U.S. 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: September 2, 2008
NATURALLY ADVANCED TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
British Columbia, Canada 0-50367 98-359306
(State or other jurisdiction (Commission file no.) (IRS employer of
Incorporation) Identification)
402 - 1008 Homer Street
Vancouver, British Columbia, Canada, V6B 2X1
(Address of Principal Executive Offices)
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))
SECTION 1. REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On September 2, 2008, the Board of Directors of Naturally Advanced Technologies,
Inc., a corporation organized under the laws of the Province of British Columbia
(the "Company"), authorized the execution of a twelve-month agreement (the
"Agreement") with Lippert/Heilshorn & Associates, Inc. ("LHA"), to augment the
Company's shareholder and investor relations activities. In accordance with the
terms and provisions of the Agreement, LHA shall perform certain services
including, but not limited to, the following: (i) provide counsel on a full
spectrum of strategic investor relations and opportunities including best
practices, material disclosure and corporate governance; (ii) prepare
documentation to market the Company to various investor constituencies; (iii)
assist in the draft, finalization and issuing of all press releases; (iv)
assemble and maintain quarterly buy/sell-side industry peer group matrixes for
the Company; (v) arrange periodic meetings with buy/sell-side analysts, retail
brokers and investment bankers; (vi) provide written quarterly reports to the
Board of Director reviewing activities initiated by LHA; and (vii) undertake the
marketing lead for Canadian and U.S. markets. In accordance with the further
terms and provisions of the Agreement, the Company shall: (i) pay to LHA a
monthly retainer in the amount of $15,000 from September 2, 2008 through October
31, 2008; (ii) pay to LHA a monthly retainer in the amount of $9,000 from
November 1, 2008 through August 31, 2009; and (iii) grant to LHA stock options
to acquire up to an aggregate of 100,000 shares of the Company's common stock
for a period of five years from the date of grant at an exercise option price of
$1.25 per share and vesting as to exercise equally over 18 months from the date
of grant. In the event the Agreement shall be continued after the 12-month
period and commencing on September 1, 2009 and on each anniversary year
thereafter during further continuances of the Agreement, the monthly retainer
shall be increased by not less than 5% from the previous period in order to
offset LHA's increased operating expenses resulting from the continuances of the
Agreement.
As of the date of this Current Report, the Company has paid to LHA an aggregate
initial retainer payment of $30,000 to cover the first two months of the
Agreement.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
10.1 Letter Agreement dated September 2, 2008 between Naturally Advanced
Technologies Inc. and Lipper/Heilshorn & Associates, Inc.
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 thereunto duly authorized.
NATURALLY ADVANCED TECHNOLOGIES, INC.
Date: September 8, 2008 By: /s/ KENNETH BARKER
_______________________
Chief Executive Officer