AERN / AER Energy Resources, Inc - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

15-12G 1 g78213e15v12g.htm AER ENERGY RESOURCES INC United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 0-21926 AER Energy Resour

As filed with the Securities and Exchange Commission on July 5, 2002 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM 8-A/A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SEC

8-A12G/A 1 g77156e8va12gza.htm AER ENERGY RESOURCES INC. Table of Contents As filed with the Securities and Exchange Commission on July 5, 2002 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM 8-A/A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 AER ENERGY RESOURCES, INC. (Exact name of regi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2002 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-21926 AER Energy R

EX-10.2

EXHIBIT 10.2 CONSULTING AND SEVERANCE AGREEMENT THIS CONSULTING AND SEVERANCE AGREEMENT (this "Agreement") is made and entered into effective as of May 10, 2002 by and between AER Energy Resources, Inc., a Georgia corporation ("AER Energy") and David W. Dorheim, a resident of Atlanta, Georgia ("Consultant"), in which the parties hereto, in consideration of the mutual covenants contained herein and

EX-3.1

EX-3.1 3 g76379ex3-1.txt ARTICLES OF INCORPORATION OF THE COMPANY EXHIBIT 3.1 ARTICLES OF INCORPORATION OF AEROBIC POWER SYSTEMS, INC. ARTICLE I The name of the corporation is "Aerobic Power Systems, Inc." and it shall have the purpose of engaging in any lawful business. ARTICLE II The corporation shall have the authority to issue up to 200,000 shares of stock which shall be designated as "common

EX-10.3

EXHIBIT 10.3 CONFIDENTIAL TREATMENT AER ENERGY RESOURCES, INC. AMENDMENT NO. 1 TO LICENSE AND DEVELOPMENT AGREEMENT ACKNOWLEDGEMENT REGARDING CONFIDENTIAL INFORMATION: AER Energy Resources, Inc. (the "Company") acknowledges that certain confidential information is contained throughout this Amendment No. 1 to License and Development Agreement and therefore such confidential information has been omi

Current Report

Table of Contents SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 6, 2002 AER Energy Resources, Inc. (Exact name of registrant as specified in its charter) Georgia (State or other jurisdiction of incorporation or organizati

LETTER DATED MAY 10, 2002 FROM ERNST & YOUNG LLP

EXHIBIT 16.1 [ERNST & YOUNG LOGO] May 10, 2002 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 Gentlemen: We have read Item 4. (a) of Amendment No. 1 Form 8-K dated May 6, 2002, of AER Energy Resources, Inc. and are in agreement with the statements contained in the 2nd and 3rd paragraphs on page 2 therein. We have no basis to agree or disagree with other statements o

LETTER DATED MAY 6, 2002 FROM ERNST & YOUNG LLP

EXHIBIT 16.1 [ERNST & YOUNG LOGO] May 6, 2002 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 Gentlemen: We have read Item 4. (a) of Form 8-K dated May 6, 2002, of AER Energy Resources, Inc. and are in agreement with the statements contained in the 2nd and 3rd paragraphs on page 2 therein. We have no basis to agree or disagree with other statements of the registrant

Current Report

Table of Contents 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 report (Date of earliest event reported): May 6, 2002 AER Energy Resources, Inc. (Exact name of registrant as specified in its charter) Georgia (State or other jurisdiction of incorporation or organization) 0-21926 34-162

Exhibit 99.12 ARTICLES OF AMENDMENT TO ARTICLES OF INCORPORATION OF AER ENERGY RESOURCES, INC.

Exhibit 99.12 ARTICLES OF AMENDMENT TO ARTICLES OF INCORPORATION OF AER ENERGY RESOURCES, INC. In accordance with Sections 14-2-602 and 14-2-1006 of the Georgia Business Corporation Code (the "Code"), AER Energy Resources, Inc. (the "Corporation"), a corporation organized and existing under and by virtue of the Code, DOES HEREBY CERTIFY: 1. The name of the Corporation is AER Energy Resources, Inc.

EXHIBIT 99.10 SECURITIES PURCHASE AGREEMENT

EX-99.10 3 exhibit9910.htm EXHIBIT 99.10 - SECURITIES PURCHASE AGREEMENT EXHIBIT 99.10 SECURITIES PURCHASE AGREEMENT THIS IS A SECURITIES PURCHASE AGREEMENT (this "Agreement") by and between the undersigned ("Purchaser"), and AER Energy Resources, Inc., a Georgia corporation ("AER"), dated as of June 1, 2001, and by which Purchaser and AER, in consideration of the agreements set forth below (the m

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D** Under the Securities Exchange Act of 1934 (Amendment No. 3)* AER Energy Resources, Inc. (Name of Issuer) Common Stock, No Par Value (Title of Class of Securities) 000944108 (Cus

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D** Under the Securities Exchange Act of 1934 (Amendment No. 3)* AER Energy Resources, Inc. (Name of Issuer) Common Stock, No Par Value (Title of Class of Securities) 000944108 (Cusip Number) J. Taylor Crandall 201 Main Street Fort Worth, Texas 76102 (817) 390-8400 (Name, Address and Telephone Number of Person Authorized to Recei

Exhibit 99.1

EX-99.1 2 exhibit991.htm EXHIBIT 99.1 Exhibit 99.1 Pursuant to Rule 13d-1(k)(1)(iii) of Regulation 13D-G of the General Rules and Regulations of the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, the undersigned agrees that the statement to which this Exhibit is attached is filed on behalf of each of them in the capacities set forth below. KEYSTONE, INC.

Warrant to Purchase Common Stock of AER ENERGY RESOURCES, INC.

EX-99.11 4 exhibit9911.htm EXHIBIT 99.11 - WARRANT AGREEMENT EXHIBIT 99.11 THIS WARRANT AND THE SECURITIES PURCHASED ON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAW, AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF UNTIL EITHER (i) A REGISTRATION STATEMENT UNDER THE SECURITI