Attached files

file filename
EX-99.1 - NEWS RELEASE - Triton Emission Solutions Inc.shpr_ex991.htm
EX-10.1 - DIVESTITURE AND SHARE PURCHASE AGREEMENT - Triton Emission Solutions Inc.shpr_ex101.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

 

December 5, 2013

Date of Report (Date of earliest event reported)


POLY SHIELD TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)



DELAWARE

000-33309

33-0953557

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

  

  

  

428 Plaza Real, Suite 419

Boca Raton, FL

  

33432

(Address of principal executive offices)

  

(Zip Code)


1 (800) 648-4287

Registrant's telephone number, including area code


NOT APPLICABLE
(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:


____

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 A MATERIAL DEFINITIVE AGREEMENT


On December 5, 2013, Poly Shield Technologies Inc. (the “Company”), entered into a divestiture and share purchase agreement (the “Share Purchase Agreement”) dated effective as of December 2, 2013, by and amongst the Company, the Company’s wholly owned subsidiary New World Technologies Group, Inc. (“NWT”), and Octavio Viveros. Under the terms of the Share Purchase Agreement, the Company sold to Mr. Viveros all of the issued and outstanding shares of NWT in exchange for a royalty on 5% of NWT’s gross revenues, expiring on December 31, 2018 (the “Royalty”). NWT may buy out the Royalty at any time for $1,000,000 without credit for amounts previously paid under the Royalty.


The foregoing description of the Share Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Share Purchase Agreement attached as Exhibit 10.1 hereto.  



ITEM 2.01  COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS


On December 5, 2013, Poly Shield Technologies Inc. sold its wholly owned subsidiary New World Technologies Group, Inc.  The sale was made effective as of December 2, 2013. The information required by this Item 2.01 is provided in Item 1.01 above.



ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS


(d)  Exhibits


Exhibit

Description

10.1

Divestiture and Share Purchase Agreement amongst Octavio Viveros, New World Technologies Group, Inc., and Poly Shield Technologies Inc. dated effective as of December 2, 2013.

99.1

News Release dated December 6, 2013













2




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, hereunto duly authorized.

 

 

POLY SHIELD TECHNOLOGIES INC.

 

 

 Date:   December 9, 2013

By: /s/ Brad Eckenweiler

 

 

 

Name: Brad Eckenweiler

 

Title:   Chief Executive Officer

































3