Unassociated Document
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
2, 2007
EESTech,
Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-32863
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33-0322627
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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23011
Moulton Parkway, Suite A-10
Laguna
Hills, CA 92653
(Address
of principal executive offices) (Zip Code)
Registrant's
telephone number, including area code: (949)
380-4033
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of registrant under any of the following
provisions:
o Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12(b) under the Exchange Act (17
CFR
240.14a-12(b))
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR
240.14d-2(b))
o 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
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Departure
of Directors or Principal Officers; Election of Directors; Appointment
of
Principal Officers; Compensatory Arrangements of Certain
Officers.
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The
ACC Agreement
On
May 2,
2007, EESTech, Inc. (the “Corporation”) and Australia Corporation Consulting
Pty. Ltd. (“ACC”) entered into a Consultancy Agreement (the “ACC Agreement”),
whereby the Corporation and ACC agreed that ACC would serve as a business
consultant to the Corporation, and provide an individual to serve as the Chief
Financial Officer of the Corporation, in exchange for certain remuneration
as
described below. A copy of the ACC Agreement is attached as an exhibit hereto,
and is incorporated herein by reference.
Pursuant
to the terms of the ACC Agreement, the Corporation and ACC agreed that Ian
Hutcheson, currently the Corporation’s company secretary and the sole director
of ACC, would be appointed as the Chief Financial Officer of the Corporation
with such appointment to be effective as of January 1, 2007. As a result of
such
appointment, Murray James Bailey resigned from the position of Chief Financial
Officer effective as of January 1, 2007.
Mr.
Hutcheson is the sole director of ACC. ACC was formed in 1999, and Mr. Hutcheson
has provided technology consulting services to a variety of companies through
ACC. For the past eight years, Mr. Hutcheson has been an independent director
of
Bassett Barks Pty Ltd., a privately held company engaged in the horticultural
industry. In addition to his position with Bassett Barks and his work with
ACC,
Mr. Hutcheson serves as a visiting lecturer on Entrepreneurial Finance and
Business Planning at Griffith University and the University of
Queensland.
The
ACC
Agreement provides that ACC shall remain a consultant to and provide a Chief
Financial Officer for the Corporation through December 31, 2012 (the “ACC
Initial Term”). ACC has the option to extend the ACC Agreement for an additional
five-year period commencing on January 1, 2013 and ending on December 31, 2017.
ACC may terminate the ACC Agreement on four weeks’ notice. The Corporation may
terminate the ACC Agreement without notice upon the occurrence of one of a
limited number of circumstances.
In
exchange for providing the Corporation consulting services and a Chief Financial
Officer, ACC shall receive a base compensation from the Corporation of Two
Hundred Fifty Thousand United States Dollars ($250,000) per annum, paid in
monthly installments. In addition to such monetary compensation, the Corporation
has agreed to issue ACC One Hundred Fifty Thousand (150,000) shares of common
stock of the Corporation per annum. The Corporation has also agreed to grant
ACC
an additional One Million (1,000,000) shares of common stock of the Corporation
upon the successful increase in the number of authorized shares of common stock
of the Corporation and the registration with the Securities and Exchange
Commission (the “SEC”) of such shares. Finally, the Corporation has agreed that
ACC shall be considered an employee of the Corporation for purposes of
participating in any employee stock option plan that has been or may be adopted
by the Corporation.
As
ACC’s
sole director, the Corporation expects that Mr. Hutcheson will receive all
of
his compensation from ACC, and will not be paid directly by the
Corporation.
The
Bailey Agreement
On
May 2,
2007, the Corporation and Murray James Bailey entered into a Consultancy
Agreement (the “Bailey Agreement”) whereby the Corporation and Mr. Bailey agreed
that Mr. Bailey would serve as a consultant to and the president of the
Corporation, in exchange for certain remuneration as described below. In
addition to such positions, Mr. Bailey will continue to serve as the
Corporation’s Chief Executive Officer. A copy of the Bailey Agreement is
attached as an exhibit hereto, and is incorporated herein by
reference.
Mr.
Bailey has served as the Chief Executive Officer of the Corporation since July
7, 2006, and has been a director of the Corporation since July 3, 2006. Mr.
Bailey has been involved with the Corporation’s product development for the past
five years, and has also during that time provided the Corporation’s management
with commercial advice about the Corporation’s market opportunities and product
initiatives.
The
Bailey Agreement provides that Bailey shall remain a consultant to and president
of the Corporation through December 31, 2012 (the “Bailey Initial Term”). Mr.
Bailey has the option to extend the Bailey Agreement for an additional five-year
period commencing on January 1, 2013 and ending on December 31, 2017. Mr. Bailey
may terminate the Bailey Agreement on four weeks’ notice. The Corporation may
terminate the Bailey Agreement without notice upon the occurrence of one of
a
limited number of circumstances.
In
exchange for providing the Corporation consulting services and acting as the
Corporation’s president, Mr. Bailey shall receive a base compensation from the
Corporation of Three Hundred Fifty Thousand United States Dollars ($350,000)
per
annum, paid in monthly installments. In addition to such monetary compensation,
the Corporation has agreed to issue Mr. Bailey Two Hundred Fifty Thousand
(250,000) shares of common stock of the Corporation per annum. The Corporation
has also agreed to grant Mr. Bailey an additional Two Million Five Hundred
Thousand (2,500,000) shares of common stock of the Corporation upon the
successful increase in the number of authorized shares of common stock of the
Corporation and registration with the Securities and Exchange Commission (the
“SEC”) of such shares. Finally, the Corporation has agreed that Mr. Bailey shall
be considered an employee of the Corporation for purposes of participating
in
any employee stock option plan that has been or may be adopted by the
Corporation.
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Item
9.01
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Financial
Statements and Exhibits.
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Exhibit
No.
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Description
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10.1
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Consultancy
Agreement dated May 2, 2007 between the Corporation and Australia
Corporation Consulting Pty Ltd.
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10.2
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Consultancy
Agreement dated May 2, 2007 between the Corporation and Murray James
Bailey
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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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EESTech,
Inc.
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Date:
June 6, 2007
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By:
/s/ Murray
Bailey
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Name:
Murray Bailey
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Title:
Chief Executive Officer
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