Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
AGWS.OB > SEC Filings for AGWS.OB > Form 8-K on 7-Jul-2009All Recent SEC Filings

Show all filings for ADVANCED GROWING SYSTEMS, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for ADVANCED GROWING SYSTEMS, INC.


7-Jul-2009

Entry into a Material Definitive Agreement


Item 1.01 Entry into a Material Definitive Agreement.

On July 1, 2009, Advanced Growing Systems, Inc. ("we," "Advanced Growing" or the "Company") entered into a binding letter of intent (the "Letter of Intent") with enVentive Solutions, Inc., a Delaware corporation ("enVentive"). Pursuant to the Letter of Intent, enVentive and the Company will commence the negotiation and preparation of a definitive share purchase agreement (the "Definitive Agreement") whereby the Company will receive 100% of the issued and outstanding shares of enVentive in exchange for common stock of the Company representing approximately 85% of the outstanding shares of common stock on a fully diluted basis (the "Transaction") on or before September 1, 2009. Pursuant to the Letter of Intent, enVentive will become a wholly-owned subsidiary of the Company. In addition, an additional 7.5% earn-out provision will be available for the shareholders of the Company over a 24 month period.

Enventive Solutions, Inc., formerly Venture Chemicals, Inc., was founded in 1977 as a specialty chemical manufacturer for products used in a variety of industrial markets. Enventive holds over 190 worldwide patents and employs over 100 people with a long history of profitable growth. Enventive has also been working as the engineer in reconstructing the manufacturing processes for Organic Growing Systems, Inc., a subsidiary of Advanced Growing, to increase the production capacity to over 200 tons per day. Enventive is also heavily involved in the production of the Organisan II-YS product, which is an adjuvant used in the agricultural marketplace to assist plants in the uptake of nutrients.

The foregoing description of the Letter of Intent and the Transaction is qualified in its entirety by reference to the Letter of Intent attached as Exhibit 10.1 hereto.

Item 9.01.  Exhibits.

Exhibit  Description
Number

  10.1   Letter of Intent between the Company and enVentive Solutions, Inc.,
         effective July 1, 2009.


  Add AGWS.OB to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for AGWS.OB - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2009 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.