-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OnbRPOI5iX3mRSgcy72e3LJQSms+9KFhFi1qQMAaZIXXCUD2Tnjngc664w3f5x2u 4FbylfgPJ7QWRYok8x3fFw== 0001181431-06-054709.txt : 20060926 0001181431-06-054709.hdr.sgml : 20060926 20060926163941 ACCESSION NUMBER: 0001181431-06-054709 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060922 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Other Events FILED AS OF DATE: 20060926 DATE AS OF CHANGE: 20060926 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN MOLD GUARD INC CENTRAL INDEX KEY: 0001344708 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION SPECIAL TRADE CONTRACTORS [1700] IRS NUMBER: 743077656 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32862 FILM NUMBER: 061109024 BUSINESS ADDRESS: STREET 1: 9272 JERONIMO ROAD STREET 2: SUITE 122 CITY: IRVINE STATE: CA ZIP: 92618 BUSINESS PHONE: 9494586653 MAIL ADDRESS: STREET 1: 9272 JERONIMO ROAD STREET 2: SUITE 122 CITY: IRVINE STATE: CA ZIP: 92618 8-K 1 rrd131002.htm Prepared By R.R. Donnelley Financial -- Form 8-K
 
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):  09/22/2006
 
American Mold Guard, Inc.
(Exact name of registrant as specified in its charter)
 
Commission File Number:  001-32862
 
California
  
74-3077656
(State or other jurisdiction of
  
(IRS Employer
incorporation)
  
Identification No.)
 
30200 Rancho Viejo Road, Suite G, San Juan Capistrano, California 92675
(Address of principal executive offices, including zip code)
 
949-240-5144
(Registrant’s telephone number, including area code)
 
(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))
 

Information to be included in the report

 
Item 5.02.    Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
 
On September 22, 2006, pursuant to a unanimous written consent of the Board of Directors of American Mold Guard, Inc., and by recommendation of the Nominating and Corporate Governance Committee, Robert D. Simplot was elected as a director of American Mold Guard, Inc. It is not yet determined on which committee Mr. Simplot will serve.

It was determined that Mr. Simplot meets the requirements of applicable law and the listing standards of the Nasdaq Stock Market with respect to independence and financial literacy.

 
 
Item 8.01.    Other Events
 
On September 22, 2006 and effective as of such date, the Board of Directors of American Mold Guard, Inc. approved an increase in the authorized number of directors of the company from seven to eight in connection with the election of Mr. Simplot to the Board of Directors.

A copy of the press release announcing the election of Mr. Simplot and the expansion of the Board of Directors is attached as Exhibit 99.1.

 

 

Signature(s)
 
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.
 
     
 
American Mold Guard, Inc.
 
 
Date: September 22, 2006
     
By:
 
/s/    Thomas Blakeley

               
Thomas Blakeley
               
Chief Executive Officer
 
 


 

Exhibit Index
 
Exhibit No.

  
Description

EX-99.1
  
Press Release Entitled "American Mold Guard Announces the Expansion of Its Board With the Appointment of Robert D. Simplot
EX-99.1 2 rrd131002_16017.htm PRESS RELEASE ENTITLED "AMERICAN MOLD GUARD ANNOUNCES THE EXPANSION OF ITS BOARD WITH THE APPOINTMENT OF ROBERT D. SIMPLOT Press Release

 

Press Release

 

FOR IMMEDIATE RELEASE

American Mold Guard Announces The Expansion of Its Board of Directors With The Appointment of Robert D. Simplot

SAN JUAN CAPISTRANO, Calif. September 26, 2006-- American Mold Guard, Inc. (NasdaqSC: AMGI, AMGIW, AMGIZ), an industry leader in the field of mold prevention services, today announced the appointment of Mr. Robert D. Simplot as a member of its Board of Directors. On September 22, 2006, the company's current directors increased the size of the Board of Directors from seven members to eight members and appointed Mr. Simplot to fill the resulting vacancy.

Since 1999, Mr. Simplot has been the President and Chief Executive Officer of RCG Information Technology, Inc., an information technology consulting firm based in Edison, New Jersey. In his capacity as President and Chief Executive Officer of RCG Information Technology, Inc., Mr. Simplot is fully responsible for a $150 million a year business that assists clients with software integration, implementation and IT strategy.

Prior to joining RCG Information Technology, Inc., Mr. Simplot was a Vice President and General Manager at Unisys Corporation. While at Unisys Corporation, Mr. Simplot managed approximately 3,000 individuals engaged in sales, marketing and solution delivery for Unisys Corporation's $900 million computing support services business in North America.

Mr. Simplot holds a BBA and MBA from the University of Iowa.

"We are pleased to have Mr. Simplot join our Board. We believe that Mr. Simplot's business and leadership experience will prove to be highly valuable to American Mold Guard" said Thomas Blakeley, CEO of American Mold Guard. "His presence on the Board of Directors will give us the benefit of his extensive experience in business and strategic planning as we continue to validate and develop the business of American Mold Guard."

About American Mold Guard

American Mold Guard, Inc., founded in 2002, is an industry leader in the field of mold prevention services. Its services are primarily focused on the residential real estate construction industry in California, Texas, Louisiana, Mississippi and Florida. Its customers include many of the largest national and regional home builders. Visit: www.americanmoldguard.com.

Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding, among other things, statements relating to goals, plans and projections regarding the company's financial position, results of operations, market position, product and service development and market strategy. These statements may be identified by the fact that they use words or phrases such as "anticipates," "believes," "estimates," "expects," "intends," "plans," "predicts," "projects," "targets," "will likely result," "will continue," "may," "could" and other words and terms of similar meaning in connection with any discussion of future operating or financial performance. Such forward-looking statements are based on current expectations and involve inherent risks and uncertainties, including factor s that could delay, divert or change any of them, and could cause actual outcomes and results to differ materially from current expectations. These factors include, among other things, competitive product and service development, future broad market acceptance of mold prevention services, difficulties in raising additional capital in the future, difficulties and delays in establishing the "Mold Guard" brand, the impact of the absence of significant proprietary technology underlying our services, a continued and long-term dependence on a limited number of customers, changes to the inventory levels of the company's raw materials suppliers, the impact of a continued absence of exclusive or long-term commitments from the company's customers, changes in the anticipated size or trends of the markets in which the company competes, judicial decisions and governmental laws and regulations, and changes in general economic conditions in the markets in which the company may compete. For further details and a d iscussion of these and other risks and uncertainties, see the company's periodic reports

 

 

 

 

 

 

 

including current reports on Form 8-K, quarterly reports on Form 10-Q and the annual report on Form 10-K, furnished to and filed with the Securities and Exchange Commission. The company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise..

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contact:

RedChip

Investor Relations

Sanford Diday

(407) 644-4256, Ext. 115

sanford@aurc.com

Kitchen Public Relations

Anne Steinberg or Peter Moore

(212) 687-8999

anne@kitchenpr.com or pmoore@kitchenpr.com

American Mold Guard

Investor Relations

Paul Bowman, Chief Financial Officer

(949) 240-5144

pbowman@americanmoldguard.com

 

-----END PRIVACY-ENHANCED MESSAGE-----