- Current report filing (8-K)
February 10 2009 - 4:16PM
Edgar (US Regulatory)
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
February 5, 2009
Date of Report (Date of earliest event reported)
BASIN WATER, INC.
(Exact name of Registrant as specified in its charter)
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Delaware
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000-51991
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20-4736881
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification Number)
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9302 Pittsburgh Avenue, Suite 210
Rancho Cucamonga, CA
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91730
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(Address of principal executive offices)
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(Zip Code)
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(909) 481-6800
Registrants telephone number, including area code
N/A
(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 (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01
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Entry into a Material Definitive Agreement.
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On February 5,
2009, Basin Water, Inc. (the Company), BionBasin, Inc. (Bion), Opus Trust, Inc. (Opus Trust) and Martin A. Benowitz, individually and as Trustee of the Martin A. Benowitz Qualified Profit Sharing Plan
(Benowitz), entered into a Settlement Agreement and Mutual General Release (the Settlement Agreement) to settle, among other things, certain claims related to (a) ion exchange units previously sold to Opus Trust by Bion,
including a unit that was damaged by an uninsured motorist, (b) Benowitz acquisition and sale of the Companys common stock and (c) Opus Trusts acquisition of Bion common stock (the Dispute).
Pursuant to the terms of the Settlement Agreement, (a) the Company paid $125,000 to Opus Trust and transferred to Opus Trust 150,000 shares of Empire Water
Corporation common stock owned by Basin Water Resources, Inc., a wholly-owned subsidiary of the Company, (b) Opus Trust transferred to the Company all shares of Bion common stock (500,000 shares) held by Opus Trust and title to the ion exchange
units previously sold to Opus Trust, (c) Opus Trust and Benowitz released the Company and Bion from any and all claims and actions arising from the Dispute, (d) the Company and Bion released Opus Trust and Benowitz from any and all claims
and actions arising from the Dispute and (e) the parties agreed not to make negative references to the character or business reputation of the parties to the Settlement Agreement.
The foregoing description of the Settlement Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Settlement Agreement, which is filed as Exhibit 10.40 to
this report, and incorporated herein by reference.
Item 9.01
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Financial Statements and Exhibits.
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(d) The
following exhibits are furnished herewith:
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Exhibit No.
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Document
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10.40
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Settlement Agreement and Mutual General Release, effective as of February 5, 2009, by and among Basin Water, Inc., BionBasin, Inc., Opus Trust, Inc. and Martin A Benowitz, individually and as
Trustee of the Martin A. Benowitz Qualified Profit Sharing Plan
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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.
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BASIN WATER, INC.
(Registrant)
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Date: February 10, 2009
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BY:
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/s/ W. Christopher Chisholm
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W. Christopher Chisholm
Vice President and Chief
Financial Officer
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