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.: 0-50469
Date of Report: March 2, 2009
GREENSHIFT CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 59-3764931
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(State of other jurisdiction of (IRS Employer
incorporation or organization Identification No.)
One Penn Plaza, Suite 1612, New York, NY 10019
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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)
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 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT
On December 11, 2008, GreenShift Corporation entered into a Membership Interest
Purchase and Equity Capital Contribution Agreement (the "ECCA Agreement"). The
other parties to the ECCA Agreement include:
>> GS COES (Adrian I), LLC ("GS Adrian"), a newly formed GreenShift
subsidiary;
>> Biofuel Industries Group, LLC ("BIG"), a Michigan limited liability company
that was purchased by GreenShift in 2008;
>> GS (NextDiesel I), LLC ("GS NextDiesel"), a newly formed GreenShift
subsidiary; and,
>> CleanBioenergy Partners, LLC, a Delaware limited liability company
("CleanBioenergy"), a newly formed joint venture company owned by two
members: one is a subsidiary of GE Energy Financial Services, a unit of
General Electric Company, and the other member is a subsidiary of YA Global
Investments, L.P., a private investment firm managed by Yorkville Advisors,
LLC.
The ECCA Agreement was amended effective January 31, 2009 to extend the time for
closing under the ECCA Agreement to March 2, 2009. The ECCA Agreement was the
subject of a Current Report on 8-K filed by GreenShift on December 16, 2008, and
the amendment to the ECCA Agreement was the subject of a Current Report on 8-K
filed by GreenShift on February 3, 2009. Although the Company is otherwise in
compliance with the ECCA Agreement, the ECCA Agreement is terminated.
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.
Dated: March 6, 2009 GREENSHIFT CORPORATION
By:/s/ Kevin Kreisler
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Kevin Kreisler
Chief Executive Officer