SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Act of 1934
Date of Report (date of earliest event reported) December 15, 1998
TOUPS TECHNOLOGY LICENISNG, INC.
(Exact name of registrant as specified in its charter)
Florida 000-23897 59-3462501
State or other jurisdiction Commission (IRS Employer
of incorporation) File Number) Identification No.)
7887 Bryan Diary Road, Suite 105, Largo, Florida 33777
(address of principal executive offices)
Registrant's telephone number, including area code: (813)-548-0918
ITEM 1 Not applicable
ITEM 2 Not applicable
Item 3 Not applicable.
Item 4 Not applicable.
Item 5 Significant Contract - On the 15th of December, an
Agreement was executed between Toups Technology Licensing,
Inc., ("TTL", the "Company" or the "Registrant") and
Compania De Luz Y Fuerza De Las Terrenas, C.por A. relating
to the Company's AquaFuel(a)technology. The Agreement is
summarized below and is included in its entirety herein as
Exhibit 1 to this Form 8-K.
Effective December 15, 1998, the Company entered an
Agreement with the Compania De Luz Y Fuerza De Las Terrenas,
C. por A. headquartered at Polvorin No. 7, Ciudad Colonial,
Santo Domingo, Dominican Republic ("Utility"). A complete
copy of the Agreement is attached hereto as Exhibit 1.
Highlights of the Agreement:
The Parties to the Agreement are the Company and the
Utility. The Utility is a private energy provider/utility with
its own transmission lines providing electric power and the
Utility is pre-qualified to purchase and intends to purchase
up to 1,200 mega-watts of installed capacity and install an
additional 200-300 megawatts throughout the Dominican Republic
in 10-30 megawatt units to private enterprises. The Utility is
a consortium of entities organized to privatize the delivery
of electric power throughout the Dominican Republic.
Signatories to the Agreement were, on behalf of the Company,
President and Chief Executive Officer Leon H. Toups and, on
behalf of the Utility, Presidente Ing. Jose Oscar Orsini
Bosch. In addition to his responsibilities as Presidente of
the Utility, Mr. Bosch also serves as the Secretary of State
for the Dominican Republic.
The Agreement specifies a joint-venture is to be formed
titled "AquaFuel(a)-Dominicana, S.A.
("AquaFuel(a)-Dominicana") in which the Company would own 49%
and the Utility would own 51% of the capital stock issued in
the formation of AquaFuel(a)-Dominicana.
The purpose of AquaFuel-Dominicana shall be the
construction and operation of an AquaFuel production facility
which, at a minimum, is able to generate 1.653 gigawatts of
electric power during a twenty-year period.
The Agreement states "Therefore, as an inducement to form
the TTL-Utility joint venture envisioned throughout this
Agreement, the Utility represents is has, among other things,
arranged for the purchase of 1.653 Gigawatts of output of
AquaFuel at the rate of $0.0435 per kilowatt-hour with an
annual value of approximately $72,020,340 per year for a
period of twenty-years and that the Utility has arranged for
the sale of distilled water produced from the operation of an
AquaFuel apparatus and has arranged for the use of the
AquaFuel apparatus in the reclamation of contaminated water.
The Utility acknowledges TTL would not enter this agreement
without the above-described inducements."
In fulfillment of the Agreement, responsibilities of
the Company and the Utility include:
The Utility shall:
Cause for the formation and staffing of
AquaFuel-Dominicana; acquire 500,000 of the Company's
unregistered common shares at the rate of $1.00 per share for
a total subscription of $500,000. Once formed,
AquaFuel-Dominicana shall contribute engineering and other
personnel necessary to complete the Engineering
Analysis/Feasibility Study, Plant Design and Plant
Construction through Check-Out. AquaFuel-Dominicana shall
payout to the Company $200,000 for the Engineering
Analysis/Feasibility Study, $300,000 for the purpose of
completing Plant Design drawings and $6,000,000 for the
construction of the AquaFuel plant. Thereafter, TTL shall be
the recipient of 49% of the profits and loss of
AquaFuel-Dominicana and the Utility shall be the recipient of
51% of the profits and loss of AquaFuel-Dominicana.
TTL shall:
Make available the AquaFuel technology; complete the
Applications Engineering, deliver an AquaFuel production unit
able to create AquaFuel at the minimum rate of 4,000
cubic-feet-per-hour; construct a prototype unit demonstrating
the wastewater recycling aspect; construct a prototype unit
demonstration the power generation ability of the AquaFuel
gas; contribute engineering and other personnel necessary to
complete the Engineering Analysis/Feasibility Study, Plant
Design and Plant Construction through Check-Out.
Miscellaneous conditions of the Agreement include:
As a part of the Agreement, TTL shall issue to an
additional 500,000 of the Company's unregistered common shares
to the Utility or its assigns and shall thereafter cause for
the registration of the 1,000,000 unregistered common shares
issued pursuant to the Agreement; AquaFuel-Dominicana may not
dilute TTL below 49% ownership and if any shares of
AquaFuel-Dominicana are issued for any reason, a number of
shares shall be issued at no charge to TTL such that TTL shall
own 49% of AquaFuel-Dominicana both before and after any
issuance of stock; upon fulfillment of the Agreement which TTL
considers shall occur with the activation of the AquaFuel
Plant, the Company shall grant exclusive rights to
AquaFuel-Dominicana for the commercialization of AquaFuel
throughout the Dominican Republic, Caribbean, Central and
South America.
Item 6 Not applicable.
Item 7 Not applicable.
Item 8 Not applicable.
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.
Toups Technology Licensing, Inc.
(Registrant)
Date:December 28, 1998 Leon H. Toups, President
------------------------
(Signature)
Exhibit
1 Contract between Toups Technology Licensing, Inc. and Compania
De Luz Y Fuerza De Las Terrenas, C. por A. effective December 15, 1998