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): July 8, 2014 (July 3, 2014)
 
ECO  BUILDING  PRODUCTS,  INC.
(Exact name of registrant as specified in its charter)
 
Colorado
000-53875
20-8677788
(State or other
jurisdiction of incorporation)
(Commission File
Number)
(IRS Employer
Identification No.)
 
909 West Vista Way,
Vista, CA 92083
 (Address of principal executive offices)(Zip Code)
 
Registrant’s telephone number, including area code: 760-732-5826
 
N/A
(Former name of 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:
 
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))
 
 
 
 
 
 
 

 
 
 
Item 8.01.  Other Events
 
On July 3, 2014, Eco Building Products, Inc., a Colorado corporation (the “Company”) and Eco Red Shield Canada, Ltd., an Alberta corporation (“ERSC”) (together, the “Parties”) entered into a Memorandum of Understanding (the “Agreement”). The Parties wish to enter into an exclusive Eco Red Shield affiliate production, sales and distribution agreement. ERSC wishes to set up coating facilities in three territories across Canada (the “Territories”) and distribute the Company’s Eco Red Shield coated lumber products (the “Products”) to Big-Box retailers and other lumbers companies. ERSC is willing to invest the capital necessary to market the Products and to set up the three facilities necessary to create the Company’s Products.  The Company is willing to give ERSC the exclusive right to produce the Products in the Territories for a total of $1,511,030 with payments due in four installments over the course of 360 days. Definitive agreements are expected to be executed within 30 days. ERSC has paid a non-refundable deposit of $10,000 to the Company pursuant to the terms of the LOI.
 
Item 9.01.  Financial Statements and Exhibits.
 
(d)
Exhibits.
 
 
 
 
 
 
 
 
 
 
 
 

 
 
 
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.
 
 
 
ECO BUILDING PRODUCTS, INC
 
       
Date: July 8, 2014
By:
/s/ Steve Conboy
 
   
Steve Conboy
 
   
Chief Executive Officer
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 




Exhibit 99.1
 
 
 
 
909 West Vista Way
Vista, California, 92083
760.732.5826 phone
800.516.1349 fax
www.ecob.net
 
 
 
ECO BUILDING PRODUCTS ENTERS INTO LETTER OF INTENT FOR
$1.5M JOINT VENTURE WITH STEELHEAD STRUCTURES

Vista, CA – July 8th, 2014 – Eco Building Products, Inc., (PINK: ECOB) the manufacturer of Eco Red Shield™ treated wood products that protect against fire and mold, today announced it has entered into a letter of intent to establish a joint venture with Steelhead Structures, based in Calgary Alberta. Under the terms of the Letter of Intent (LOI), the Company and Steelhead will create a joint venture named Eco Red Shield Canada, Ltd (ERSC), which will be established as part of the Company’s emerging affiliate program.  Definitive agreements are expected to be executed within 30 days. Total revenues to the Company are expected to be $1.5M in the first full year of operations. Steelhead has paid a non-refundable deposit of $10,000 to the Company pursuant to the terms of the LOI.

ERSC intends to establish 3 coating facilities across Canada, including the provinces of Alberta, Ontario, and British Columbia, respectively.  ERSC consists of four partners all with extensive construction industry experience and is expected to make an impact in the Canadian market.

“We are very excited to join the ECOB team and we all feel that this will be a very successful venture”, said Richard Nutting, Eco Red Shield Canada’s President.  “We will help to fill the requirements brought on by the success of ECOB in the United States while growing the Canadian market. We have the same problems with mold on lumber and with fire in buildings under construction, and we agree it’s time to stop pushing these problems under the rug.”
 
ECOB’s CEO, Steve Conboy says, “Growing our Affiliate Network has always been a big part of our business strategy. We have interviewed many potential partners in Canada, and it was important for us to be patient because we had to find the right group that shares the same vision as we do. This is a very exciting prospective partnership for us since this group has the same roots as ECOB in the framing business. Framers recognize the variety of problems associated with softwood. An ECOB Affiliate in close proximity to the Canadian Spruce will give us the ability to infiltrate Modular Factories looking to employ ECOB’s mold and fire protection. The key of this transaction is that the import will be for a finished goods, ready to be sold directly to end-customers.”
 
 
 
 
 

 

 
About Eco Building Products, Inc.

Eco Building Products, Inc. is a manufacturer of treated wood products that are protected against fire, mold/mycotoxins, fungus, rot-decay, wood ingesting insects and termites by our proprietary eco-friendly chemistry utilizing ECOB WoodSurfaceFilmTM and FRC™ technology (Fire Retardant Coating). Eco Building products, “Eco Red Shield” utilizing patent pending technology is the ultimate in wood protection, preservation, and fire safety to building components constructed of wood; from joists, beams and paneling, to floors and ceilings.

Safe Harbor Statement: This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the "Act"). In particular, when used in the preceding discussion, the words "believes," "expects," "intends," "plans," "anticipates," or "may," and similar conditional expressions are intended to identify forward-looking statements within the meaning of the Act, and are subject to the safe harbor created by the Act. Any statements made in this news release other than those of historical fact, about an action, event or development, are forward-looking statements. Forward looking statements involve known and unknown risks and uncertainties, which may cause the Company's actual results in future periods to be materially different from any future performance that may be suggested in this release. ECOB takes no obligation to update or correct forward-looking statements, and also takes no obligation to update or correct information prepared by third parties.

Company Contact
Eco Building Products, Inc.
Phone: 1 888 Red Shld (888.733.7453)
Email: info@ecob.net
Web Site: www.ecob.net
Blog: http://ecob.net/index.php?p=blog