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EX-99.1 - New Generation Biofuels Holdings, Inc | v205514_ex99-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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): December 9, 2010
NEW
GENERATION BIOFUELS HOLDINGS, INC.
(Exact
Name of Registrant as Specified in Charter)
Florida
|
1-34022
|
26-0067474
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
5850
Waterloo Road, Suite 140
Columbia,
Maryland 21045
|
(Address
of principal executive offices)(Zip Code)
(410)
480-8084
(Registrant’s
telephone number, including area code)
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):
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
240.14-12)
|
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 13-e-4(c) under the Exchange Act (17 CFR
240.1 3e-4(c))
|
Item
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On
December 9, 2010, New Generation Biofuels Holdings, Inc. (the “Company”)
withdrew its request dated June 30, 2010, for an appeal of the delisting to the
Nasdaq Listing Qualifications Panel. The Nasdaq Office of General
Counsel responded on December 9, 2010 to the Company’s withdrawal and notified
the Company that trading of the Company’s shares on Nasdaq would be suspended
effective at the open of business on December 13, 2010. Nasdaq
notified the Company that Nasdaq would be filing a Form 25 with the Securities
Exchange Commission (the “SEC”)on the Company’s behalf, as of the date of this
Current Report, the Form 25 has not been filed with the SEC.
The
Company’s common stock will be listed on the OTCQB under the symbol “NGBF”
effective with the opening of trading on Monday, December 13,
2010. Pink OTC Markets Inc. is a financial information and technology
services company that operates the OTCQB, which is an inter-dealer electronic
quotation and trading system in the OTC, securities market. It is not registered
with the Securities and Exchange Commission as a stock exchange or a
broker-dealer firm. Investors should contact a broker-dealer firm to
trade in a security quoted on the OTCQB or the other OTC tiers operated by Pink
OTC Markets Inc. More information is available at http://www.otcmarkets.com
and investors can obtain a quote on the Company’s common stock under the symbol
“NGBF”.
On
December 10, 2010, the Company issued a press release disclosing its delisting
from Nasdaq and its intention to list its common stock on the OTCQB marketplace.
A copy of the press release is furnished as Exhibit No. 99.1 to this Current
Report on Form 8-K and is incorporated herein by reference.
Item
9.01
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Financial
Statements and Exhibits.
|
(a)
|
Financial
statements: None.
|
(b)
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Pro
forma financial
information: None.
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(c)
|
Shell
Company
Transactions: None.
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(d)
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Exhibits:
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1.
|
Press
Release dated December 10, 2010
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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 hereunto
duly authorized.
NEW
GENERATION BIOFUELS HOLDINGS, INC.
|
|||
Date: December
14, 2010
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By:
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/s/
Dane R. Saglio
|
|
Dane
R. Saglio
|
|||
Chief
Financial Officer
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EXHIBIT
INDEX
Exhibit
No.
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Description
|
|
99.1
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Press
Release dated December 10,
2010
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