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EX-99.1 - EXHIBIT 99.1 - Abtech Holdings, Inc.v315469_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

 

  June 6, 2012  
  Date of Report (Date of earliest event reported)  
     
     
  Abtech Holdings, Inc.  
  (Exact Name of Registrant as Specified in Charter)  

 

 

Nevada   000-52762   14-1994102
(State or Other
Jurisdiction of Incorporation)
  (Commission File Number)   (IRS Employer Identification No.)

 

  4110 North Scottsdale Road, Suite 235  
  Scottsdale, Arizona 85251  
  (Address of Principal Executive Offices)  
     
  (480) 874-4000  
  (Registrant’s telephone number, including area code)  

 

 

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))

 

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Cautionary Notice Regarding Forward-Looking Statements

 

This Current Report on Form 8-K (“Form 8-K”) and other reports filed by the Registrant from time to time with the Securities and Exchange Commission (collectively the “Filings”) contain or may contain forward-looking statements and information that are based upon beliefs of, and information currently available to, the Registrant’s management as well as estimates and assumptions made by the Registrant’s management. When used in the Filings the words “anticipate,” “believe,” “estimate,” “expect,” “future,” “intend,” “plan,” or the negative of these terms and similar expressions as they relate to the Registrant or the Registrant’s management identify forward-looking statements. Such statements reflect the current view of the Registrant with respect to future events and are subject to risks, uncertainties, assumptions, and other factors (including the risks contained in the section of this report entitled “Risk Factors”) relating to the Registrant’s industry, the Registrant’s operations and results of operations, and any businesses that may be acquired by the Registrant. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended, or planned.

 

Although the Registrant believes that the expectations reflected in the forward looking statements are reasonable, the Registrant cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, the Registrant does not intend to update any of the forward-looking statements to conform these statements to actual results.

 

Unless otherwise indicated in this Form 8-K, references to “we,” “our,” “us,” the “Company,” or the “Registrant” refer to Abtech Holdings, Inc., a Nevada corporation, and, unless the context otherwise requires, its majority owned subsidiary, AbTech Industries, Inc., a Delaware corporation.

 

 

Section 7 – Regulation FD

 

Item 7.01 Regulation FD Disclosure.

 

On June 6, 2012, Waste Management Inc. issued a press release regarding its rollout of stormwater public-private partnerships in collaboration with Abtech Holdings, Inc. A complete copy of the press release is attached as exhibit 99.1 to this report on Form 8-K.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits
   
99.1 Press release issued by Waste Management, Inc. dated June 6, 2012.

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date:  June 6, 2012 ABTECH HOLDINGS, INC.  
     
  By: /s/ Glenn R. Rink  
    Glenn R. Rink,  
    Chief Executive Officer and President  

 

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