8-K Concerning Press Release, dated October 26, 2006
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
______________________________
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d)
OFTHE
SECURITIES EXCHANGE ACT OF 1934
Date
of
Report (Date of earliest event reported): October 26, 2006
______________________________
Advanced
Materials Group, Inc.
(Exact
name of registrant as specified in its charter)
|
Nevada
(State
of
incorporation)
|
0-16401
(Commission
File
Number)
|
33-0215295
(IRS
Employer
Identification
Number)
|
3033
Lee Parkway, Suite 105
Dallas,
Texas 75219
(Address
of principal executive offices)
Registrant's
telephone number, including area code:
(972)
432-0602
Check
the
appropriate box if the Form 8-K filing is intended to simultaneously satisfy
the
reporting 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 of the Exchange Act
[
] Pre-commencement
communications pursuant to Rule 14d-2(b) Exchange Act
[
] Pre-commencement
communications pursuant to Rule 13e-4(c) Exchange Act
Item
8.01 Other
Events.
On
October 26,
2006,
Advanced
Materials Group, Inc. (the "Company") issued
a
press release announcing that a group of the Company's existing shareholders,
which include the Company's Chairman Tim Busch, CEO Ricardo Brutocao and
President and CFO William G. Mortensen and the Company's largest single
shareholder, Plus Four Private Equities, LP, purchased in a private transaction
an aggregate of 1,419,218 shares of the Company's common stock, representing
approximately 11.1% of the Company's currently outstanding shares. The shares
were sold by Delk Holdings, Inc. and Delk Partners, Ltd., which are controlled
by Robert Delk, the Company's former CEO.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit
No. Description
99.1 Press
release, dated October 26, 2006.
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.
ADVANCED
MATERIALS GROUP, INC.
Date:
October 26, 2006 By:
/s/
William G. Mortensen
William
G. Mortensen
President
and Chief Financial Officer
EXHIBIT
INDEX
Exhibit
No. Description
99.1 Press
release, dated October 26, 2006.
Exhibit
99.1
October
26, 2006
FOR
IMMEDIATE RELEASE:
ADVANCED
MATERIALS GROUP ANNOUNCES THAT
DELK HOLDINGS, INC. AND
DELK PARTNERS, LTD. HAS
SOLD, IN
A PRIVATE TRANSACTION,
1,419,218
SHARES OF ADVANCED
MATERIALS GROUP
COMMON STOCK
Advanced
Materials Group,
Inc.
(ADMG.PK)
(the
"Company")
announced today that Robert Delk, past CEO and President of the Company
and current
managing
partner and director of Delk Holdings, Inc. and Delk Partners, Ltd.,
sold
1,419,218 shares, or approximately
11.1%
of
the outstanding shares in the Company,
in a
private transaction
to
certain existing shareholders of the Company that include the
Company's
Chairman
Tim Busch, CEO Ric Brutocao, President William G. Mortensen and the Company's
largest
single shareholder, Plus Four Private Equities, LP. Commenting on the
transaction, Mr. Mortensen said that "Mr. Delk had performed an important role
in establishing the direction of the company and,
after
his departure about 18 months ago, decided to pursue other investment options
in
which he could become more active. We are thrilled with this opportunity to
be
able to purchase equity in our Company
for
which we are committed to grow and improve shareholder value over the coming
periods."
Advanced
Materials Group, Inc. is a leading manufacturer of medical, consumer and
industrial products from flexible materials such as foams, films, fabrics,
and
pressure sensitive adhesives.
Statements
in this release which are purely historical facts or which necessarily depend
upon future events, including statements about forecasted financial performance
or other statements about anticipations, beliefs, expectations, hopes,
intentions or strategies for the future, may be forward-looking statements
within the meaning of Section 21E
of the
Securities Exchange Act of 1934, as amended. Readers are cautioned not to place
undue reliance on forward-looking statements. All forward-looking statements
are
based upon information available to Advanced Materials Group, Inc. on the date
this report was submitted. Advanced Materials Group, Inc. undertakes no
obligation to publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise. Any forward-looking
statements involve risks and uncertainties that could cause actual events or
results to differ materially from the events or results described in the
forward-looking statements. Advanced Materials Group, Inc. may not succeed
in
addressing these and other risks. Further information regarding factors that
could affect our financial and other results can be found in the risk factors
section of Advanced Materials Group, Inc.'s most recent filing of Form 10-K
with
the Securities and Exchange Commission.
Investor
Relations Contact:
Elizabeth
Givens
Advanced
Materials, Inc.
(972)
432-0602