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): July 25, 2006
UNITED ECOENERGY CORP.
(Exact Name of Registrant as Specified in Its Charter)
Nevada 814-00717 84-1517723
(State or Other Jurisdiction (Commission File Number) I.R.S. Employer
of Incorporation) Identification No.)
409 Brevard Avenue, Suite 7, Cocoa, Florida 32922
(Address of principal executive offices) (Zip Code)
(321)-433-1136
(Issuer's telephone number)
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):
[ ] 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))
SECTION 8 OTHER EVENTS
Item 8.01 Other Events.
On February 1, 2007, Registrant entered into a binding letter of intent to
acquire GEI Development, LLC and Solid Waste Properties, LLC, based in St.
Louis, Missouri, as portfolio investments of Registrant, a business
development company under the Investment Company Act of 1940. The binding
letter of intent is subject to due diligence by Registrant, for a period of 45
days, and to the satisfaction of other conditions to closing, including the
preparation and execution of a definitive acquisition agreement. Under the
terms of the letter of intent, Registrant will provide or arrange for
additional working capital funding for the two portfolio companies at closing,
and additional funding as needed thereafter. The original closing was
scheduled for March 31, 2007, but the parties have agreed to extend the due
diligence period until May 15, 2007 and the final closing date to May 31,
2007, in order to give the registrant time to complete due diligence for the
investment. The extension was made by letter agreement signed on March 24,
2007.
GEI Development, LLC is a Missouri limited liability company formed by an
experienced management team from the solid waste, liquid waste treatment,
energy production, chemical processing and alternative fuels industries.
Solid Waste Properties, LLC is a company whose business model is focused on
the acquisition of closed landfill sites in the US and then utilizing the
value of the landfill gas and lease payments, as well as carbon reduction
credits available from reducing the carbon emissions from the sites.
SECTION 9. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements.
----------------------
None.
(b) Exhibits.
None
This report on Form 8-K may contain forward-looking statements that
involve risks and uncertainties, as well as assumptions that, if they never
materialize or prove incorrect, could cause the results of the Company to
differ materially from those expressed or implied by such forward-looking
statements. All statements other than statements of historical fact are
statements that could be deemed forward-looking statements, including any
projections of revenue, expenses, earnings or losses from operations or
investments, or other financial items; any statements of the plans,
strategies and objectives of management for future operations; any
statements of expectation or belief; and any statements of assumptions
underlying any of the foregoing. The risks, uncertainties and assumptions
referred to above include risks that are described from time to time in our
Securities and Exchange Commission, or the SEC, reports filed before this
report.
We use words such as anticipates, believes, expects, future, intends and
similar expressions to identify forward-looking statements. Our actual
results could differ materially from those projected in the forward-looking
statements for any reason. We caution you that forward-looking statements of
this type are subject to uncertainties and risks, many of which cannot be
predicted or quantified.
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 duly authorized officer.
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 duly authorized officer.
Date: March 29, 2007
UNITED ECOENERGY CORP.
By /s/ William K. Mackey
--------------------------------
William K. Mackey
Chief Executive Officer