8-K 1 aeei_8k-012009.txt 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) January 20, 2009 AMERICAN ENVIRONMENTAL ENERGY, INC. (Exact name of Registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation) 33-38119-C (Commission File Number) 41-1619632 (IRS Employer Identification Number) 650 Town Center Drive Suite 860 Costa Mesa, California 92626 (Address of principal executive offices) (866) 671-7571 (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 (See General Instruction A.2. below): [_] Written communications pursuant to Rule 425 under the Securities Act [_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act [_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act [_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act Item 1.01 Entry into a Material Definitive Agreement. On October 17, 2008, the Company entered into a Membership Interest Purchase Agreement (the "Membership Interest Purchase Agreement") with Equinox Carbon Equities, LLC, a Nevada limited liability company ("Equinox"), for the purchase of an eighty percent (80%) membership interest in Equinox, for a purchase price consisting of (i)$300,000.00 in cash and (ii) 900,000 shares of Series A Preferred Stock of the Company. The Company has been informed by Equinox and its members, William F. Barnwell, Greg Watkins and John C. Baile,that Equinox does not intend to honor the Membership Interest Purchase Agreement. Equinox has refused to return the $425,000 invested by the Company. The Company believes that it has performed all of its obligations under the Membership Interests Purchase Agreement and has demanded that Equinox perform. The Company intends to use every legal means available to enforce the agreement and obtain damages for Equinox's breach of its obligations. The Company has engaged legal counsel to commence litigation proceedings. The Company cannot predict any outcome at this early stage, but believes that its has very substantial claims to specifically enforce the agreement or obtain monetary damages. # # # 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. AMERICAN ENVIRONMENTAL ENERGY, INC. (Registrant) By: /s/ Brent A. Brewer ---------------------------------------------- Name: Brent A. Brewer Title: Chairman of the Board, President, Principal Executive Officer, Interim Principal Financial Officer, Principal Accounting Officer, Treasurer and Secretary Date: January 20, 2009
SEC Filings
854608 Corporate News
Change in Assets
Financial Exhibit April 2011
Event for Officers
Financial Exhibit
Other Events April 2011
Financial Exhibit
Other Events July 2010
Event for Officers
Financial Exhibit May 2009
Event for Officers
Financial Exhibit April 2009
Financial Exhibit March 2009
Event for Officers
Financial Exhibit March 2009
Financial Exhibit
New Agreement
Other Events October 2008
Change in Assets
Financial Exhibit
Financial Exhibit
April 2011
Event for Officers
Financial Exhibit
Other Events
Financial Exhibit
Other Events
April 2011
Financial Exhibit
Other Events
Other Events
July 2010
Event for Officers
Financial Exhibit
Financial Exhibit
May 2009
Event for Officers
Financial Exhibit
Financial Exhibit
April 2009
Financial Exhibit
March 2009
Event for Officers
Financial Exhibit
Financial Exhibit
March 2009
Financial Exhibit
New Agreement
Other Events
New Agreement
Other Events
October 2008
Last10K.com | 8-K Material Event Thu Jan 22 2009
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CIK: 854608Events:
Form Type: 8-K Corporate News
Accession Number: 0001019687-09-000262
Submitted to the SEC: Thu Jan 22 2009 9:37:54 AM EST
Accepted by the SEC: Thu Jan 22 2009
Period: Tuesday, January 20, 2009
Industry: Drilling Oil And Gas Wells
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