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): April 10, 2007
KREIDO BIOFUELS, INC.
(Exact name of registrant as specified in its charter)
Nevada | 333-130606 | 20-3240178 | ||
(State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
1140 Avenida Acaso Camarillo, California | 93012 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code:(805) 389-3499
Not applicable |
(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:
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))
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Item 1.01 Entry into a Material Definitive Agreement.
On April 10, 2007, Kreido Biofuels, Inc. (the “Company”) entered into an Employment Agreement with Alan McGrevy (the “Agreement”), pursuant to which Mr. McGrevy will continue to serve as the Company’s Vice President of Engineering. A form of the Agreement is attached hereto as Exhibit 10.1 and incorporated herein by reference.
The initial term of the Agreement is two years and the Agreement provides that Mr. McGrevy’s base salary will be $190,000 per year. Mr. McGrevy will be eligible to earn performance-based bonuses ranging from 20% to 50% of his base salary as determined by the Compensation Committee of the Company’s Board of Directors. The Agreement also provides for a bonus of $50,000 for his service to the Company’s subsidiary, Kreido Laboratories, in 2006. The Agreement also provides for a retention bonus of $150,000 to be payable in cash or the Company’s securities, at the Company’s discretion, if Mr. McGrevy (a) completes two full years of employment from the date of the Agreement, (b) participates meaningfully and cooperates materially in training his successor to head the Company’s Engineering department and leads the Company’s future engineering and research efforts and (c) oversees the successful achievement of certain commercially reasonable performance specifications set forth by the Company for the 10G SST System as commercially deployed during its first year of service.
Mr. McGrevy was granted an option to purchase 580,000 shares of the Company’s common stock under the Company’s 2006 Equity Incentive Plan at an exercise price of $1.20 per share on April 9, 2007. 145,000 options to purchase common stock vested upon execution of the Agreement and the remainder of the options vest in eight equal installments of 54,375 each per calendar quarter beginning with the calendar quarter ending on June 30, 2007. If the Company terminates Mr. McGrevy’s employment in connection with a Change of Control or without Cause, or if Mr. McGrevy terminates his employment for Good Reason (each as defined in the Agreement), one-half of all unvested options will immediately vest and the option term will continue for five years from the date of termination of employment. If the Company terminates Mr. McGrevy’s employment for Cause, all unvested options shall immediately expire and vested but unexercised options will expire 30 days after the date of termination. If Mr. McGrevy terminates his employment without Good Reason, all unvested options shall immediately expire and the term of vested but unexercised options will expire five years after the date of termination. If Mr. McGrevy’s employment is terminated on account of death or Disability (as defined in the Agreement), all unvested options shall immediately expire and the term of vested but unexercised options will expire one year after the date of termination. Mr. McGrevy has also entered into a Lock-Up Agreement which contains limits as to when Mr. McGrevy may sell the shares underlying the options.
Should Mr. McGrevy’s employment be terminated by the Company for Cause or by Mr. McGrevy without Good Reason, he shall receive a lump sum cash payment equal to the sum of any accrued but unpaid base salary as of the date of termination and earned benefits under any of the Company’s benefit plans. If Mr. McGrevy’s employment is terminated by the Company without Cause or by Mr. McGrevy for Good Reason, prior to the completion of a combined 10 years of employment by the Company or Kreido Laboratories, he will receive a lump sum cash payment equal to the sum of his accrued base salary, earned bonus and severance pay for nine months of base salary. Should the termination occur after the completion of a combined 10 years of employment by the Company or Kreido Laboratories, the severance pay will be for 12 months of base salary instead of nine months.
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) Please refer to Item 1.01 for the material terms of the Agreement, including the grant of a stock option pursuant to the Company’s 2006 Equity Incentive Plan. The Agreement is attached hereto as Exhibit 10.1.
Item 9.01 Financial Statements and Exhibits
Exhibit Number Exhibit
10.1 | Employment Agreement dated April 10, 2007, by and between the Company and Alan McGrevy |
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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
KREIDO BIOFUELS, INC.
Date: April 16, 2007
By:/s/ Philip Lichtenberger
Name: Philip Lichtenberger
Its: Chief Financial Officer
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EXHIBIT INDEX
Exhibit | ||
Number | Exhibit | |
10.1 | Employment Agreement dated April 10, 2007, by and between the Company and Alan McGrevy |
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