Basin Water, Inc. - Amended Current report filing
September 06 2007 - 6:02AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
August 31, 2007
Date of Report (Date of earliest event reported)
BASIN WATER, INC.
(Exact name of Registrant as specified in its charter)
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Delaware
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000-51991
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20-4736881
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification Number)
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8731 Prestige Court
Rancho Cucamonga, CA
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91730
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(Address of principal executive offices)
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(Zip Code)
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(909) 481-6800
Registrants telephone number, including area code
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 (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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On September 5, 2007, Basin Water, Inc. (the Company) filed an 8-K announcing the entry into
a definitive agreement under Item 2.01 Completion of Acquisition or Disposition of Assets. The Company hereby amends the 8-K to reflect the filing under Item 1.01 Entry into a Material Definitive Agreement:
Item 1.01.
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Entry into a Material Definitive Agreement.
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On
September 4, 2007, the Company issued a news release announcing that it has signed a definitive agreement to acquire the stock of Mobile Process Technology, Co. (MPT) (Memphis, TN, USA) for a purchase price of approximately $6.7 million cash
and 463,000 shares of the Companys common stock. Subject to completion of certain ongoing customary and other closing conditions, the Company expects to close this transaction within the next few weeks.
A copy of the Companys press release announcing the definitive agreement is attached hereto as Exhibit 99.1 and is incorporated herein by this
reference.
Item 9.01.
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Financial Statements and Exhibits.
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(d) The following exhibits are
furnished herewith:
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Exhibit No.
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Document
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2.1
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Agreement and Plan of Merger between Basin Water, Inc., certain subsidiaries of Basin Water, Inc., Mobile Process Technology, Co. and its stockholders, dated August 31, 2007.
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99.1
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Press release issued by Basin Water, Inc. on September 4, 2007.
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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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BASIN WATER, INC.
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(Registrant)
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Date: September 6, 2007
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BY:
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/s/ Thomas C. Tekulve
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Thomas C. Tekulve
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Chief Financial Officer and Treasurer
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