Armor Electric, Inc. (Other) (8-K)
September 27 2007 - 2:04PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): September 11, 2007
ARMOR ELECTRIC INC.
(Exact name of registrant as specified in charter)
FLORIDA 000-32249 65-0853784
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
201 LOMAS SANTA FE, SUITE #420, SOLANA BEACH, CA 92075
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(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code (858) 720-0123
(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 (17 CRF
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))
SECTION 2. FINANCIAL INFORMATION
ITEM 2.04 Triggering Events That Accelerate Or Increase a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet Arrangement
On September 11, 2007 the Company received a notice of default from
counsel for Jack Zemer, trustee of the Zemer Living Trust ("Zemer") and
Samuel Karp, trustee of the Kachay Defined Benefit Pension Plan ("Karp"),
relating to alleged defaults under Secured Convertible Debentures, dated
April 26, 2006, issued by the Company to Karp and Zemer, as well as an
alleged default under a Registration Rights Agreement among the Company,
Karp, Zemer and other holders of Convertible Debentures. The notice
alleges that the Company has defaulted under the Convertible Debentures
and the Registration Rights Agreement due to the failure of the Company to
cause a Registration Statement covering the securities issuable upon
conversion of the Convertible Debentures to become effective by the dates
specified therein. The notice purports to accelerate the indebtedness
represented by the Convertible Debentures, and seeks various penalties,
late fees and costs. The aggregate original principal amount of the two
Convertible Debentures was $222,795.08.
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.
ARMOR ELECTRIC INC.
Date: September 27, 2007 /s/ Merrill Moses
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Merrill Moses, President
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