- Current report filing (8-K)
September 22 2009 - 6:03AM
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):
September 16,
2009
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SOLAR
THIN FILMS, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
(State
or other jurisdiction of incorporation)
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001-13549
(Commission
File Number)
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95-4359228
(IRS
Employer Identification No.)
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25 Highland Blvd., Dix Hills,
New York 11746
Telephone
No.: (516) 417-8454
(Address
and telephone number of Registrant's principal
executive
offices and principal place of
business)
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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):
ྎ 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.
As previously reported by Solar Thin
Films, Inc. (the “
Company
”) in its
periodic filings made with the Securities and Exchange Commission (the “
SEC
”),
during the year ended
December 31, 2008, Solar Thin Power, Inc., a then majority owned subsidiary of
the Company (“
Solar
Thin Power
”), acquired a 15% equity interest in CG Solar (the “
Equity Interest
”),
formerly WeiHai Blue Star Terra Photovoltaic Co., Ltd, a Sino-Foreign Joint
Venture Company organized under the laws of the People’s Republic of China for
$1,500,000, as part of the Company’s business strategy to take a minority
interest in its customer base and to secure module supply for planned power
projects to improve the chances of securing contracts.
As previously reported by the Company
in its Current Report on Form 8-K which was filed with the SEC on July 16, 2009,
effective as of June 30, 2009, Solar Thin Power was merged with and into the
Company.
On September 16, 2009, the Company
consummated the sale and transfer of the Equity Interest to Innofast Investments
Limited (the “
Transferee
”) pursuant
to an equity transfer agreement dated as of September 16, 2009 with Renewable
Energy Solutions, Inc. and the Transferee under which the Company received gross
proceeds of $1,350,000. As part of the transaction, Renewable Energy
Solutions, Inc. (“RESI”), another former equity owner of CG Solar, sold its
equity to the Transferee and assigned its $450,000 payment to the Company in
order to retire accounts payable owed by RESI to the Company’s Kraft
Elektronikai Zrt subsidiary. As a result, the Company received a
total of $1,800,000 from the transaction.
Item
9.01 Financial Statements and Exhibits.
(a)
Financial statements of
businesses acquired
.
Not applicable.
(b)
Pro forma financial
information
.
Not applicable.
(c)
Shell company
transactions
.
Not applicable.
(d)
Exhibits
.
Exhibit
Number
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Description
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10.1
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Equity
Transfer Agreement dated as of September 16, 2009 by and among Solar Thin
Films, Inc., Renewable Energy Solutions, Inc. and Innofast Investments
Limited.
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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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SOLAR
THIN FILMS, INC.
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Date: September
22, 2009
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By:
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/s/
Robert M. Rubin
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Robert
M. Rubin
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Chief
Executive Officer
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