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):
September
9, 2008 (September 4, 2008)
General Environmental
Management, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
Nevada
(State of
Other Jurisdiction of Incorporation)
|
33-55254-38
(Commission
File Number)
|
87-0485313
(IRS
Employer Identification No.)
|
3191 Temple Avenue, Suite
250 Pomona, California 91768
(Address
of Principal Executive Offices) (Zip Code)
(909)
444-9500
(Registrant's
Telephone Number, Including Zip Code)
__________________________________________
(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:
[ ]
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 communication pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
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 |
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.
| |
General Environmental
Management, Inc |
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Date: September
24, 2008
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By:
|
Timothy
Koziol |
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Timothy
Koziol
Chief Executive Officer
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