SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of
The
Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported)
September 9, 2008
General
Environmental Management, Inc.
(Exact name of registrant as specified in its charter)
NEVADA
(State or other
jurisdiction
of
incorporation)
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33-55254-38
(Commission
File
Number)
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87-0485313
(IRS Employer
Identification
No.)
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3191
TEMPLE AVENUE, SUITE 250 POMONA, CALIFORNIA,
91768
(Address
of principal executive offices)
(Zip
Code)
909-444-9500
(Registrant’s 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:
[ ]
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))
Explanatory
Note
This
Current Report on
Form 8-K/A amends Item 9.01 of
the Current Report on Form 8-K filed with the Securities and Exchange
Commission on September 24, 2008 (the "Form
8-K"), regarding required financial statements of the
business acquired and pro forma financial statements required by Article 11 of
Regulation S-X.
The
Form 8-K is hereby amended to insert those items as set forth
herein.
Item
1.01 Entry into a Material Definitive Agreement
On August
31, 2008, the General Environmental Management, Inc. (the “Company”) entered
into a Stock Purchase Agreement ("Agreement") with Island
Environmental Services, Inc. (a California corporation) of Pomona, California
("Island"), a privately held company, pursuant to which the Company acquired all
of the issued and outstanding common stock of Island, a California-based
provider of hazardous and non-hazardous waste removal and remediation services
to a variety of private and public sector establishments. In
consideration of the acquisition of the issued and outstanding common stock of
Island, the Company paid $2.25 million in cash to the stockholders of Island and
issued $1.25 million in three year promissory notes.
As a
result of the Agreement, Island became a wholly-owned subsidiary of the
Company.
Item
9.01 Financial Statements and Exhibits.
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Exhibit
Number
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Descriptions
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10.39
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Financial
Statements and Auditor’s Report for Island Environmental Services, Inc.
for the Year Ended December 31, 2007 and the eight months ended August 31,
2008 and 2007 (Unaudited)
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10.40
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Pro
Forma unaudited Financial Statements
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Unaudited
Pro Forma Condensed Combined Balance Sheet as of August 31, 2008
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Unaudited
Pro Forma Condensed Combined Statements of Operations as of August 31,
2008
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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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GENERAL
ENVIRONMENTAL MANAGEMENT, INC.
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By:
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/s/ Brett
M. Clark
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Brett
M. Clark
Chief
Financial Officer
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