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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): September 1, 2010
CLEAN DIESEL TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-33710
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06-1393453 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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Suite 1100, 10 Middle Street, Bridgeport, CT
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06604 |
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(Address of principal executive offices)
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(Zip Code) |
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Registrants telephone number including area code: |
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(203) 416-5290 |
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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ITEM 1.01. |
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ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT |
On September 1, 2010, Clean Diesel Technologies, Inc. and Catalytic Solutions, Inc. by letter
amending the Agreement and Plan of Merger, dated as of May 13, 2010 (the Agreement), agreed to
amend certain terms of the Agreement. The Agreement provides that either party may terminate the
Agreement if the merger contemplated by the Agreement has not been completed by September 6, 2010,
and the parties agreed to extend this date to October 15, 2010. The parties also agreed that
warrants to be issued as part of the merger consideration would not have a fractional component,
and amended the form of warrant correspondingly. The text of the letter agreement is attached as
Exhibit 2.1.
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ITEM 9.01 |
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STATEMENTS AND EXHIBITS |
(d) Exhibits
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Exhibit No. |
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Description of Exhibit |
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2.1 |
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Letter Agreement, dated September 1, 2010 |
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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Clean Diesel Technologies, Inc.
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By: |
/s/ Charles W. Grinnell
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Charles W. Grinnell |
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Its: Corporate Secretary |
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Dated:
September 7, 2010
INDEX TO EXHIBITS
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Exhibit No. |
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Description of Exhibit |
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2.1 |
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Letter Agreement, dated September 1, 2010 |