UNITED STATES

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)    August 9, 2006

FORCE PROTECTION, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

 

000-22273

 

84-1383888

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

9801 Highway 78, Building No. 1, Ladson, SC

 

29456

(Address of principal executive offices)

 

(Zip Code)

 

 

Registrant’s telephone number, including area code        (843) 740-7015

(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 (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 1.02   TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

On August 9, 2006, we repaid in full our $2,500,000 Promissory Note with Fort Ashford Funds, LLC.

This report may contain forward-looking statements that involve risks and uncertainties, including, without limitation, statements concerning our business and possible or assumed future results of operations.  We generally use words such as believe,” “may,” “could,” “will,” “intend,” “expect,” “anticipate,” “plan,” and similar expressions to identify forward-looking statements.  You should not place undue reliance on these forward-looking statements.  Our actual results could differ materially from those anticipated in the orward-looking statements for many reasons including: our ability to continue as a going concern, dverse economic changes affecting markets we serve; competition in our markets and industry segments; our timing and the profitability of entering new markets; greater than expected costs, customer acceptance of our products or difficulties related to our integration of the businesses we may acquire; and other risks and uncertainties as may be detailed from time to time in our public announcements and SEC filings. Although we believe the expectations reflected in the forward-looking statements are reasonable, they relate only to events as of the date on which the statements are made, and our future results, levels of activity, performance or achievements may not meet these expectations.  We do not intend to update any of the forward-looking statements after the date of this document to conform these statements to actual results or to changes in our expectations, except as required by law.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

EXHIBIT
NUMBER

 

DESCRIPTION

10.1

 

Promissory Note between the Company and Ford Ashford Funds, LLC, dated February 13, 2006 (included as Exhibit 10.1 to the Form 8-K filed February 17, 2006, and incorporated herein by reference).

 

 

 

10.2

 

Extension Letter Agreement between the Company and Fort Ashford Funds, LLC, dated June 19, 2006 (included as Exhibit 10.1 to the Form 8-K filed June 21, 2006, and incorporated herein by reference).

 

 

 

10.3

 

Extension Letter Agreement between the Company and Fort Ashford Funds, LLC, dated July 21, 2006 (included as Exhibit 10.1 to the Form 8-K filed July 26, 2006, and incorporated herein by reference).

 




 

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.

 

 

Force Protection, Inc.

 

 

(Registrant)

Date:

August 11, 2006

 

 

 

 

By:

 

/s/ Gordon McGilton

 

 

 

 

Gordon McGilton

 

 

 

 

Chief Executive Officer