SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NO.: 0-28887
Date of Report: July 1, 2006
GREENSHIFT CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 22-3328734
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(State of other jurisdiction of (IRS Employer
incorporation or organization Identification No.)
One Penn Plaza, Suite 1612, New York, NY 10119
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(Address of principal executive offices) (Zip Code)
(212) 994-5374
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(Registrant's telephone number including area code)
535 West 34th Street, Suite 203, New York, NY 10001
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(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))
ITEM 2.01 COMPLETION OF DISPOSITION OF ASSETS
On July 1, 2006, GreenShift transferred to its subsidiary, Veridium Corporation,
100% of the outstanding capital stock of GS EnviroServices, Inc. (f/k/a
GreenWorks Corporation) and 100% of the outstanding capital stock of GS
CleanTech Ventures, Inc.
GS EnviroServices, Inc. owns an environmental engineering business called
Enviro-Sciences (of Delaware) Corporation. GS CleanTech Ventures holds equity
stakes in General Hydrogen Corporation, General Ultrasonics Corporation, Ovation
Products Corporation, and Aerogel Composite, Inc.
In exchange for the shares in GS EnviroServices and GS CleanTech Ventures,
Veridium assumed GreenShift's obligations under certain debentures in the
principal amount of $1,900,000. Veridium has also agreed to amend the Series D
Preferred Stock now held by GreenShift to increase the portion of Veridium's
equity represented by the Series D shares from 70% to 80%.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
Exhibits:
10-a Share Purchase Agreement dated May 25, 2006 between GreenShift Corporation
and Veridium Corporation - filed as an exhibit to the Current Report on Form 8-K
dated May 24, 2006 that was filed on June 1, 2006, and incorporated herein by
reference.
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.
GREENSHIFT CORPORATION
/S/ Kevin Kreisler
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KEVIN KREISLER
Chief Executive Officer
Date: July 7, 2006