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 29, 2014
ABAKAN INC.
(Exact name of registrant as specified in its charter)
Nevada
000-52784
98-0507522
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)
2665 S. Bayshore Drive, Suite 450, Miami, Florida 33133
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code: (786) 206-5368
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:
□
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))
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ITEM 1.01
ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On April 28, 2014, Abakan Inc. (“Abakan”), and its majority owned subsidiary MesoCoat, Inc.
(“MesoCoat”) entered into a Securities and Exchange Agreement (“Exchange Agreement”) with George
Town Associates SA (“George Town”) to satisfy the terms and conditions of certain secured promissory
notes issued by MesoCoat to Kyrtos Limited (“Kyrtos”).
The terms of the Exchange Agreement provide that the principal and interest due to Kyrtos in the amount
of $1,341,963.34 is assigned to George Town in exchange for Abakan’s non- interest bearing secured
convertible promissory note in the same amount due on April 27, 2015, that is convertible into Abakan
common shares and half warrants, MesoCoat’s unconditional guarantee of Abakan’s performance of the
terms and conditions of the secured convertible promissory note, and a security agreement intended to
secure satisfaction of the amount due to George Town. The secured convertible promissory note permits
George Town to convert up to the principal amount due at $0.80 per share and to exercise each full
warrant at $1.20 per share for a period of two years subsequent to conversion subject to adjustment,
including dilutive issuances.
ITEM 2.03
CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION
UNDER AN OFF-BALANCE SHEET ARRANGMENT OF REGISTRANT
_____________________________________________________________________________________
The disclosures required by this Item 2.03 are contained in Item 1.01, above, and are incorporated as if
fully restated herein.
ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS
_____________________________________________________________________________________
(d)
Exhibit
10
Security and Exchange Agreement dated April 28, 2014
_____________________________________________________________________________________
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.
Abakan Inc.
Date
By: /S/ Robert H. Miller
April 29, 2014
Name: Robert H. Miller
Title: Chief Executive Officer
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