Current Report
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):
April 23, 2007
Altair
Nanotechnologies Inc.
(Exact Name of Registrant as Specified in its Charter)
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Canada
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1-12497
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33-1084375
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(State
or other jurisdiction of
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(Commission
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(IRS
Employer
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incorporation
or organization)
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File
Number)
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Identification
No.)
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204
Edison Way
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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:
(775)
856-2500
N/A
(Former name, former address, and formal fiscal year, 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):
[
]
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
5.02 Departure of Directors of Principals Officers; Electionof Directors;
Appointment of Principal Officers.
On
April
23, 2007, the Board of Directors of Altair Nanotechnologies Inc. (the “Company”)
expanded the size of the Board of Dirctors to eight and appointed Robert
Hemphill, Jr., as a director in order to fill the vacancy.
Mr.
Hemphill has since 2005 been the Executive Vice President of The AES Corporation
(AES:NYSE). AES is one of the world’s largest global power companies with
operations in 26 countries on five continents. Mr. Hemphill joined AES in
1981
and has held a series of senior leadership positions, including serving as
AES’s
Executive Vice President of Global Development from 2003 to 2004. Earlier
in his
tenure, he participated in or oversaw the development of many of AES’s earliest
projects. Mr. Hemphill resigned from The AES Corporation in June 1996 and
subsequently returned in January 2003. Mr. Hemphill also served as a member
of
the AES Board of Directors from June 1996 to February 2004. From 1995 to
2002,
Mr. Hemphill served as the Managing Director of Toucan Capital Fund II, L.P.,
a
$120 million private venture capital fund focused on seed and early-stage
life
science and advanced technology investments. Prior to joining AES in 1981,
Mr.
Hemphill held senior management positions with the Tennessee Valley Authority,
US Department of Energy and the Office of Management and Budget. Mr Hemphill
is
a director of Reactive NanoTechnologies Inc., a private company engaged in
the
development and manufacture of nanotechnology designed to control the
instantaneous release of heat energy for reaction initiation and American
Grid
Inc., a private company engaged in systems integration for the power
distribution industry. Mr. Hemphill holds a bachelor’s degree in political
science from Yale University, a masters in political science from the University
of California, Los Angeles, and a Masters of Business Administration from
The
George Washington University.
On
March
2, 2007, AES purchased from the Company 895,523 common shares of Altair for
an
aggregate purchase price of $3,000,000, or approximately $3.35 per share.
The
Company also agreed to file a registration statement registering the resale
of
such common shares. Mr. Hemphill has voting control and investment discretion
over such common shares; however, Mr. Hemphill has no direct financial interest
in such common share and disclaims beneficial ownership of such common shares.
Item
7.01 Regulation FD Disclosure.
On
April
23, 2007, the Company issued a press release entitled “Altair Nanotechnologies
Appoints AES Executive Robert F. Hemphill to Board of Directors,” a copy of
which is attached hereto as Exhibit 99.1
The
information set forth in this Item 7.01 and Exhibit 99.1 attached hereto
is
intended to be furnished and shall not be deemed "filed" for purposes of
Section
18 of the Securities Exchange Act, or otherwise subject to the liabilities
of
that section, nor shall it be deemed incorporated by reference in any filing
under the Securities Act or the Securities Exchange Act, except as expressly
set
forth by specific reference in such filing.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
99.1 Press
release dated April 23, 2007
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: April
24,
2007
By:
/s/
Edward Dickinson
Edward
Dickinson, Chief Financial Officer
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