developed a new strategic plan, with a primary focus on higher margin technology applications that meet the specific and unique demands of the military and commercial markets. It is anticipated that Airtrax's new marketing plan will emphasize consumer awareness, by educating and communicating the key benefits of its patented Omni-Directional technology to encourage usage and new application deployment. Management is also committed to pursuing strategic partnerships and joint ventures that will enable Airtrax to better capitalize on its technologies, improve its distribution channels and revenue growth. The Company will focus on its core strengths, while simultaneously continuing to outsource business functions that management deems outside its core competencies. Management is also currently pursuing various financing options to implement its evolving business strategy, including marketing, product and sales development. About Airtrax, Inc.: A U.S.-based developer of Omni-Directional technology, Airtrax designs and manufactures Omni-Directional vehicles. The Airtrax patented wheel was designed and developed by Airtrax after receiving a technology transfer from the US Navy in the form of a Cooperative Research and Development Agreement (CRADA). The SIDEWINDER(TM) Lift Truck and the Airtrax COBRA(TM) aerial work platforms (AWPs) are the first Omni-Directional vehicles using Omni-Directional technology and the patented Airtrax wheel to be commercially produced. The nearly maintenance-free drive system design reduces maintenance costs, delivering cost efficiencies to companies both large and small. The Airtrax patented Omni-Directional wheel is manufactured exclusively for Airtrax vehicles. Airtrax has developed business partnerships, received orders, and shipped SIDEWINDER trucks to California, Wisconsin, Arkansas, Ohio, New Jersey, Kentucky, Florida, and Pennsylvania in the United States, and internationally to the United Kingdom, Japan, Spain, Panama, New Zealand, Canada, and South Africa. For more information and to view a must-see product demonstration, visit www.airtrax.com or http://www.equityperformancegroup.com/clients_airtrax.php. The Private Securities Litigation Reform Act of 1995 provides a "Safe harbor" for forward-looking statements. Certain of the statements contained herein, which are not historical facts, are forward-looking statements with respect to events, the occurrence of which involved risks and uncertainties. These forward-looking statements may be impacted, either positively or negatively, by various factors. Information concerning potential factors that could affect the company is detailed from time to time in the company's reports filed with the Securities and Exchange Commission. Customers of the SIDEWINDER mentioned in this release may own shares of Airtrax's stock or may own shares in the future. (Then again anyone who sees the SIDEWINDER is likely to want to invest in the Company! ### -----END PRIVACY-ENHANCED MESSAGE-----