UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 8, 2010
Atomic Paintball, Inc.
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(Exact name of registrant as specified in its charter)
Texas
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(State or other jurisdiction of incorporation)
000-52856 75-2942917
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(Commission File Number) (I.R.S. Employer
Identification No.)
501 Trophy Lake Drive, Suite 314,
PMB 106, Trophy Club, TX 76262
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(Address of principal executive offices)(Zip Code)
Registrant's telephone number, including area code: 817-491-4955
_________n/a_________
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(Former name, former address and former fiscal year,
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
CFR240.14d-2(b))
[_] Soliciting material pursuant to Rule 14a-12 under Exchange Act (17
CFR240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR240.13e-4(c))
SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
Item 1.03 Bankruptcy or Receivership.
On June 30, 2009, Atomic Paintball, Inc. ("the Company") filed a voluntary
petition for relief in the United States Bankruptcy Court, Northern District of
Texas, Dallas District under Chapter 7 of Title 7 of the U.S. Bankruptcy Code,
case number 09-34008-7.
Pursuant to an Unopposed Amended Motion Pursuant toss.ss.105, 501, and 502 and
Fed. R. Bankr. P. 9019 for an Order Approving a Settlement ("the Motion"), the
following actions are being or have been taken:
1. David J. Cutler resigned as the Chief Executive Officer and Chief
Financial Officer of the Company, effective December 31, 2009, and Mr.
Mark Dominey was appointed Chief Executive Officer, President and
Chief Financial Officer, effective December 31, 2009.
2. That David J. Cutler has surrendered 3,530,255 shares of the common
stock of the Company.
3. That David J. Cutler be released and discharged of from all claims by
the Company and that the Company is released and discharged from all
claims by Mr. Cutler.
4. That Don Mark Dominey was appointed to the Board of Directors of the
Company, effective immediately.
5. That effective 10 days after the mailing of the Information Statement
Pursuant to Section 14(f) of the Securities and Exchange Act of 1934,
David Cutler has resigned as a director of the Company and Mr. Stephen
Weathers is appointed a director of the Company. The Information
Statement Pursuant to Section 14(f) was mailed to the Company's
shareholders of record on January 8, 2010.
The Bankruptcy will be dismissed by the Court upon completion of the above items
and other minor administrative details.
SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT
Item 5.01 Changes in Control of Registrant.
Pursuant to the Motion, discussed in Item 1.03, above, David J. Cutler, a former
officer and majority shareholder of the Company will return 3,530,255 shares of
the Company's common stock held by him to the Company, to be retired to
treasury.
Prior to the return of the common shares, the Company had 7,488,804 shares of
common stock issued and outstanding, of which Mr. Cutler held 3,925,724 shares
representing approximately 52% of the issued and outstanding shares of common
stock.
After the return of the shares, the Company will have 3,958,549 shares of common
stock issued and outstanding. Mr. Cutler will retain 395,469 shares of the
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Company's common stock, approximately 10% of the Company's issued and
outstanding common stock, at that time.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Officer Resignation and Appointment
Effective December 31, 2009, David J. Cutler resigned as the Chief Executive
Officer, Chief Financial Officer of the Company.
Effective December 31, 2009, Don Mark Dominey was appointed the Chief Executive
Officer, Chief Financial Officer and a director of the Company.
Don Mark Dominey, is currently employed by a major network equipment vendor but
is not an officer, director, or principal shareholder there. Mr. Dominey has
been responsible for vision, strategy, and alignment in technologies and
services between the major network equipment vendor and a large global
outsourcing company. Mr. Dominey has worked for the major network equipment
provider for over a dozen years and has served as engineer, architect, alliance
manager, and business development manager. In his work, Mr. Dominey is directly
responsible for developing joint network architectures and solutions that
address critical business needs for the services provider while meeting or
exceeding customer requirements.
Director Resignations, Appointment and Nominations
Effective December 31, 2009, Mr. Don Mark Dominey was appointed the Chief
Executive Officer, Chief Financial Officer and a Director of the Company. His
biographical information has been provided above.
Effective 10 days after the mailing of a Information Statement Pursuant to
Section 14(f)of the Securities and Exchange Act of 1934, David Cutler has
resigned as a director of the Company and Mr. Stephen Weathers is appointed a
director of the Company.
Stephen W. Weathers, a director nominee, earned his B. S. in Geology from Boise
State University. He has worked as an environmental geologist both in the mining
industry and oil and gas industry. His duties included permitting, environmental
compliance, environmental remediation/reclamation and natural gas asset
acquisitions both in the United States and Canada. Mr. Weathers worked for
Maxxim Environmental/Terracon from 1997 through 1999 and presently works in the
environmental remediation division for a Duke Energy Field Services which is a
natural gas processing company (1999-2002). Mr. Weathers serves as a director of
Sun River Energy, Inc. since 2002. He was a director of Industrial Minerals,
Inc. from 2002 - 2007.
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SECTION 8 - OTHER ITEMS
Item 8.01 Other Items
Release of Debt
As discussed in Item 1.03, above, Mr. Cutler, as part of the Motion, entered
into a Release Agreement with the Company. As part of the Release Agreement, Mr.
Cutler has released the Company from payment of outstanding amounts owed to him
totaling approximately $168,060.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. The following is a complete list of exhibits filed as part of this
Report. Exhibit numbers correspond to the numbers in the exhibit table of Item
601 of Regulation S-K.
Exhibit No. Description
10.1 Authorization for Implementation of Settlement Agreement*
10.2 Court Order*
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*Filed herewith
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
ATOMIC PAINTBALL, INC.
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(Registrant)
Dated: January 11, 2010
/s/ Don Mark Dominey
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Don Mark Dominey, Chief Executive Officer
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