-----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, TJGm/mghg1kt9kRAwXFDsxBIWqUr3T8qD6jTqYBuCGDs+6/o8u4xtW/8Yidfs0yN KpekyqKzKJJjtZ1a9AMnXg== 0000350737-10-000029.txt : 20101105 0000350737-10-000029.hdr.sgml : 20101105 20101105120543 ACCESSION NUMBER: 0000350737-10-000029 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20101105 ITEM INFORMATION: Other Events FILED AS OF DATE: 20101105 DATE AS OF CHANGE: 20101105 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OCEAN BIO CHEM INC CENTRAL INDEX KEY: 0000350737 STANDARD INDUSTRIAL CLASSIFICATION: SPECIALTY CLEANING, POLISHING AND SANITATION PREPARATIONS [2842] IRS NUMBER: 591564329 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-11102 FILM NUMBER: 101167500 BUSINESS ADDRESS: STREET 1: 4041 SW 47TH AVE CITY: FORT LAUDERDALE STATE: FL ZIP: 33314 BUSINESS PHONE: 9545876280 MAIL ADDRESS: STREET 1: 4041 SW 47TH AVE CITY: FT LAUDERDALE STATE: FL ZIP: 33028 FORMER COMPANY: FORMER CONFORMED NAME: STAR BRITE CORP DATE OF NAME CHANGE: 19841204 8-K 1 form8k110510.htm FORM 8K 110510 form8k110510.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 reportedly): November 5, 2010

OCEAN BIO-CHEM, INC.
(Exact name of registrant as specified in charter)

Florida
        0-11102
59-1564329
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

4041 S.W. 47 Avenue, Fort Lauderdale, Florida 33314
(Address of principal executive office     Zip Code)

(954) 587-6280
Registrant’s telephone number, including area code:

Not Applicable
(Former name or former address, if changes 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 8.01 – OTHER EVENTS

On November 2, 2010, Ocean Bio-Chem, Inc. (the "Company") reached an agreement to redeem a warrant to purchase 500,000 shares of its common stock (“Warrant”) from its President and CEO Peter G. Dornau (the “President”).
 
In conjunction with the extension of a subordinated revolving credit facility to the Company by the President on October 18, 2005, the Company issued to the President warrants to purchase 500,000 shares of common stock warrants, par value one cent (.01) per share, of the Company at an exercise price of $1.13 per share, representing the closing bid price of the Company’s common stock on the Nasdaq Exchange on October 17, 2005 plus ten percent (10%).
 
The President gave notice of his intent to exercise the Warrant on October 15, 2010.  The Board of Directors of the Company (“Board”) proposed an alternative to the President that the Board deemed to be more beneficial to the Company, and have been negotiating with the President.  The Board determined that to redeem the Warrants would be beneficial to the shareholders, primarily because of its anti-dilutive effect.
 
The independent Audit Committee of the Board approved the redemption of the Warrant on November 2, 2010 for the difference between the Warrant exercise price and the closing bid price for the shares on October 15, 2010.
 
On November 2, 2010, the full Board, with the President abstaining, authorized the redemption of the Warrant for a total redemption price of $430,000, which price represents the difference between the exercise price of the Warrant and the closing bid price of the common stock on October 15, 2010.  The closing of the redemption will occur as soon as practicable.

 
 
 



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: November 5, 2010                                                                     Ocean Bio-Chem, Inc.

By: /s/ Jeffrey S. Barocas
Name: Jeffrey S. Barocas
Title: Chief Financial Officer

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