Apogee Technology Inc - Current report filing (8-K)
15 December 2007 - 8:16AM
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
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
December 11
, 2007
APOGEE TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
Delaware
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001-10456
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04-3005815
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(State or other jurisdiction of
incorporation or organization)
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(Commission
File Number)
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(IRS employer
identification no.)
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129 Morgan Drive
Norwood,
Massachusetts 02062
(781)
551-9450
(Address, including
zip code, and telephone number, including area code,
of registrants principal executive offices)
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
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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))
ITEM 1.01
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ENTRY
INTO A MATERIAL DEFINITIVE AGREEMENT.
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On December 11,
2007, Apogee Technology, Inc. ( Apogee) received $400,000 in proceeds
from the sale of two promissory notes.
Herbert M. Stein, the Chairman and Chief Executive Officer of Apogee,
and David Spiegel, a greater than 5% beneficial owner of Apogee, loaned the
Company $250,000 and $150,000, respectively, pursuant to the promissory notes
attached hereto. The promissory notes
bear simple interest of 8% per year and are to be repaid in cash after 90 days.
The promissory
notes are attached hereto as exhibit 10.1 and exhibit 10.2, and are incorporated
herein by reference.
ITEM 2.03
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CREATION
OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET
ARRANGEMENT OF THE REGISTRANT.
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The information required by this Item 2.03 is set forth in Item 1.01
above, which is incorporated herein by reference.
ITEM
9.01
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FINANCIAL
STATEMENTS AND EXHIBITS.
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(d) Exhibits
Exhibit
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Number
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Description
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10.1
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Promissory Note dated
as of December 11, 2007 by and between Apogee
Technology, Inc. and Herbert M.
Stein
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10.2
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Promissory Note dated as
of December 11, 2007 by and between Apogee
Technology, Inc. and David Spiegel
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2
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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APOGEE
TECHNOLOGY, INC.
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Dated:
December 14, 2007
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By:
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/s/ Herbert M. Stein
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Herbert M. Stein
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President, Chief
Executive Officer and Chairman of the Board
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2
EXHIBIT INDEX
Exhibit
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Number
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Description
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10.1
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Promissory Note dated
as of December 11, 2007 by and between Apogee
Technology, Inc. and Herbert M.
Stein
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10.2
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Promissory Note dated
as of December 11, 2007 by and between Apogee
Technology, Inc. and David Spiegel
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3
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