- Current report filing (8-K)
May 25 2010 - 3:02PM
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): May 25, 2010 (May 1,
2010)
PREMIER POWER RENEWABLE
ENERGY, INC.
(Exact
name of registrant as specified in Charter)
Delaware
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333-140637
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13-4343369
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(State
or other jurisdiction of incorporation)
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(Commission
File No.)
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(IRS
Employer Identification
No.)
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4961
Windplay Drive, Suite 100
El Dorado Hills, CA
95762
(Address
of Principal Executive Offices)
(916)
939-0400
(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):
o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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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 a Material Definitive Agreement.
On May 1,
2010, the Registrant entered into a Reseller Agreement with EC America, Inc. and
its wholly owned subsidiary, immixGroup, Inc. (together,
“immixGroup”). Under the agreement, the Registrant granted to
immixGroup the non-exclusive right to resell certain of the Registrant’s
products to immixGroup’s government customers. There is no minimum
quantity that immixGroup is required to order from the Registrant.
The
Registrant must pay immixGroup a monthly management fee in the amount of $1,000
per month, and immixGroup will apply 20% of its net margin earned on sales of
the Registrant’s products resold under the agreement to offset future months’
fees payable by the Registrant. Credits earned through the margin can
be credited up to 12 months forward from the date of sale. The
monthly fee for the first 6 months of the term of the agreement is
waived.
On
transactions involving a quote by immixGroup to its government customer and a
purchase, task, or delivery order with the Registrant, immixGroup will earn a
margin from the Registrant in the form of a discounted cost to immixGroup for
the Registrant’s products purchased by immixGroup for such order. The
minimum margin for an order that has a value of less than $1,500,000 is 6%
of the sale price. For an order with a value greater than $1,500,000,
the minimum margin will be 5%, unless otherwise agreed upon by both
parties.
On
transactions quoted by a third-party to immixGroup’s government customer and/or
followed by a purchase, task, or delivery order with the Registrant, immixGroup
will earn a commission from the Registrant at a minimum rate of 3% of the sale
price.
The term
of the agreement is 12 months, and it will automatically renew on a monthly
basis unless terminated.
A copy of
the Reseller Agreement is filed with this report as Exhibit 10.1 and is
incorporated by reference herein. The foregoing description of the
Reseller Agreement does not purport to be complete and is qualified in its
entirety by reference to the full text of the Reseller Agreement.
Item 9.01 Financial
Statements and Exhibits
(d) Exhibits
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Exhibit No.
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Exhibit Description
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10.1
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Reseller
Agreement between EC America, Inc., immixGroup, Inc., and Premier Power
Renewable Energy, Inc., dated May 1, 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.
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PREMIER
POWER RENEWABLE ENERGY, INC.
(Registrant)
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Date:
May 25, 2010
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By:
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/s/
Dean R. Marks
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Dean
R. Marks
Chief
Executive Officer and
President
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