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): June 15, 2016
GLYECO, INC.
(Exact Name of Registrant as Specified in Its Charter)
| Nevada | 000-30396 | 45-4030261 | ||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
| 230 Gill Way Rock Hill, South Carolina |
29730 | |||
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (866) 960-1539
N/A
(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):
| ¨ | 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 Information.
On June 15, 2016, GlyEco Acquisition Corp. #3, an Arizona corporation and wholly owned subsidiary of GlyEco, Inc., a Nevada corporation (GlyEco, Inc. hereinafter referred to as the “Company” and GlyEco Acquisition Corp. #3 as “Acquisition Sub #3”), entered into an Asset Purchase Agreement with Brian’s On-Site Recycling, Inc., a Florida corporation based in Tampa, Florida (“BOSR”).
Pursuant to the Asset Purchase Agreement, Acquisition Sub #3 purchased BOSR’s business and substantially all of its assets, free and clear of any liabilities or encumbrances, in consideration for an aggregate purchase price of $200,000. Further pursuant to the Asset Purchase Agreement, $100,000 of the purchase price was paid in cash upon the closing of the transaction, while the remaining $100,000 of the purchase price will be held in escrow and released upon achieving certain revenue targets related to the customer accounts acquired from BOSR.
The Managing Partner of the Company’s Florida processing center, who joined the Company in December 2015, also managed the business of BOSR.
On June 24, 2016 the Company issued a press release regarding the acquisition of BOSR. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated by reference herein.
| 2 |
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
|
Exhibit Number: |
Description of Exhibit: | |
| 99.1 |
Press Release, dated June 24, 2016 |
| 3 |
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.
| GLYECO, INC. | ||
| Dated: June 24, 2016 | By: | /s/ Grant Sahag |
| Grant Sahag | ||
| Chief Executive Officer | ||
| (Principal Executive Officer) |
| 4 |
Exhibit 99.1
GlyEco Completes Acquisition of Brian’s On-Site Recycling
ROCK HILL, SC / ACCESSWIRE / June 24, 2016 / – A leader in sustainable glycol technologies, GlyEco, Inc. ("GlyEco" or the "Company") (“GLYE”), announced today that it has completed the acquisition of Brian’s On-Site Recycling, Inc., based in Tampa, Florida.
Brian’s On-Site Recycling was established in 1998 by Brian Fidalgo after working in the automotive industry for over 30 years. Mr. Fidalgo felt a need for specialty services, so he took his many years of experience in the automotive industry, combined it with a drive for customer service and product excellence, and created his own company. Brian’s On-Site Recycling services auto mechanic shops, dealerships, and individuals in Tampa and the surrounding areas.
“The acquisition of Brian’s On-Site Recycling allows us to further grow our market share in the State of Florida and increases our specialty products and services offerings,” stated Grant Sahag, the Company’s Chief Executive Officer and President. “We’re confident that Brian Fidalgo II, who will continue as the Managing Partner of our Florida processing center, will grow the Company’s business with the creativity and determination that he’s displayed over the several years our two companies have been working together.”
“I am excited to join the GlyEco team and to continue to provide the high-quality products and customer service that Brian’s On-Site Recycling’s customers have received from the Fidalgo family for almost a century,” stated Mr. Fidalgo. “We are excited to rollout GlyEco’s trusted products and service to Brian’s On-Site Recycling’s customers and beyond. As GlyEco, we will continue our dedication to being the very best in the glycol recycling and distribution business.”
About GlyEco, Inc.
GlyEco collects and recycles waste glycol streams into reusable glycol products that are sold to third party customers in the automotive and industrial end-markets in the United States. Our proprietary and patented technology allows us to recycle all five major types of waste glycol into high-quality products usable in any glycol application. We are dedicated to being the standard in the glycol industry by providing the highest-quality products, services, and technology possible to our customers.
For further information, please visit: http://www.glyeco.com
To partner or to start a project with us, please visit: Start a Project with GlyEco!
Safe Harbor Statement
This press release contains forward-looking statements within the meaning of the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are often identified by the words "believe," "anticipate," "expect," "intend," "estimate," and similar expressions. All statements in this document regarding the future outlook related to GlyEco, Inc. are forward-looking statements. Such statements are based on the current expectations, beliefs, estimates and projections of management and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements including the risk that the future data will not be as favorable as the initial results. Additional uncertainties and risks are described in our most recent Annual Report on Form 10-K. For a more detailed discussion of factors that affect GlyEco’s operations, please refer our filings with the Securities and Exchange Commission (“SEC”). Copies of these filings are available through the SEC website at http://www.sec.gov. All forward-looking statements are based upon information available to us on the date hereof, and GlyEco undertakes no obligation to update this forward-looking information.
Contact:
GlyEco, Inc.
Ian Rhodes
Chief Financial Officer
irhodes@glyeco.com
866-960-1539 ext. 701
SOURCE: GlyEco, Inc.