f8_kaltogroup.htm



 
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):  March 15, 2010


ALTO GROUP HOLDINGS, INC.
(Exact  Name of Registrant as Specified in Charter)



Nevada
000-53592
27-0686507
(State of Other Jurisdiction
(Commission File
(IRS Employer
Of Incorporation)
Number)
Identification No.)

110 Wall Street, 11th Floor
New York, New York
 
10005
(Address of Principal Executive Offices)
(Zip Code)

Registrant’s telephone number, including area code:  (212) 709-8036


 (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

[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act

[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
 
 
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act



 
 

 

Item 1.02 Termination of a Material Definitive Agreement
 
       On March 15, 2010, Alto Group Holdings, Inc. (the “Company”) received notice that its joint venture agreement with Castle Peak Mining Ltd. (“Castle Peak”) had been terminated.  The agreement with Castle Peak concerned certain mining concessions in Ghana, West Africa and contained various obligations of the Company to provide phased financing for exploration and development of these concessions.  The joint venture agreement also provided for the issuance of 322,000 restricted shares of common stock.  As of March 15, 2010, these shares had not been issued.  Finally, the joint venture agreement was to be approved by the Ghana Government Minerals Commission, which had not yet occurred.




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.

Alto Group Holdings, Inc.

By:  /s/ Mark Klok
Date:  March 16, 2010                                                                           _____________________________________________
Mark Klok
Chief Executive Officer