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): January 4, 2016
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))
1
ITEM 1.01
ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On September 24, 2015, the United States District Court of the Southern District of New York (“New York
Court”) appointed Robert W. Seiden as the receiver (the “Receiver”) over Abakan Inc. (“Abakan”), in
response to a motion filed with the New York Court on September 17, 2015, for contempt, in a suit brought
by George Town Associates S.A. (“George Town”) against Abakan and its subsidiary MesoCoat, Inc.
(“MesoCoat”) on May 4, 2015, in order to collect amounts due to George Town pursuant to the terms of a
secured convertible note, and on August 19, 2015, Mr. Seiden was appointed receiver for MesoCoat, in
response to a motion filed with the Court on July 28, 2015, for contempt in the same action, 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 approving a proposal (the “Court Approved
Transaction”) providing for the satisfaction of the debt owed by MesoCoat to its largest creditors, as
previously reported in the Current Report on Form 8-K filed by Abakan with the Securities and Exchange
Commission on December 18, 2015.
On January 4, 2016, Abakan and MesoCoat entered into a Satisfaction and Assignment Agreement (the
“Satisfaction Agreement”) with George Town, Sonoro Invest S.A. (“Sonoro”), Joseph T. Eberhard
(“Eberhard”), and David van der Gulik, Warren Lydon, Philip Graves, Paul Ammon, Ammon &Associates
and Vladimir Chernyakov (together the “Abakan Petitioning Creditors” and collectively with George Town,
Sonoro and Eberhard, the “Creditors”), reflecting the terms of the Court Approved Transaction. Pursuant to
the Satisfaction Agreement, Abakan transferred 77.5% of the outstanding stock and ownership in MesoCoat
to the Creditors in satisfaction of approximately $6.24 million of claims by the Creditor’s against Abakan
and MesoCoat. Under the terms of the Satisfaction Agreement, George Town received 38.75% of
MesoCoat’s outstanding stock, Sonoro received 28.17% of MesoCoat’s outstanding stock, Eberhard
received 7.44% of MesoCoat’s outstanding stock and the Abakan Petitioning Creditors received an
aggregate of 3.14% of MesoCoat’s outstanding stock. Abakan retained 22.5% of MesoCoat’s outstanding
stock. In addition, MesoCoat agreed to pay in full the claims of certain creditors of MesoCoat in the
aggregate amount of approximately $41,900 within 14 days of execution of the Satisfaction Agreement.
Further, pursuant to the Satisfaction Agreement, the Receiver will continue to serve as receiver over
MesoCoat and Abakan for 91 days following the date of the Settlement Agreement.
The foregoing is a summary description of certain terms of the Satisfaction Agreement and, by its nature, is
incomplete. A copy of the Satisfaction Agreement is filed herewith as an exhibit to this Current Report on
Form 8-K and s incorporated herein by reference. All readers are encouraged to read the entire text of the
Satisfaction Agreement.
ITEM 1.03
BANKRUPTCY OR RECEIVERSHIP.
The information set forth above in Item 1.01 is hereby incorporated by reference into this Item 1.03 in its
entirety.
2
_____________________________________________________________________________________
ITEM 7.01
REGULATION FD DISCLOSURE.
On January 20, 2016, the Company issued a press release announcing that it has entered into the
Satisfaction Agreement. A copy of the press release is attached as Exhibit 99.1 to this Current Report on
Form 8-K and is incorporated by reference into this Item 7.01.
ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit No. Description
Satisfaction and Assignment Agreement by and among Abakan, Inc., MesoCoat,
Inc., George Town Associates S.A., Sonoro Invest S.A., Joseph T. Eberhard
(“Eberhard”), David van der Gulik, Warren Lydon, Philip Graves, Paul Ammon,
Ammon &Associates and Vladimir Chernyakov
Press Release, dated January 20, 2016
Forward Looking Statements
This Current Report on Form 8-K contains “forward-looking” statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The words
“may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,”
“predict,” “project,” “potential,” “continue,” “ongoing” and similar expressions are intended to identify
forward-looking statements, although not all forward-looking statements contain these identifying words.
While Abakan believes its plans, intentions and expectations reflected in those forward-looking statements
are reasonable, these plans, intentions or expectations may not be achieved. Abakan’s actual results,
performance or achievements could differ materially from those contemplated, expressed or implied by the
forward-looking statements. For information about the factors that could cause such differences, please
refer to the Company’s Annual Report on Form 10-K/A for the year ended May 31, 2015, including the
information discussed under the captions “Item 1 Business,” “Item 1A. Risk Factors” and “Item 7
Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as well as
Abakan’s various other filings with the Securities and Exchange Commission. Given these uncertainties,
you should not place undue reliance on these forward-looking statements. Abakan assumes no obligation to
update any forward-looking statement.
3
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
January 20, 2016
Name: Robert W. Seiden, Esq.
Court Appointed Receiver
4
