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 reportedly): December 10, 2006
OCEAN BIO-CHEM, INC.
(Exact name of registrant as specified in charter)
Florida 2-11102 59-1564329
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
4041 S.W. 47 Avenue, Fort Lauderdale, Florida 33314
(Address of principal executive office Zip Code)
(954) 587-6280
Registrant's telephone number, including area code:
Not Applicable
(Former name or former address, if changes 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 1.01 Entry Into a Material Definitive Agreement
The Company previously was extended a subordinated revolving credit
facility by Peter G. Dornau, its President and certain affiliates of the
President, in the aggregate amount of One Million Dollars effective October 18,
2005. This subordinated revolving credit facility was increased effective
December 6, 2005 to One Million Five Hundred Thousand Dollars. The facility
bears interest at the rate of prime plus two (2%) per cent for all funds
advanced and has a term of five (5) years.
Additionally, the credit included privileges for the lender whereby it
could be converted into shares of common stock of the Company at any time to the
extent of the outstanding loan at the rate of $1.00 per share (a maximum of
1,500,000 shares). Such price represents a premium over the market value and net
book value of the underlying shares on the date it was fixed.
In conjunction with this arrangement, Mr. Dornau notified the Company on
November 10, 2006 that he is exercising his rights to convert $1.5 million of
this obligation into 1.5 million shares. Such transaction was approved
unanimously by the members of our Board of Directors (with Mr. Dornau abstaining
from the vote).
Item 1.02 Termination of a Material Definitive Agreement
The information included in Item 1.01 of the Current Report - Form 8-K is
incorporated by reference into this Item 1.02.
Item 3.02 Unregistered Sale of Equity Securities
The information included in Item 1.01 of the Current Report - Form 8-K is
incorporated by reference into this Item 3.02.
Item 9.01(d) Exhibits - None
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 thereunto duly authorized.
December 13, 2006
Ocean Bio-Chem, Inc.
/s/ Edward Anchel
Edward Anchel
Chief Financial Officer