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): June 29, 2006
ADVANCED MATERIALS GROUP, INC.
(Exact name of registrant as specified in its charter)
NEVADA 0-16401 33-0215295
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3303 LEE PARKWAY, SUITE 105, DALLAS, TEXAS 75219
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (682) 605-1000
NOT APPLICABLE.
(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 (see General Instruction A.2. below):
[ ] 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))
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ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On June 29, 2006, Advanced Materials Group, Inc. (the "Company") issued the news
release attached hereto as Exhibit 99.1 reporting certain financial results of
the Company for 2005 (the "Earnings Release").
ITEM 7.01. REGULATION FD DISCLOSURE
The Earnings Release also contains a discussion of the Company's plans with
respect to the bringing its periodic filings up to date.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit.
EXHIBIT DESCRIPTION
- ----------- ------------------------------------------------------------------
99.1 News release reporting Financial Results for the Year ended
December 31, 2005, issued by Advanced Materials Group, Inc. on
June 29, 2006.
All of the information furnished in Items 2.02, 7.01 and 9.01 of this report and
the accompanying appendix and exhibit shall not be deemed to be "filed" for the
purposes of Section 18 of the Securities and Exchange Act of 1934, as amended,
and shall not be incorporated by reference in any filing under the Securities
Act of 1933, as amended.
CAUTIONARY NOTICE
Statements in this release which are purely historical facts or which
necessarily depend upon future events, including statements about forecasted
financial performance or other statements about anticipations, beliefs,
expectations, hopes, intentions or strategies for the future, may be
forward-looking statements within the meaning of Section 21E of the Securities
Exchange Act of 1934, as amended. Readers are cautioned not to place undue
reliance on forward-looking statements. All forward-looking statements are based
upon information available to Advanced Materials Group, Inc. on the date this
report was submitted. Advanced Materials Group, Inc. undertakes no obligation to
publicly update or revise any forward-looking statements, whether as a result of
new information, future events or otherwise. Any forward-looking statements
involve risks and uncertainties that could cause actual events or results to
differ materially from the events or results described in the forward-looking
statements. Advanced Materials Group, Inc. may not succeed in addressing these
and other risks. Further information regarding factors that could affect our
financial and other results can be found in the risk factors section of Advanced
Materials Group, Inc.'s most recent filing of Form 10-K with the Securities and
Exchange Commission.
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SIGNATURE
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.
Date: July 6, 2006 ADVANCED MATERIALS GROUP, INC.
By: /s/ WILLIAM G. MORTENSEN
-------------------------------------
William G. Mortensen
President and Chief Financial Officer
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