SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 4, 2015 (May 1, 2015)
(Exact name of registrant as specified in its charter)
or other jurisdiction
of incorporation or organization)
431 Fairway Drive, Suite 200, Deerfield Beach, FL 33441
(Address of principal executive offices) (Zip Code)
(Registrant’s telephone number, including area 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 communications 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 May 1, 2015, our wholly-owned subsidiary Nanofilm, Ltd. entered into an amendment to its Loan and Security Agreement with Mackinac Commercial Credit, LLC (“Mackinac”) to extend the outside maturity date to April 4, 2016 and to permit advances against an expanded borrowing base. The borrowing base was increased by $450,000 through October 31, 2015, with this amount reducing by $7,500 monthly thereafter. On the same day, we guaranteed Nanofilm’s obligations to Mackinac.
Item 7.01 Regulation FD Disclosure
On May 4, 2015, we issued a press release regarding the launch of our HALOTM product that is a surface fortifier, protectant and cleaner. A copy of that press release is attached as Exhibit 99.1 and is incorporated by reference.
The information contained in the press release attached hereto is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the ‘Exchange Act”), or otherwise subject to the liability of that Section and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
|99.1||PEN Inc. press release dated May 4, 2015|
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.
|Date: May 4, 2015||By:||/s/ Jeanne M. Rickert|
PEN Inc. launches surface protector, fortifier and cleaner product
aimed at creating safe and healthy living
HALO™ penetrates and fortifies surfaces using materials friendly to the environment
May 4, 2015 – Deerfield Beach, FL – PEN Inc. (OTCQB: PENC) (PEN) today announced the launch of HALO™, a first-of-its-kind everyday surface care product, a natural mineral protector and fortifier, and also a cleaner that works at the nanometer scale to help create a healthy surface. HALO is fast-acting, easy to apply, and creates a healthy surface by ridding surfaces of dust and dirt, fortifying hard surfaces with a blanket of continuing protection, and preventing accumulation of harmful debris and contaminants.
HALO addresses one of the most significant health problems in the history of mankind – the spread of germs and disease by contact. HALO penetrates and remains after each application without continual use of harsh cleaners. After use, HALO is persistent in fortifying the surface to help create a long-lasting safe and healthy environment. Unlike traditional harsh cleaners that are formulated with caustic or pesticide-based chemicals, HALO is made from safe, naturally-occurring ingredients that are friendly to the environment. HALO is pleasant-smelling, fast-acting, stain-free, pH neutral, non-corrosive and non-flammable. It does not expose users to harmful and potentially life-threatening chemicals.
“Our mission with HALO is to redefine what it means to fortify surfaces and protect public health,” said Scott E. Rickert, PEN’s Chairman, President and CEO. “With a HALO healthy surface, you feel confident touching a hotel check-in desk, sitting down at a restaurant table or letting your child pick up a toy at the daycare center. Not only is the surface fortified by HALO, but the ingredients are also safe for workers applying HALO. There are no harsh chemical residues to worry about.”
“HALO is the culmination of my 35 years of nanotechnology scientific research in the development of highly effective products and the scientific knowledge of Dr. Zvi Yaniv in working with a variety of materials at the molecular level,” added Dr. Rickert. “HALO is the first of many products that fit my vision for PEN to completely transform what it means to be friendly to the environment. The old world of harsh and dangerous chemicals will no longer be used for everyday activities. PEN will completely transform how we think of creating nanotechnology-based products that are friendly to the environment and to our health, resulting in products every citizen of the world can trust and rely on.”
HALO’s product testing programs are underway at a school, fitness center and restaurant, with additional sites planned. A global roll-out is expected to commence this year. Initial markets targeted for sales are: hospitality and tourism/theme parks, as well as educational and financial institutions. The global commercial and retail consumer market for cleaning products is in excess of $130 billion. Management believes it can capture a significant portion of the surface care segment by boosting the effectiveness of protection.
PEN already distributes products in over 45 countries and has direct and affiliated production facilities in the United States, India and Taiwan. PEN’s manufacturing facilities are prepared to begin immediate production. Plans for additional capacity through contract suppliers are in development. Global manufacturing of HALO can occur with minimal expenditure and training of workers.
About PEN Inc. (OTCQB: PENC)
PEN Inc. (PENC) is a global leader in developing, commercializing and marketing enhanced-performance products enabled by nanotechnology. The company focuses on innovative and advanced product solutions in safety, health and sustainability. For more information about PEN, visit www.pen-technology.com.
Safe Harbor Statement
This press release contains forward-looking statements that involve risks and uncertainties concerning our business, products, and financial results. Actual results may differ materially from the results predicted. More information about potential risk factors that could affect our business, products, and financial results are included in our annual report on Form 10-K for the fiscal year ended December 31, 2014, and in reports subsequently filed by us with the Securities and Exchange Commission (“SEC”). All documents are available through the SEC’s Electronic Data Gathering Analysis and Retrieval System (EDGAR) at www.sec.gov or from our website listed above. We hereby disclaim any obligation to publicly update the information provided above, including forward-looking statements, to reflect subsequent events or circumstances.