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): December 18, 2015
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.)
c/o Robert W Seiden, Receiver over Abakan, Inc.: 1120 Avenue of the Americas, 4th Floor, New
York, New York, 10036
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code: (212) 626-6708
(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 1.03
BANKRUPTCY OR RECEIVERSHIP.
On November 5, 2015, certain creditors of Abakan Inc. (“Abakan”) (the “Abakan Petitioning Creditors”) and
certain creditors of MesoCoat, Inc. (“MesoCoat”) (the “MesoCoat Petitioning Creditors”) filed Chapter 11
involuntary bankruptcy petitions in the United States Bankruptcy Court for the Southern District of Florida
(the “Florida Bankruptcy Court”). On December 14, 2015, the Florida Bankruptcy Court dismissed the
involuntary bankruptcy petitions against both Abakan and MesoCoat. The bankruptcy judge, Hon. A. Jay
Cristol, stated that “The petitioning creditors have another forum available to them in which they can protect
their interests and, in that pending U.S. District Court action, the petitioning creditors’ interests are protected
by the court-appointed receiver, an independent fiduciary.”
The Order of the court is entitled: “ORDER (A) DENYING MOTIONS FOR STAY PENDING APPEAL
AND (B) DISMISSING INVOLUNTARY PETITIONS, OR ALTERNATIVELY, ABSTAINING in the
Florida Bankruptcy Court filed under the headings In re: MesoCoat, Inc., Case No. 15-29607-AJC and In re:
Abakan, Inc., Case No. 15-29606-AJC.
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ITEM 8.01 – OTHER EVENTS
On September 24, 2015, the United States District Court for the Southern District of New York (the “New
York Court”) appointed Robert W. Seiden as the receiver (the “Receiver”) over Abakan and, on August 18,
2015, the same New York Court appointed Robert W. Seiden as Receiver over MesoCoat, both in the matter
captioned George Town Associates S.A. v. Abakan, Inc. and MesoCoat, Inc., case number 15-cv-3435 (the
“Law Suit”). The Law Suit is pending before the New York Court, as previously reported in the Current
Report on Form 8-K filed by Abakan with the Securities and Exchange Commission on September 25, 2015.
On December 16, 2015, the New York Court issued an order with regard to the George Town Proposal,
approving the proposal (the “Court Approved Transaction”). Among other provisions, the Court Approved
Transaction provides that (i) George Town, Sonoro Invest S.A. (“Sonoro”) (a creditor of Abakan) and Joseph
T. Eberhard (a creditor of Abakan) will receive 74.36% of the stock and ownership in MesoCoat, free and
clear of all liens, claims, and encumbrances; (ii) the Abakan Petitioning Creditors will receive 3.14% of stock
and ownership in MesoCoat; (iii) Abakan will retain the remaining 22.50% of the stock and ownership in
MesoCoat; and (iv) MesoCoat will pay in full the claims of the MesoCoat Petitioning Creditors. The Court
Approved Transaction provides for the satisfaction of the debt MesoCoat owes to its largest creditors and
enables it to continue as a going-concern.
Further, pursuant to the Court Approved Transaction, the Receiver will continue to serve as receiver over
MesoCoat and Abakan for ninety-one (91) days following the consummation of the Court Approved
Transaction.
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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.
Abakan Inc.
Date
By: /s/ Robert W. Seiden, Esq.
December 18, 2015
Name: Robert W. Seiden, Esq.
Court Appointed Receiver
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