Kal Energy Inc - Current report filing (8-K)
20 Février 2008 - 10:06PM
Edgar (US Regulatory)
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): February 14, 2008
KAL
ENERGY, INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
333-97201
|
98-0360062
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
93-95
Gloucester Place, London, England, United Kingdom
|
W1U
6JQ
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (949) 788-6000
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:
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))
|
Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(b)
On
February 14, 2008, David Pope resigned as Chief Operating Officer of Thatcher
Mining Pte. Ltd. (“Thatcher”), a wholly-owned subsidiary of KAL Energy, Inc.
(the “Company”), effective immediately. Mr. Pope resigned for personal reasons
and not as a result of any disagreement with the Company on any matter relating
to the Company’s operations, policies or practices. As previously reported, Mr.
Pope served as the Chief Operating Officer of Thatcher pursuant to the terms
of
a Consulting Agreement, dated as of June 8, 2007, between the Company and Asia
Consultancy Pte. Ltd. (the “Consulting Agreement”). In connection with Mr.
Pope’s resignation, the Company determined that his consulting services were no
longer required by either the Company or Thatcher and, as a result, terminated
the Consulting Agreement, effective as of February 14, 2008. The Company will
not incur any early termination penalties under the Consulting Agreement as
a
result of this termination.
On
February 14, 2008, Laith Reynolds notified the Company that he intends to resign
as both Chairman and a member of the Company’s board of directors, effective as
of April 30, 2008. Mr. Reynolds is resigning for personal reasons and not as
a
result of any disagreement with the Company on any matter relating to the
Company’s operations, policies or practices.
Item
7.01 Regulation FD Disclosure.
On
February 20, 2008, the Company issued a press release announcing the
resignations of Mr. Pope and Mr. Reynolds, a copy of which is attached hereto
as
Exhibit 99.1 and is incorporated herein by this reference.
In
accordance with General Instruction B.2 of Form 8-K, the information in Item
7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not
be
deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of
1934 or otherwise subject to the liability of that section, nor shall it be
deemed incorporated by reference in any filing under the Securities Act of
1933.
Item
9.01 Financial Statements and Exhibits.
Exhibit
Number
|
Description
|
99.1
|
Press
release of KAL Energy, Inc., dated February 20,
2008.
|
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.
|
|
|
|
KAL ENERGY, INC.
|
|
|
|
February
20, 2008
|
By:
|
/s/
Martin Hurley
|
|
Martin
Hurley
|
|
Chief
Executive Officer
|
EXHIBIT
INDEX
Exhibit
Number
|
Description
|
99.1
|
Press
release of KAL Energy, Inc., dated February 20,
2008.
|
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