f9281118k.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
Date of Report (Date of earliest event reported): September 22, 2011
VALLEY FORGE COMPOSITE TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Florida
|
|
0-51420
|
|
20-3061892
|
(State or other jurisdiction
|
|
(Commission
|
|
(IRS Employer
|
of incorporation)
|
|
File Number)
|
|
Identification No.)
|
RIVER CENTER I
50 E RIVER CENTER BLVD, SUITE 820
COVINGTON, KY 41011
|
(Address of principal executive offices)(Zip Code)
|
|
Registrant’s telephone number, including area code:
|
|
(859) 581-5111
|
|
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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Section 1 – Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On September 22, 2011, Valley Forge Composite Technologies, Inc. (“Valley Forge”) announced that it signed a definitive agreement for an exclusive license with Lawrence Livermore National Security, LLC (an affiliate of Lawrence Livermore National Laboratory (“LLNS”)) for certain patents covering an advanced accelerator-detector complex for high efficiency detection of hidden explosives. The patents are those that may ultimately issue from two provisional patent applications filed by LLNS and related to inventions resulting from work done under a Cooperative Research and Development Agreement. Pursuant to the license, Valley Forge will pay LLNS license issue fees of
$60,000 and royalty payments equal to 6% of net sales, subject to a minimum annual royalty of $30,000 beginning in 2014, $50,000 in 2015 and $60,000 in 2016 and thereafter during the term of the agreement. The press release announcing the signing is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 |
Financial Statements and Exhibits. |
|
|
(d) Exhibits |
|
|
The following exhibit is filed with this report on Form 8-K: |
|
|
Exhibit No. |
Description |
|
|
99.1 |
Press release dated September 22, 2011. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
|
VALLEY FORGE COMPOSITE TECHNOLOGIES, INC.
|
|
|
|
|
|
Date: September 28, 2011
|
By:
|
/s/ Louis J. Brothers
|
|
|
|
Louis J. Brothers
|
|
|
|
Chief Executive Officer, President, Secretary, Treasurer, and
Authorized Officer
|
|
|
|
|
|
EXHIBIT INDEX
Number |
Description |
Method of Filing |
|
|
|
99.1 |
Press release dated September 22, 2011. |
Filed herewith. |