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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
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); October 17, 1996.
RENTECH, INC.
(Exact name of registrant as specified in charter)
Colorado 0-19260 84-0957421
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(State or other jurisdiction Commission I.R.S. Employer
of incorporation or File No. Identification No.
organization)
1331 17th Street, Suite 720, Denver, Colorado 80202
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(Address of principal executive offices (Zip Code)
Registrant's telephone number, including area code: (303) 298-8008
Item 5. Other Events.
Rentech, Inc. (Rentech or the Company) and ITN Energy Systems, Inc., a
privately owned Colorado corporation, have agreed to form a limited
liability company called ITN/ES LLC to commercially exploit technologies
developed and owned by ITN/ES. The technologies will be contributed to the
LLC. ITN Energy Systems Inc. (ITN/ES) is the manager of the new LLC.
The technologies and products include production of thin-film
electronic substrates by deposition upon which computer chips can be
mounted; advanced processes for ceramic deposition on materials to improve
their capacity to withstand heat and wear; and utilization of shape memory
alloys that are highly advanced metals which by the proper application of
heat, cold or electrical impulse can perform a mechanical function with
precision for long periods of time.
Rentech's ownership interest in the LLC and all of its technologies is
to be 10%, subject to contribution of $200,000 in cash and 1,200,000 shares
of Rentech restricted stock by February 14, 1997, or upon contribution of
an additional $25,000, by April 15, 1997. Rentech is to register its
shares issued to the LLC within 120 days after issuance, and if it has not,
is required to issue an additional 400,000 shares to ITN/ES LLC.
The agreement between ITN/ES and Rentech recognizes that
commercialization of the technologies already in existence as well as those
that may be developed in the future by ITN/ES LLC may require establishment
of additional business entities. Rentech by mutual agreement, may provide
additional capital to increase its ownership interest up to a maximum of
49% of each technology in which it invests.
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ITN/ES is owned by Dr. Mohan S. Misra and was formed to transfer
certain technologies that originated in the defense and aerospace industry
into commercial products. For 15 years prior to forming ITN/ES, Dr. Misra
directed materials research and development for advanced programs for
Martin Marietta Corporation. He was the corporate strategic technologist
in charge of developing its long-term technology strategies for aerospace
and commercial applications. During his career, Dr. Misra has written more
than 50 technical publications, been awarded two patents, and received
several technical awards, including Martin Marietta Corporation's highest
award for outstanding performance. Dr. Misra is also president of and
directs technical development for Global Solar Energy LLC, a venture with
TEP Solar Energy Corporation, a wholly-owned subsidiary of Tucson Electric
Power Corporation. Global Solar Energy LLC is engaged in the production of
thin-film photovoltaic modules and the design of photovoltaic systems.
Item 7. Financial Statements and Exhibits.
Letter of Intent dated October 17, 1996 between Rentech, Inc. and ITN
Energy Systems, Inc.
SIGNATURE
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.
RENTECH, INC.
Date: November 7, 1996 By: (signature)
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Dennis L. Yakobson, President
