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): July 15, 2008
(Exact
name of registrant as specified in its charter)
|
Nevada
|
000-51249
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42-1708652
|
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
c/o
David
Lubin & Associates, PLLC
26
East
Hawthorne Avenue
(Address
of principal executive offices)
(Registrant's
telephone number, including area code)
(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))
Section
1 - Registrant’s Business and Operations
Item
1.01 Entry into a Material Definitive Agreement
On
July
21, 2008 PNOC Exploration Corporation, a corporation organized under the laws
of
the Republic of the Philippines (“
PNOC
”)
and a
subsidiary of the Philippine National Oil Company, and Energtek Products Ltd.,
an Israeli corporation (“
EPL
”)
and a
wholly-owned subsidiary of Energtek Inc. (the “
Registrant
”),
executed a Gas Sales and Purchase Agreement (the “
Agreement
”).
Pursuant to the Agreement, EPL will purchase natural gas produced by PNOC at
the
San Antonio Gas Power Project located at Echague, Isabela in the Republic of
the
Philippines.
The
foregoing description of the Agreement is qualified in its entirety by reference
to the Agreement, a copy of which is attached hereto as Exhibit 10.35 and
incorporated herein by reference.
On
July
15, 2008 Confidence Petroleum India Ltd., a company traded on the Bombay
Stock Exchange, and the Registrant signed a Terms Sheet regarding the parties’
intent, after a joint review of the competitive advantage of planned production
activities in India, to enter into a Joint Venture for production and further
commercialization of products developed by the Registrant. The Joint Venture
is
expected to concentrate in the Indian market. The parties agreed that the
investments and activities of the Joint Venture would be through Confi-Energtek
Asia Limited, a company registered in India. The Terms Sheet replaces the
Memorandum of Understanding reported in the Registrant’s Current Report on Form
8-K filed with the Securities and Exchange Commission on March 17,
2008.
Section
3 - Securities and Trading Markets
Item
3.02 Unregistered Sales of Equity
Securities
From
May
16, 2008 to May 22, 2008, the Registrant issued and sold 333,334 units for
total
consideration of $250,000. Each unit (the “
Units
”)
consists of one share of the Registrant’s common stock, $0.001 par value (the
“
Common
Stock
”),
and
one Class 2007-J Warrant (the “
Warrants
”).
Each
Warrant entitles the holder to purchase one share of Common Stock at a purchase
price of $1.50 at any time on or before February 28, 2011. These Units were
offered and sold pursuant to an exemption from the registration requirements
of
the Securities Act of 1933, as amended (the “
Securities
Act
”)
provided by Regulation S promulgated under the Securities Act. The subscribers
represented that they are not United States persons (as defined in Regulation
S), they are not affiliates of the Registrant and they are not acquiring the
Units for the account or benefit of a United States person. The subscribers
further represented that at the time of the origination of the contacts
concerning their subscriptions for the Units and on the date of the execution
and delivery of the subscription agreements for such Units they were
outside of the United States. The Registrant did not make any offers in the
United States and there were no selling efforts in the United States. In
connection with these subscriptions, the Registrant issued 16,667 shares of
Common Stock and paid $12,500 as a commission.
From
May
31, 2008 to June 17, 2008, the Registrant issued and sold 2,276,666 additional
Units for total consideration of $1,707,500. These Units were offered and sold
pursuant to an exemption from the registration requirements of the Securities
Act provided by Regulation S promulgated under the Securities Act. The
subscribers represented that they are not United States persons (as defined
in
Regulation S), they are not affiliates of the Registrant and they are not
acquiring the Units for the account or benefit of a United States person. The
subscribers further represented that at the time of the origination of the
contacts concerning their subscriptions for the Units and on the date of the
execution and delivery of the subscription agreements for such Units they
were outside of the United States. The Registrant did not make any offers in
the
United States and there were no selling efforts in the United States. In
connection with these subscriptions, the Registrant issued 113,834 shares of
Common Stock and paid $85,375 as a commission.
On
June
3, 2008, the Registrant issued and sold 273,000 additional Units for total
consideration of $204,750. These Units were offered and sold pursuant to an
exemption from the registration requirements of the Securities Act provided
by
Regulation D promulgated under the Securities Act. The subscriber represented
that it is an accredited investor, as defined in Regulation D, that it acquired
the Units for its own account as principal, not as a nominee or agent, for
investment purposes only and not with a view to or for resale or distribution.
In connection with this subscription, the Registrant issued 13,650 shares of
Common Stock and paid $10,238 as a commission.
Section
8 - Other Events
Item
8.01 Other Events
On
July
7, 2008, the Registrant’s board of directors authorized the redemption of
2,100,000 outstanding Class B warrants at a redemption price of $0.05 per
warrant, for the aggregate amount of $105,000, pursuant to the terms of the
Registrant’s warrant agreements with the holders of the Class B
warrants.
Section
9 - Financial Statements and Exhibits
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
|
10.35
|
Gas
Sales and Purchase Agreement, dated July 21, 2008, between PNOC
Exploration Corporation and Energtek Products
Ltd.
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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.
Date:
July 21, 2008
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ENERGTEK
INC.
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By:
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/s/
Lev Zaidenberg
|
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Name:
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Lev
Zaidenberg
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Title:
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CEO
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Energtek (CE) (USOTC:EGTK)
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