UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 8-K/A

(Amendment No. 2)

 

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

 

October 17, 2006
Date of Report (Date of earliest event reported)

 


 

HARBOR ACQUISITION CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-32688

 

56-2518836

(State or other jurisdiction of
incorporation)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification No.)

 

One Boston Place, Suite 3630, Boston, MA 02108
 (Address of principal executive offices) (Zip Code)

(617) 624-8409
(Registrant’s telephone number, including area code)


Not Applicable
(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:

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 




Item 1.01.              Entry into a Material Definitive Agreement

On October 17, 2006, Harbor Acquisition Corporation (“Harbor”) filed a Form 8-K reporting that it had entered into a Stock Purchase Agreement dated as of October 17, 2006 (the “Stock Purchase Agreement”) with Elmet Technologies, Inc. (“Elmet”) and with the holders of all of the outstanding shares and warrants of Elmet Technologies, Inc.  On February 12, 2007, Harbor filed a Form 8-K/A to disclose that Harbor had signed Amendment No. 1 to the Stock Purchase Agreement of February 9, 2007.

This Current Report on Form 8-K/A is being filed to disclose that Harbor signed Amendment No. 2 to the Stock Purchase Agreement on July 19, 2007 (“Amendment No. 2 to Stock Purchase Agreement”).  The original Stock Purchase Agreement provided that June 30, 2007 was the date after which, if the proxy statement relating to the vote to approve the transactions described in the Stock Purchase Agreement (the “Proxy Statement”) had not been mailed by such date, any party could have terminated the Stock Purchase Agreement.  Amendment No. 2 to Stock Purchase Agreement extends the date from June 30, 2007 to August 31, 2007.  A copy of Amendment No. 2 to Stock Purchase Agreement is filed as an exhibit to this Current Report on Form 8-K.

Item 9.01.              Financial Statements and Exhibits

(c)           Exhibits

Exhibit No.

 

Description

10.1

 

Amendment No. 2 To Stock Purchase Agreement dated as of July 19, 2007, by and among Harbor Acquisition Corporation, Elmet Technologies, Inc. and the holders of all of the outstanding shares and warrants of Elmet Technologies, Inc.

 

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.

 

HARBOR ACQUISITION CORPORATION

 

 

 

 

 

Date: July 24, 2007

 

By:

 

/s/ Robert J. Hanks

 

 

 

 

Robert J. Hanks

 

 

 

 

Chief Executive Officer

 

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EXHIBIT INDEX

Exhibit No.

 

Description

 

 

10.1

 

Amendment No. 2 To Stock Purchase Agreement dated as of July 19, 2007, by and among Harbor Acquisition Corporation, Elmet Technologies, Inc. and the holders of all of the outstanding shares and warrants of Elmet Technologies, Inc.

 

 

 

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