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Attachment 1
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 EARLIEST EVENT REPORTED – JANUARY 7, 2009
PRIME
SUN POWER INC.
(Exact
name of Registrant as specified in its charter)
|
NEVADA
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333-103647
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98-0393197
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||
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(State
or other jurisdiction of
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(Commission
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(IRS
Employer
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||
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incorporation)
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File
Number)
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Identification
Number)
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104
Summit Avenue
Summit,
NJ 07902-0080
(Address
of principal executive offices)
908-273-5575
(Registrant's
telephone number, including area code)
N/A
(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:
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o
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Written
communications pursuant to Rule 425 under the Securities
Act
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange
Act
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act
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Item
1.01:
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Entry
into a Material Definitive Report.
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Employment
Agreement
Effective
as of January 7, 2009, Prime Sun Power Inc. (the “Company”) has entered into an
Employment Agreement with Frank Juergens regarding his service as Chief
Operating Officer of the Company.
Under the
Employment Agreement, Mr. Juergens has agreed to serve as Chief Operating
Officer for a two year period. In consideration for services rendered to
the Company, Mr. Juergens shall be paid a base salary of 130,000 Swiss Francs
per year. In addition, Mr. Juergens will be granted options to purchase
50,000 shares of common stock of the Company. This stock option shall
be subject to the customary terms and conditions of all Company stock
options. The Employment Agreement contains provisions regarding
protection of Company trade secrets, non-solicitation of Company employees or
customers and non-competition with the Company during the term of the
Agreement.
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Item
5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment ofCertain Officers; Compensatory Arrangements of Certain Officers. |
Appointment
of Frank Juergens
Effective
as of January 7, 2009, Frank Juergens has been appointed as the Company’s Chief
Operating Officer and Interim Chief Executive Officer.
Mr.
Juergens, 44, served from September of 2006 until December of 2008 as the
Business Manager at Oerlikon Solar AG, Trubbach Ltd. (Switzerland), a company
which provides thin film silicon PV module production equipment, end-to-end
fabrication lines, process technology and services to enable automated mass
production of large-area, thin-film silicon solar modules. Prior to
that position, from January of 2003 until August of 2006, Mr. Juergens served as
Sales and Project Manager at GfE Fremat GmbH (Germany), a manufacturer of
materials for PVD thin film technology.
Mr.
Juergens shall be compensated for his services as Chief Operating Officer
pursuant to the Employment Agreement described in Item 1.01, above which Item is
incorporated herein by reference hereto.
Resignation
of Gerald Sullivan
Effective
as of January 7, 2009, Mr. Gerald Sullivan has resigned as the Company’s Chief
Financial Officer and Interim Chief Executive Officer.
Appointment
of Mathias Kaiser
Effective
as of January 7, 2009, Mathias Kaiser has been appointed as the Company’s Chief
Financial Officer.
Mr.
Kaiser, 35, has served as Chief Financial Officer of Rudana Investment Group AG
(“Rudana”), a Swiss investment holding company which is the Company’s majority
shareholder, since October of 2008. From March until October of 2008,
Mr. Kaiser was the Finance & Reporting Manager of Compass-Group AG, a
company engaged in the provision of large-scale institutional catering
management and services and the provision of planning and consultancy services
for restaurant and catering enterprises. From February of 2006 until
July of 2007, he was the Operating Effectiveness Manager for Adecco &
Management Consulting AG, a human resources company. From February of
2003 until February of 2005, he served as business controller for Daniel
Swarovski Corporation AG, a large international retail business. Mr.
Kaiser is compensated for his services by Rudana, and he is not separately
compensated by the Company.
#
# #
2
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, thereunto
duly authorized.
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PRIME
SUN POWER INC.
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By:
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/s/ Barbara
Salz
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Name:Barbara
Salz
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Title:Corporate
Secretary
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Date:
January 9, 2009
3