ENERTECK CORPORATION (OTCMKTS:ETCK) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.

On January 31, 2018, EnerTeck Corporation (the “Company”) entered into a 2017 Consolidated Conversion and Subscription Agreement (the “2017 Conversion Agreement”) with Thomas Donino (a director of the Company) and Loren Donino (the wife of Thomas Donino) (together, “Donino”).

The 2017 Conversion Agreement acknowledged that (i) on July 10, 2010, Donino advanced to the Company $100,000 bearing interest at 8.0% per annum (the “2010 Advance”); (ii) on December 31, 2012, Donino advanced to the Company $50,000 bearing interest at 8.0% per annum (the “2012 Advance”); (iii) accrued and unpaid interest on the 2010 Advance and 2012 Advance totaled $107,846 as of January 31, 2018 (the “Accrued Interest”); (iv) between July 29 and December 2, 2015, Donino contributed to the Company an aggregate of $200,000, bearing no interest expected to be applied to stock subscriptions to be issued at a future date (the “2015 Contributions”); (v) between February 9 and November 30, 2016, Donino contributed to the Company an aggregate of $430,000 bearing no interest expected to be applied to stock subscriptions to be issued at a future date (the “2016 Contributions”); and (vi) between January 5 and October 24, 2017, Donino contributed to the Company an aggregate of $264,250 bearing no interest expected to be applied to stock subscriptions to be issued at a future date (the “2017 Contributions”);

to the 2017 Conversion Agreement, Donino indicated the desire to acquire equity securities of the Company on substantially the same terms offered to investors and potential investors of the Company at or about the dates such advances and contributions were provided to the Company. As a result, and in accordance with the 2017 Conversion Agreement, (i) Donino agreed to convert the entire 2010 Advance into 250,000 shares of the Company’s Common Stock at a conversion price of $0.40 per share; (ii) Donino agreed to convert the entire 2012 Advance into 166,667 shares of Common Stock at a conversion price of $0.30 per share; (iii) the Company agreed to issue and Donino agreed to accept 539,230 shares of Common Stock at $0.20 per share in full payment of the Accrued Interest; (iv) the Company agreed to issue and Donino agreed to accept 800,000 shares of Common Stock at $0.25 per share in full consideration for the 2015 Contributions; (v) the Company agreed to issue and Donino agreed to accept 2,150,000 shares of Common Stock at $0.20 per share in full consideration for the 2016 Contributions; and (vi) the Company agreed to issue and Donino agreed to accept 1,321,250 shares of Common Stock at $0.20 per share in full consideration for the 2017 Contributions. Donino agreed that the execution of the 2017 Conversion Agreement and delivery of the aforesaid securities fully satisfies and discharges any and all obligations of the Company with respect to the 2010 Advance, 2012 Advance, Accrued Interest, 2015 Contributions, 2016 Contributions and 2017 Contributions.

The foregoing description of the 2017 Conversion Agreement is qualified in its entirety by the full text of such document which is filed as Exhibit 10.1 to this report and incorporated by reference into this Item 1.01.

Item 3.02 Unregistered Sales of Equity Securities.

See Item 1.01 of this report for information on the 2017 Conversion Agreement dated January 31, 2018 whereby Thomas Donino and Loren Donino (his wife) acquired equity securities of the Company in full satisfaction and discharge of any and all obligations of the Company with respect to various advances and contributions made by Donino as reflected therein. As a result thereof, the Company has issued to Thomas and Loren Donino, as joint tenants, an aggregate of 5,227,147 shares of Common Stock. The securities were issued in reliance upon the exemption from registration to Section 4(a)(2) of the Securities Act of 1933, as amended.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

Effective as of January 30, 2018, Thomas Donino was appointed Chairman of the Board of the Company. Mr. Donino has been a director of the Company since December 2005. Other than as disclosed in this Current Report on Form 8-K, there are no arrangements or understandings between Mr. Donino and any other person to which Mr. Donino was selected as an officer, and there have not been any past transactions, nor are there any currently proposed transactions, between the Company or any of its subsidiaries, on the one hand, and Mr. Donino, on the other hand, that would require disclosure to Item 404(a) of Regulation S-K which have not been previously reported.

Item 9.01 Financial Statements and Exhibits.

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* Filed herewith.

ENERTECK CORP Exhibit
EX-10.1 2 etck_ex101.htm 2017 CONSOLIDATED CONVERSION AND SUBSCRIPTION AGREEMENT etck_ex101.htmEXHIBIT 10.1   2017 CONSOLIDATED CONVERSION AND SUBSCRIPTION AGREEMENT   THIS 2017 CONSOLIDATED CONVERSION AND SUBSCRIPTION AGREEMENT (the “Agreement”) is made as of this 31st day of January,…
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About ENERTECK CORPORATION (OTCMKTS:ETCK)

EnerTeck Corporation (EnerTeck Parent), through its subsidiary, EnerTeck Chemical Corp., is engaged in the manufacturing, marketing and sale of EnerBurn. The EnerBurn is a fuel borne catalytic engine treatment for diesel engines. The Company utilizes a sales process, which includes detailed customer fleet monitoring protocols in on-road applications, which quantify data and assists in managing certain internal combustion diesel engine operating results while utilizing EnerBurn. The Company’s principal target markets have included the trucking, heavy construction, maritime shipping, railroad and mining industries. Its products and services include The Diesel Fuel Additive Product Line and EnerBurn Combustion Catalyst for Diesel Fuel. Its EnerBurn is a liquid, chemical formulation, sold in bulk quantities to fleet and vessel operators, under product codes differentiated by market application and product concentration, including EnerBurn EC5805A, EnerBurn EC5931A and EnerBurn EC5805C.