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): November 25, 2015

ABAKAN INC.

(Exact name of registrant as specified in its charter)

Nevada

000-52784

98-0507522

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

c/o Robert W Seiden, Receiver over Abakan, Inc.: 1120 Avenue of the Americas, 4th Floor, New

York, New York, 10036

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (212) 626-6708

(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:

□

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

□

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

□

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

240.14d-2(b))

□

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

240.13e-4(c))

ITEM 8.01 – OTHER EVENTS

On September 24, 2015, the United States District Court for the Southern District of New York (the “New

York Court”) appointed Robert W. Seiden as the receiver (the “Receiver”) over Abakan Inc. (“Abakan”) and,

prior to this on August 18, 2015, the same New York Court appointed Robert W. Seiden Receiver over

MesoCoat, Inc. (“MesoCoat”), both in the matter captioned George Town Associates S.A. v. Abakan, Inc. and

MesoCoat, Inc., case number 15-cv-3435. The matter is pending before the New York Court, as previously

reported in the Form 8-K filed by Abakan with the Securities and Exchange Commission on September 25,

2015.

On December 16, 2015 at 3:30 p.m. EST, the New York Court will conduct a fairness hearing to consider

proposed transactions for settlement of the receivership. The Receiver has been reviewing and continues to

review several proposed written offers for settlement transaction that he intends to present to the New York

Court for consideration before the fairness hearing. As of the date of this Current Report on Form 8-K,

proposals have been submitted by George Town Associates, S.A. (“George Town”), Liquidmetal Coatings

Inc. and a China-based company Jiangxi Hengda Group. The proceeding is open to the public at the United

States Courthouse for the Southern District of New York at 500 Pearl Street in lower Manhattan in

courtroom 15B. The New York Court has entered a scheduling order that permits any “creditor or other

interested party” to file opposition to the above-mentioned proposals with the New York Court no later than

Monday, December 7, 2015. As per court order, any such opposition can be sent to Geoffrey Aaronson, Esq.

(gaaronson@aspalaw.com) and Tamara McKeown, Esq. (tmckeown@aspalaw.com) at Aaronson Schantz

Beiley P.A., 100 S.E. 2nd Street, Miami, Florida 33131, 786-594-3528.

So far the George Town proposal has been filed with the New York Court and it is entitled the Satisfaction

and Transaction Agreement (the “Agreement”). If it is approved by the Court, in settlement of their law suits

against Abakan, George Town and Sonoro Invest S.A. (“Sonoro”) (a senior creditor of Abakan) will receive

(i) all of the stock and ownership in MesoCoat, free and clear of all liens, claims and encumbrances and (ii)

all claims, causes of action, judgments and suits accruing prior to the effective date of the Agreement that

MesoCoat and Abakan may have against third parties. In addition, this transaction would alleviate MesoCoat

of the debt it owes to its largest creditors and enable it to continue as a going-concern. The other two

proposed transactions are being finalized for submission to the Receiver for evaluation and provision to the

New York Court in advance of the fairness hearing.

ITEM 1.03

BANKRUPTCY OR RECEIVERSHIP.

On November 5, 2015, certain creditors of Abakan and certain creditors of MesoCoat filed Chapter 11

involuntary bankruptcy petitions in the United States Bankruptcy Court for the Southern District of Florida

(the “Florida Bankruptcy Court”). On November 19, 2015, the Florida Bankruptcy Court ruled that an

automatic stay does not arise upon the filing of an involuntary petition. George Town and Sonoro, moved to

dismiss the petitions against Abakan and MesoCoat in the Florida Bankruptcy Court, arguing that they were

filed in bad faith, and have further requested that the Abakan petition be converted to a liquidating Chapter 7

petition. Petitioning creditors dispute these allegations and object to the proposed Satisfaction Agreement.

Adjudication of the involuntary petitions and other matters has been adjourned for an evidentiary hearing on

January 13, 2016 at 10:00 a.m. EST before the Florida Bankruptcy Court.

The cases in the Florida Bankruptcy Court are filed under the headings In re: MesoCoat, Inc., Case No. 15-

29607-AJC and In re: Abakan, Inc., Case No. 15-29606-AJC.

For any questions of the Abakan and MesoCoat Receiver, please contact David G. Liston, Esq., general

counsel to the Receiver, at 212-822-0160, or Thomas Messana, Esq., bankruptcy counsel to the Receiver at

954-712-7400.

For any questions of counsel for the petitioning unsecured creditors, please contact Linda Leali, Esq. at 305-

341-0671.

For any questions of counsel for the Abakan board of directors, please contact Geoffrey Aaronson, Esq. at

786-594-3528.

Item 9.01

FINANCIAL STATEMENTS AND EXHIBITS

The following exhibit is attached as part of this report:

Exhibit

Page

No.

Description

99.1

Attached

Press Release dated November 25, 2015.

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.

Abakan Inc.

Date

By: /s/Robert W. Seiden, Esq.

November 25, 2015

Name: Robert W. Seiden, Esq.

Court Appointed Receiver

ABAKAN, INC 8-K