form8k.htm
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 (the "Act")
May
26, 2009
(Date
of earliest event reported)
GEOGLOBAL
RESOURCES INC.
(Exact
name of Registrant as specified in its Charter)
Delaware
(State
or other jurisdiction of
incorporation
or organization)
|
1-32158
(Commission
File
Number)
|
33-0464753
(I.R.S.
Employer
Identification
No.)
|
310,
605 – 1st Street
S.W.
Calgary,
Alberta, Canada T2P 3S9
(Address
of principal executive offices)
Telephone
Number (403) 777-9250
(Registrant's
telephone number, including area code)
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))
|
(Former
name or address, if changed since last report)
Item 1.01. Entry
into a Material Definitive Agreement
Effective
May 26, 2008, we amended the expiration terms of our outstanding common stock
purchase warrants to purchase an aggregate of 4,966,200 common shares which were
originally to expire on June 20, 2009, to 5:00 pm (Toronto time) on June 20,
2011.
In
addition, the expiration dates of our outstanding compensation options and the
related warrants issuable on exercise of the compensation options were both
extended to the same time on June 20, 2011.
The
outstanding Compensation Units and the common stock purchase warrants issued in
September 2005 contain Compensation Units exercisable at US$6.50 per
Compensation Unit and the common stock purchase warrants exercisable at US$9.00
per share. On exercise of the Compensation Units, an aggregate of
195,144 common shares and 97,572 warrants are issuable.
The
outstanding Compensation Units issued in September 2007 contain Compensation
Units exercisable at US$5.00 per Compensation Unit. On exercise of
the Compensation Units an aggregate of 340,800 common shares are
issuable.
Item
7.01. Regulation FD
Disclosure.
On May
29, 2009, we issued a press release announcing that the expiration date of our
outstanding common stock purchase warrants to purchase an aggregate of 4,966,200
common shares as well as the expiration dates of our outstanding Compensation
Units and the related warrants issuable on exercise of the Compensation Units,
all originally expiring on June 20, 2009, has been extended to 5:00 pm (Toronto
time) on June 20, 2011. A copy of the press release is attached
hereto as Exhibit 99.1.
The
information disclosed in this Item 7.01 and the related exhibit are being
furnished solely to comply with Regulation FD and are not considered to be
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), and are not subject to the liabilities of that
section unless we specifically incorporate it by reference in a document filed
under the Securities Act of 1933 or the Exchange Act. By filing this Current
Report on Form 8-K and furnishing this information, we make no admission as to
the materiality of any information in this Current Report on Form
8-K.
Item
9.01 Financial Statements and
Exhibits.
(a) Financial
statements of business acquired.
Not applicable
(b) Pro
forma financial information
Not applicable
(c) Exhibits:
SIGNATURES
Pursuant
to the requirement 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.
Dated: May
29, 2009
GEOGLOBAL
RESOURCES INC.
(Registrant)
/s/ Allan J.
Kent
Allan J.
Kent
Executive
VP & CFO