Current Report Filing (8-k)
September 10 2013 - 6:20AM
Edgar (US Regulatory)
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 24,
2013
MANTRA VENTURE GROUP
LTD.
(Exact name of registrant as specified in its
charter)
British Columbia |
000-53461 |
26-0592672 |
(State or other jurisdiction of |
(Commission File Number) |
(IRS Employer |
incorporation) |
|
Identification No.) |
#562 800 15355 24th
Avenue, Surrey, British Columbia, Canada |
V4A 2H9 |
(Address of principal executive offices) |
(Zip Code) |
Registrants telephone number, including area code (604)
560-1503
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:
[ ] 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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Item 1.01 Entry into Material Definitive Agreement
Framework Agreement with Alstom (Switzerland)
Ltd.
On June 24, 2013, through our wholly owned subsidiary Mantra
Energy Alternatives Inc., Mantra Venture Group Ltd., (we, us, our) entered
into an Agreement with Alstom (Switzerland) Ltd. concerning the joint research
and development projects relating to (1) a pilot plant for the conversion of
carbon dioxide to formate at a Lafarge cement plant (the Lafarge pilot
project) and (2) the development of processes for the conversion of carbon
dioxide to other valuable chemicals.
Structure
Pursuant to the Agreement Mantra and Alstom will co-operate in
one or more research and development projects related to Mantras
Electro-Reduction of Carbon Dioxide (ERC) technology. Prospective projects will
be associated with the development of technologies and processes for the
conversion of CO2 to chemical products and the investigation of the
feasibility of scale-up and commercialization of these processes. Prior to
undertaking any research and development project under the agreement, Mantra and
Alstom will mutually agree to special terms and conditions governing the
purpose, aims and objectives of any such project, including technical
descriptions, the designation of work phases and project managers, and the
allocation of responsibilities and costs between the parties. The commencement
of any work phase for any project will be at the sole discretion of Alstom.
Intellectual Property Management
Mantra and Alstom also will establish an intellectual property
committee to oversee and manage all intellectual property issues and activities
resulting from the Agreement, including the protection of any new intellectual
property. Each party will have exclusive right and discretion to prosecute all
patents and patent applications resulting from its work on any project. The
parties will jointly prosecute any intellectual property in jointly-owned
results. Alstom will have the additional option under the agreement to acquire
an exclusive license to intellectual property created by Mantra under the
agreement, and to a license to Mantras ERC technology as may be reasonably
required to exploit intellectual property assumed by Alstom. The agreement does
not affect ownership of any underlying intellectual property of either
party.
Lafarge Pilot Project and Carbon Dioxide to Alternative
Products
The Agreement will remain valid for 5 years or the completion
of the last active project, whichever last occurs, and may be extended at any
time by the written agreement of both parties. The first joint research and
development project under the agreement is the Lafarge pilot project, which
plans for the design, construction, and installation of a pilot plant for the
conversion of 100 kg/day carbon dioxide to formate, followed by a
commercialization scale-up study. The Alstom contribution to the Lafarge pilot
plant project will be approximately $250,000 CAD in in-kind services. A second
integrated research and development project will study carbon dioxide conversion
to alternative chemical products by electrochemical reduction, with a focus on
catalyst materials and lifetime. The Alstom contribution to the alternative
products project will be approximately $190,375 CAD for phase 1. For Phases 2
through 4 Alstoms planed but not committed contribution is estimated at
$456.125 CAD and the final amount of phase 5 will be determined. Mantra and
Alstom are actively seeking external funding to support the execution of the
projects.
The description of the Agreement contained in this Item 1.01 is
a summary and is qualified in its entirety by reference to the copy of the
Framework Agreements that is attached hereto as Exhibit 10.1, which is
incorporated herein by reference. Portions of the Agreement are subject to a
FOIA Confidential Treatment Request to the Securities and Exchange Commission
pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended.
The omitted material has been included in the request for confidential
treatment.
Item 9.01 Financial Statements and Exhibits
* Certain parts of this document have not been disclosed and
have been filed separately with the Secretary, Securities and Exchange
Commission, and is subject to a confidential treatment request pursuant to Rule
24b-2 of the Securities Exchange Act of 1934.
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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.
MANTRA VENTURE GROUP LTD.
/s/ Larry
Kristof |
|
Larry Kristof |
|
President and Director |
|
|
|
Date: September 9, 2013 |
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