Attached files
| file | filename |
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| EX-10.1 - PURE BIOFUELS CORP | v174898_ex10-1.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): February 16, 2010
PURE BIOFUELS
CORP.
(Exact
name of registrant as specified in its charter)
|
Nevada
|
000-50903
|
47-0930829
|
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
|
3811
Shadow Trace Circle
Houston,
TX
|
77082-5637
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
+1 281
540-9317 (Registrant's telephone
number, including area code)
|
701
Brazos Street, Suite 1050
Austin,
TX
|
78701
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
(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))
Item1.01. Entry
into a Material Definitive Agreement.
On
February 15th, 2010,
Pure Biofuels del Peru, SA, a wholly owned subsidiary of Pure Biofuels Corp
(“Pure Peru”) has reached an agreement with the Oiltanking Group jointly with
its local partner in Peru, Graña y Montero Petrolera to start to operate Pure
Peru’s Terminal located in Callao, Peru (the “Terminal”). Oiltanking
Andina, signed an Operations and Maintenance Contract with Pure Peru with an
effective date of 1st March
2010 for an initial term of 5 years, and with a renewal option for a similar
term. The agreement requires that Oiltanking operate and maintain the
Terminal, as per Oiltanking’s international standards. Also, Oiltanking
has agreed to provide commercial support to promote the available capacity of
the Terminal among Oiltanking’s international network.
Oiltanking
is a subsidiary of Marquard and Bahls AG, Germany a leading privately owned
petroleum company. Oiltanking is the second largest independent tank
storage provider for petroleum products, chemical and gases worldwide. The
company owns and operates 68 Terminals in 21 countries within Eurpe, North and
South America, Middle East, India as well as Asia. Oiltanking has an overall
storage capacity exceeding 17 million cubic meters.
Pure Peru
entered into this Agreement in order to continue its mission to provide its
customer’s with a world-class terminal and bio diesel facility in
Peru.
The
Agreement is filed as an exhibit to this report and should be referred to in its
entirety for a complete description thereof.
Item
5.02 (c) Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
February 16, 2010, Luis Goyzueta resigned as a Director.
On
February 16, 2010, we elected two new Directors, Panagiotis Ninios and Michael
S. Johnson.
Mr.
Ninios, age 43, has been President and Interim CEO of Heliosphera S. A. and
Heliosphera U.S. Inc. since January 2010. From September 2006 to
December 2009, he was Managing Director of Plainfield Asset
Management. From September 2003 to August 2006, he was a consultant
with McKinsey & Co.
Mr.
Johnson, age 33, is a Senior Vice President at Plainfield Asset Management LLC.
Prior to joining Plainfield, from 2002 to 2004, Mr. Johnson worked at Nautic
Partners, LLC, where he was responsible for the analysis and execution of
private equity investments across a variety of sectors. Previously, from 1999 to
2002, he was an investment banker at Merrill Lynch & Co. in the Leveraged
Finance group, where he focused on high yield bond, leveraged loan and mezzanine
debt financings. Mr. Johnson graduated from Williams College with a B.A. in
Economics and received his M.B.A. from the Stanford Graduate School of
Business.
Both new
directors were elected pursuant to the provisions of our Shareholders’ Agreement
with Plainfield Asset Management allowing them to select up to three
directors.
Item
9.01. Financial Statements and Exhibits.
(d) Exhibits.
10.1 Agreement
with The Oiltanking Group
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 thereunto
duly authorized.
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PURE
BIOFUELS CORP.
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Date:
February 16, 2010
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By:
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/s/ Carlos Alberto Pinto
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Carlos
Alberto Pinto
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Chief
Executive Officer and Director
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