form8-k.htm
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
Date of Report (date of earliest event reported): May 21, 2009 (May
8, 2009)
Atlantic Wine Agencies,
Inc.
(Exact name of registrant as
specified in its charter)
Florida
333-63432
65-1102237
(State or Other
Jurisdiction
(Commission File
(I.R.S. Employer
of
Incorporation)
Number)
Identification No.)
Europa Place d'Armes, 750 Côte de Place
d'Armes
Suite 64, Montréal Qc H2Y 2X8
Canada
(Address
of principal executive offices)
(Zip code)
(917) 660-5755
(Registrant’s telephone number, including area code)
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
3.02 Unregistered Sales of
Equity Securities.
On May 8, 2009, we issued
1,000,000 shares of common stock to Andre L’Heureux as
consideration for his appointment as the Company’s President and Chief Operating
Officer.
On May 13, 2009, we issued:
• 1,000,000 shares of common stock to JMR Holdings, Inc. in
consideration for certain consulting services;
• 75,000 shares of common
stock to each of Jeffery Wollin, Steven A. Sanders and
William S. Rosenstadt in consideration for certain consulting services;
and
• 300,000 shares of common
stock to Elso Investment Corp.
We issued the shares under
an exemption provided by Section 4(2) of the Securities Act of
1933.
Item 5.02
Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers
On May 8, we appointed
Andre L’Heureux as our President and Chief Operating
Officer. As consideration for his appointment we provided Mr. L’Heureux
with 1,000,000 shares of our common stock.
Mr. L'Heureux has over 25 years of experience in the chemical and
biotechnological sector. He will be responsible for the planning, implementation
and production of our proposed first operating plastics and synthetic tire
depolymerization plants in Quebec, Canada. Previously, Mr. L'Heureux was
the President of Chemco Inc., a private chemical company for industrial water
treatment products. Mr. L'Heureux has been a researcher in the development of
polymer and biopolymer products. In 1984, he finished his studies as mechanical
technologist from Limoilou College. Mr. L'Heureux continued his studies in the
field of business administration at the University of
Quebec.
Item
8.01 Other
Events
We have begun to take the necessary steps to change our name to Novo
Energies Corporation and to effect a three-for-one forward stock split. We
cannot assure you that either of these corporate actions will ever take
effect. We announced some of these proposed corporate actions in a press
release of May 9, 2009 in which we also announced the appointment of Mr. Andre
L'Heureux as our new President and Chief Operations Officer.
Item 9.01
Financial Statements and
Exhibits
Exhibit 99.1 Press release dated May 9,
2009
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.
Atlantic Wine Agencies, Inc.
Date: May 20, 2009
By:
/s/ Antonio Treminio
Name: Antonio
Treminio
Title: Chief Executive Officer