altair_8k-121509.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): December 15,
2009
Altair Nanotechnologies
Inc.
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(Exact
Name of Registrant as Specified in its
Charter)
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Canada
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1-12497
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33-1084375
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(State
or other jurisdiction of
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(Commission
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(IRS
Employer
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incorporation
or organization)
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File
Number)
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Identification
No.)
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204
Edison Way
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Reno, NV
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89502
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's
Telephone Number, Including Area Code:
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(775)
856-2500
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N/A
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(Former
name, former address, and formal fiscal year, if changed since last
report)
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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):
o
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Written communications pursuant
to Rule 425 under the Securities Act (17
CFR 230.425)
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o
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Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
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o
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Pre-commencement communications pursuant
to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
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o
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Pre-commencement communications pursuant
to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)
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Item
5.02 Departure of Directors of Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangement of Certain
Officers.
Resignation of Iqbal Al
Yousuf as Director. On December 15, 2009, Altair Nanotechnologies Inc.
(the “Company”) received a copy of a letter from Iqbal Al Yousuf resigning as a
director of the Company. In connection with his service as a
director of the Company, Mr. Al Yousuf was a member of the
Company’s Compensation, Corporate Governance and Nominations
Committee (the “Compensation Committee”). Mr. Al Yousuf’s resignation
was effective as of the appointment, at the request of Al Yousuf, LLC, of
Alexander Lee as his successor, which occurred on December 17,
2009.
Appointment of Alexander Lee
Resignation of Iqbal Al Yousuf as Director. On December 17, 2009, the
Board of Directors of the Company appointed Alexander Lee as a director of the
Company and as a member of the Company’s Compensation, Corporate Governance and
Nominations Committee.
Mr. Lee,
age 43, is the Managing Director of Al Yousuf, LLC, a Dubai-based company that
operates a range of businesses in the electronics, IT, transportation and real
estate sectors. Mr. Lee joined Al Yousuf, LLC as a Managing Director in December
2009. From September 2009 to October 2009, Mr. Lee was President and Chief
Operating Officer of Phoenix Cars, LLC, an Al Yousuf, LLC entity
that in September 2009 acquired assets from Phoenix MC, Inc., a
developer of electric vehicles which filed for Chapter 11 bankruptcy in April
2009. From February 2009 to August 2009, Mr. Lee was the President
and Chief Operating Officer of Phoenix MC, Inc. Mr. Lee joined Phoenix MC, Inc.
in January 2008 as its Executive Vice President, and he served as its Executive
Vice President and Chief Operating Officer from March 2008 to February 2009.
Prior to Phoenix MC, Inc., Mr. Lee worked at Rapiscan Systems, a developer,
manufacturer and distributor of x-ray, gamma-ray and computed tomography
products. Mr. Lee was Vice President of Strategic Planning at Rapiscan from
February 2006 to December 2007. Mr. Lee joined Rapiscan as the head of its
government contracts and proposals group in October 2003. Mr. Lee earned an A.B.
degree from Brown University and a J.D. degree from the King Hall School of Law
at University of California Davis.
Arrangements Related to
Appointment. Mr. Lee was appointed to the Board of Directors pursuant to
a covenant in the Stock Purchase and Settlement Agreement dated as of September
30, 2008 (the “Agreement”) with Al Yousuf, LLC. Pursuant to the
covenant, the Board of Directors of the Company is required, except where legal
or fiduciary duties would require otherwise, to appoint two persons to the Board
of Directors (with one to sit on the Compensation Committee) at the request of
Al Yousuf, LLC. In connection with the resignation of Iqbal Al
Yousuf, Al Yousuf, LLC requested the appointment of Alexander Lee to the Board
of Directors and the Compensation Committee.
Recent Transactions with Al
Yousuf, LLC and Affiliates. Mr. Lee serves as Managing
Director of Al Yousuf, LLC. On November 29, 2007, the Company entered
into a Purchase Agreement with Al Yousuf, LLC relating to the purchase by Al
Yousuf, LLC of 11,428,572 common shares of the Company at a purchase price of
$3.50 per share, for an aggregate purchase price of $40
million. Pursuant to the Agreement, on October 14, 2008, the
Company sold to Al Yousuf, LLC 5,882,353 common shares at a purchase price of
$1.70 per share. In addition, on October 6, 2008, pursuant to the
Agreement, the Company issued to Al Yousuf, LLC 2,117,647 common shares in
exchange for a release by Al Yousuf, LLC of all potential claims arising from
design concerns related to battery packs delivered to Phoenix Motorcars, Inc. in
2007, the Company’s related offer of a warranty replacement and inventory
write-off and any other known claims existing as of the date of the
Agreement.
Director
Compensation. In connection with his service, Mr. Lee will be entitled to
standard board compensation for non-managment directors. Currently,
standard cash compensation is $6,250 per quarter, plus $1,000 per quarter for
each of standing committees on which a director serves. In addition, as a
director, Mr. Lee is eligible to receive awards under the Company’s stock
incentive plan.
SIGNATURES
Pursuant to the requirements of the
Securities Exchange of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.
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Altair
Nanotechnologies Inc.
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Dated: December
21, 2009
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By
/s/ John
Fallini
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John
Fallini, Chief Financial Officer
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