UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): August 7, 2018

 

Plastic2Oil, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada   000-52444   90-0822950
(State or other jurisdiction of
incorporation or organization)
  (Commission
File Number)
  IRS Employer
Identification No.)

 

20 Iroquois Street
Niagara Falls, NY
  14303
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (716) 278-0015

 

NA

(Former name or former address, if changed since the 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 communication 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))

 

 

 

 
 

 

FORWARD LOOKING STATEMENTS

 

This Current Report on Form 8-K contains forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. By their nature, forward-looking statements and forecasts involve risks and uncertainties because they relate to events and depend on circumstances that will occur in the near future. Forward-looking statements speak only as of the date they are made, are based on various underlying assumptions and current expectations about the future. We caution readers that any forward-looking statements are not guarantees of future performance and that actual results could differ materially from those contained or implied in the forward-looking statements. Such forward-looking statements include, but are not limited to, statements about the terms and conditions of the agreement described herein. In some cases, you may identify forward-looking statements by words such as “may,” “should,” “plan,” “intend,” “potential,” “continue,” “believe,” “expect,” “predict,” “anticipate” and “estimate,” the negative of these words or other comparable words. These statements are only predictions. One should not place undue reliance on these forward-looking statements. The forward-looking statements are qualified by their terms and/or important factors, many of which are outside the Company’s control, involve a number of risks, uncertainties and other factors that could cause actual results and events to differ materially from the statements made. The forward-looking statements are based on the Company’s beliefs, assumptions and expectations about the Company’s future performance and the future performance of the entity being acquired, taking into account information currently available to the Company. These beliefs, assumptions and expectations can change as a result of many possible events or factors, including those events and factors described in the Company’s Annual and Quarterly Reports filed with the SEC, not all of which are known to the Company. The Company will update this forward-looking information only to the extent required under applicable securities laws. Neither the Company nor any other person assumes responsibility for the accuracy or completeness of these forward-looking statements.

 

Section 1 – Registrant’s Business and Operations

 

Item 1.01 Entry into a Material Definitive Agreement.

 

On August 6, 2018, Plastic2Oil, Inc. (the “Company”) executed a Second Amendment to Master Agreement (the “Second Amendment”) with Veridisyn Technologies, LLC (the “Customer”). The Second Amendment further amends that certain Master Agreement, dated December 21, 2017, by and between the Company and the Customer (as amended, the “Master Agreement”) by extending the date by which the Customer must submit purchase orders for the first two processors from within 240 days of executing the Master Agreement to within 330 days of such execution. In addition, certain related time periods in the Master Agreement were extended accordingly.

 

The foregoing description of the Amendment is only a summary and is qualified in its entirety by the complete text of the Second Amendment, a copy of which is filed herewith as Exhibit 10.1.

 

Section 9 - Financial Statements and Exhibits

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits. The exhibits required by this item are listed on the Exhibit Index hereto.

 

 
 

 

SIGNATURE

 

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.

 

  Plastic2Oil, Inc.
     
Dated: August 7, 2018 By: /s/ Richard Heddle
    Richard Heddle
    President, Chief Executive Officer,
    and Director

 

 
 

 

EXHIBIT INDEX

 

Exhibit No.   Description
10.1   Second Amendment to Master Agreement, effective August 18, 2018, by and between the Company and Veridisyn Technologies, LLC.

 

 
 

 

 

Second Amendment to Master Agreement

 

This Second Amendment to Master Agreement is made and entered into by and between Veridisyn Technologies, LLC and Plastic2Oil, Inc. (jointly, “Partners”), effective August 18, 2018.

 

WHEREAS, on or about December 21, 2017, Partners entered into a Master Agreement;

 

WHEREAS, on or about April 26, 2018, Partners executed an Amendment to the Master Agreement, effective as of April 20, 2018, amending the Master Agreement in certain respects; and,

 

WHEREAS, Partners desire to further amend certain provisions of the Master Agreement;

 

NOW THEREFORE, Partners hereby agree as follows:

 

  1. The first sentence of Section 2.3 of the Master Agreement, as amended, currently reads as follows: “Notwithstanding anything herein to the contrary, Customer agrees to purchase at least six (6) Processors over the first three years of the Term and at least two (2) Processors shall be ordered by Customer within two hundred forty (240) calendar days of the Effective Date as part of the Initial Order as defined and set forth in Section 7.2.” That sentence in Section 2.3 is further amended to read as follows: “Notwithstanding anything herein to the contrary, Customer agrees to purchase at least six (6) Processors over the first three years of the Term and at least two (2) Processors shall be ordered by Customer within three hundred thirty (330) calendar days of the Effective Date as part of the Initial Order as defined and set forth in Section 7.2.”
     
  2. The first phrase of Section 7.5 of the Master Agreement, as amended, currently reads as follows: “Commencing with August 1, 2018 and continuing on the anniversary of such date throughout the Term, . . .” That phrase in Section 7.5 is amended to read as follows: “Commencing with November 1, 2018 and continuing on the anniversary of such date throughout the Term, . . .”
     
  3. The final sentence of Section 7.5 of the Master Agreement currently reads as follows: “Such percentage change in the Index shall be applied to the Price, including application to the Initial Order Price to calculate the Subsequent Order Price, for Purchase Orders and Services dated from such August 1st date to July 31st of the following calendar year.” That sentence in Section 7.5 is amended to read as follows: “Such percentage change in the Index shall be applied to the Price, including application to the Initial Order Price to calculate the Subsequent Order Price, for Purchase Orders and Services dated from such November 1st date to October 31st of the following calendar year.”

 

 
 

 

All other terms and conditions of the Master Agreement, as amended effective April 20,2018, are unchanged and of full force and effect as written.

 

  Veridisyn Technologies, LLC Plastic2Oil, Inc.
  Robin Curtis Richard Heddle
  Managing Partner CEO/President
  2285 Sweetwater Industrial Blvd. 20 Iroquois St.
  Lithia Springs, Ga. 30122 Niagara Falls, NY 14303
  +1 (205) 242 – 3963 1 (716) 278 - 0015
  r.curtis@genagain.com rheddle@jbi.net