-----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, PlV+uWzHqR1PsHYP6F1h2tTiN3dw0+TX1U+DfIHDKA2RvBPXoLcf3Si27aBt9VXZ 1QnmqO4/9xzxT8aSnfjnJA== 0001144204-08-056994.txt : 20081010 0001144204-08-056994.hdr.sgml : 20081010 20081010082834 ACCESSION NUMBER: 0001144204-08-056994 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20081006 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20081010 DATE AS OF CHANGE: 20081010 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AE Biofuels, Inc. CENTRAL INDEX KEY: 0000738214 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 840925128 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51354 FILM NUMBER: 081117200 BUSINESS ADDRESS: STREET 1: 20400 STEVENS CREEK BLVD STREET 2: SUITE 700 CITY: CUPERTINO STATE: CA ZIP: 95014 BUSINESS PHONE: 561-798-2907 MAIL ADDRESS: STREET 1: 20400 STEVENS CREEK BLVD STREET 2: SUITE 700 CITY: CUPERTINO STATE: CA ZIP: 95014 FORMER COMPANY: FORMER CONFORMED NAME: MARWICH II LTD DATE OF NAME CHANGE: 19840123 8-K 1 v128488_8k.htm Unassociated Document
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 6, 2008
 
AE BIOFUELS, INC.
(Exact Name of Registrant as Specified in its Charter)
_____________________

NEVADA
000-51354
26-1407544
(State or Other Jurisdiction of
Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
20400 Stevens Creek Blvd., Suite 700
Cupertino, California
 
 
95014
(Address of Principal Executive Offices)
  
(Zip Code)
 
Registrant's telephone number including area code: (408) 213-0940
 
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 Material Definitive Agreement.

On October 6, 2008, the Company and TIC—The Industrial Company (“TIC”) entered into an Agreement and Mutual Waiver and Release (the “Release”) whereby the Company and TIC confirmed the cancellation of their Strategic Alliance Agreement dated as of January 18, 2006 (the “Alliance Agreement”) and the Services Agreement dated as of March 1, 2006 as subsequently amended on or about November 1, 2006 (the “Services Agreement”) and TIC agreed to return 4,000,000 shares of the Company’s common stock to the Company for a total payment of $500,000 by the Company of which $234,419 was paid to TIC upon the parties’ entry into the Release and $265,581 is payable on or before December 30, 2008. Upon the execution of the Release, 1,880,000 Shares will be returned immediately and the remaining 2,120,000 Shares will be returned upon the receipt of the final payment of the Settlement Fee. In the event the final payment of the Settlement Fee is not paid on or before December 30, 2008, interest shall begin to accrue on the unpaid portion of the Settlement Fee from January 1, 2009 until paid in full.

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 thereunto duly authorized.

 
AE BIOFUELS, INC.
 
 
 
 
 
 
 
 
 
 
By:
/s/ Eric A. McAfee
 
   
Eric A. McAfee
 
  
Chief Executive Officer
 
 
 
 
 
 
 
 
 
Dated: October 9, 2008

 
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