UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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):
January 8, 2007
Altair
Nanotechnologies Inc.
(Exact
Name of Registrant as Specified in its Charter)
Canada
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1-12497
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33-1084375
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(State
or other jurisdiction of
incorporation
or organization)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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204
Edison Way
Reno,
NV
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89502
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's
Telephone Number, Including Area Code:
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(775)
856-2500
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N/A
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(Former
name, former address, and formal fiscal year, if changed since last
report)
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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 (see
General
Instruction A.2. below):
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 Material Definitive Agreement.
On
January 8, 2007, Altair Nanotechnologies Inc., through its second-tier
subsidiary Altairnano, Inc. ("Altair"), entered into a purchase and supply
agreement (the "Supply Agreement") with Phoenix Motorcars, Inc., a California
corporation ("Phoenix"), related to the purchase and sale of NanoSafeTM 35
KWh
battery pack systems for use in CARB type II BEV and CARB type III BEV electric
motorcars, but not hybrid electric motorcars, manufactured by or for Phoenix.
Subject to minimum purchase and supply commitments, Altair shall be the sole
supplier of Phoenix, and Phoenix shall be the sole customer of Altair, for
battery pack systems for inclusion in electric, but not hybrid electric,
motorcars through 2009. Altair is not prohibited from providing battery packs
for assessment purposes. The agreement also includes terms related to
indemnification, warranties and warranty limitations, trademarks and other
issues.
For
deliveries during 2007, the purchase price for the battery packs will consist
of
a down payment, a payment due within 30 days of the receipt of invoice and
a
promissory note for the remainder with an interest rate equal to the prime
lending rate plus 1% payable within 360 days of delivery of the applicable
battery pack. For deliveries during subsequent periods, if any, the purchase
price will consist of a down payment with the remaining amount due within 30
days of Phoenix’s receipt of invoice. In addition, Altair will receive a
technology fee equal to the monetized value of an amount of zero emission
credits per battery pack.
Subject
to rights of termination by the parties for breaches of the Agreement, Phoenix
may renew the Supply Agreement for up to 7 additional one year terms after
the
initial three year term by providing Altair with written notice at least 120
days prior to the end of the current term, provided that Phoenix has placed
definitive orders for a minimum number of battery packs or, in the alternative,
has paid a fee equal to 50% of the purchase price for the number of battery
packs equal to the gap between those actual ordered and the minimum number.
Annual minimums are negotiated and updated annually.
Altair
received shares of common stock of Phoenix, representing 16.6 percent
ownership in Phoenix as of the date hereof, under the terms of the Supply
Agreement.
The
foregoing paragraphs provide a summary of selected provisions of the Supply
Agreement. This summary is qualified in its entirety by reference to the copy
of
the Supply Agreement attached to this Form 8-K as Exhibit 10.1.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
10.1
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Purchase
and Supply Agreement, dated January 8, 2007, by and between Altair
Nanotechnologies Inc. and
Phoenix Motorcars, Inc.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange of 1934, the registrant has
duly
caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
Altair
Nanotechnologies Inc.
Dated:
January 12, 2007
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By:
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/s/
Edward
Dickinson
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Edward
Dickinson, Chief Financial
Officer
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