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GEVI.OB > SEC Filings for GEVI.OB > Form 8-K on 24-Sep-2008All Recent SEC Filings

Show all filings for GENERAL ENVIRONMENTAL MANAGEMENT, INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for GENERAL ENVIRONMENTAL MANAGEMENT, INC


24-Sep-2008

Entry into a Material Definitive Agreement, Completion of A


Item 1.01 Entry into a Material Definitive Agreement

On August 31, 2008, the General Environmental Management, Inc. (the "Company") entered into a Stock Purchase Agreement ("Agreement") with Island Environmental Services, Inc. (a California corporation) of Pomona, California ("Island"), a privately held company, pursuant to which the Company acquired all of the issued and outstanding common stock of Island, a California-based provider of hazardous and non-hazardous waste removal and remediation services to a variety of private and public sector establishments. In consideration of the acquisition of the issued and outstanding common stock of Island, the Company paid $2.25 million in cash to the stockholders of Island and issued $1.25 million in three year promissory notes ("Notes"). Other consideration is payable based on the performance of the acquired entity. The Notes bear interest at 8%, payable quarterly, and the entire principal is due 36 months after closing.

As a result of the Agreement, Island is now a wholly-owned subsidiary of the Company.



Item 2.01 Completion of Acquisition or Disposition of Assets

On August 31, 2008, the Company entered into a Stock Purchase Agreement ("Agreement") with Island Environmental Services, Inc. (a California corporation) of Pomona, California ("Island"), a privately held company, pursuant to which the Company acquired all of the issued and outstanding common stock of Island, a California-based provider of hazardous and non-hazardous waste removal and remediation services to a variety of private and public sector establishments. In consideration of the acquisition of the issued and outstanding common stock of Island, the Company paid $2.25 million in cash to the stockholders of Island and issued $1.25 million in three year promissory notes ("Notes"). Other consideration is payable based on the performance of the acquired entity. The Notes bear interest at 8%, payable quarterly, and the entire principal is due 36 months after closing.

As a result of the Agreement, Island is now a wholly-owned subsidiary of the Company.



Item 9.01 Financial Statements and Exhibits

Financial statements of Island are not included with this initial report. Any required financial statements of the business acquired, or pro forma financial statements required by Article 11 of Regulation S-X, will be filed in a subsequent report within 51 days of the date of this initial report.

Attached to this report is the Stock Purchase Agreement and the press release issued by the Company announcing the completion of the acquisition.

           Exhibit No.   Description
           10.29         Stock Purchase Agreement Dated August 31, 2008
           99            Press Release dated September 4, 2008


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