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 31, 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 May 31, 2014, Abakan Inc. (“Company”), its majority owned subsidiary MesoCoat, Inc.
(“MesoCoat”) and Powdermet, Inc. (“Powdermet”), its minority owned subsidiary, entered into an
Accord and Satisfaction of Investment Agreement (“Investment Accord and Satisfaction”), in order to
terminate the Investment Agreement dated 9, 2009, and accelerate the planned acquisition of MesoCoat.
The Investment Accord and Satisfaction permitted the Company to convert its additional investment in
MesoCoat of $6,200,000 to equity, exchange part of its Powdermet shares, for part of Powdermet’s
MesoCoat shares and 2,000,000 of the Company’s shares. The result being that the Company increased
its ownership position in MesoCoat to 87.5% direct and 89.9% direct and indirect ownership, in exchange
it decreased its ownership position in Powdermet to 19.5% from 40.5%.
The Company intends to acquire Powdermet’s remaining shares of MesoCoat in exchange for its
remaining shares of Powdermet and additional shares of the Company, on receipt of independent business
valuations for MesoCoat and Powdermet that are anticipated prior to August 31, 2014.
_____________________________________________________________________________________
ITEM 1.02
TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT
_____________________________________________________________________________________
The disclosures required by this Item 1.02 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
Accord and Satisfaction of Investment Agreement dated May 31, 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
May 31, 2014
Name: Robert H. Miller
Title: Chief Executive Officer
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