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) June 28, 2000
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CANARGO ENERGY CORPORATION
(Exact Name of Registrant as Specified in its Charter)
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Delaware 0-9147 91-0881481
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
1580, 727 - 7th Avenue SW, Calgary, Alberta T2P 0Z5
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 403-777-1185
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS
On June 28, 2000, CanArgo Energy Corporation (the "Registrant") sold
15,660,916 shares of the Registrant's Common Stock at NOK 9.00 per share
(approximately US$1.04 per share) based on the closing price of the Registrant's
stock on the Oslo Stock Exchange on June 27, 2000. Den norske Bank ASA, DnB
Markets, Orkla Enskilda Securities ASA and Sundal Collier & Co ASA acted as
placement agents for this transaction and received a success fee of 6.5% of the
gross proceeds of NOK 140,948,244 (approximately US$ 16,287,000).
The shares to be issued in connection with this placement were issued
under Regulation S of the Securities Act of the United States and have not been
registered under the Securities Act of 1933, as amended, and may not be offered
or sold in the United States or to U.S. persons (as defined in such Regulation)
absent registration or an applicable exemption from registration.
On July 5, 2000, the Registrant announced the completion of the
purchase of a 21.2% interest in Ninotsminda Oil Company ("NOC") from JKX Oil &
Gas plc. Following the purchase, NOC is now a wholly owned subsidiary of
CanArgo. The consideration paid was US$4.5 million, through the issuance of
4,054,054 common shares of CanArgo at a deemed price of US$1.11 per share. The
share price, calculated at the time of negotiating the deal, was based on the 10
day weighted average trading price of CanArgo's common shares on the Oslo Stock
Exchange and the OTC Bulletin Board.
The shares to be issued in connection with this transaction were
issued under Regulation S of the Securities Act of the United States and have
not been registered under the Securities Act of 1933, as amended, and may not be
offered or sold in the United States or to U.S. persons (as defined in such
Regulation) absent registration or an applicable exemption from registration.
On July 5, 2000, the Registrant announced the move of its corporate
office from Calgary, Canada to London, England. The office relocation is aimed
at refocusing administrative and support functions in conjunction with the
expansion of activities in the Caspian and more specifically in Georgia. The
move is expected to start in September 2000 and be complete by June 2001.
(c) Exhibits
4(1) Registration Rights Agreement between Registrant and JKX
Nederland B.V. dated June 28, 2000, relating to purchase of
21.2% interest in Ninotsminda Oil Company
99(1) Term Sheet dated June 27, 2000 relating to sale of 15,660,916
shares of Registrant's common stock
99(2) Form of Subscription Agreement relating to sale of 15,660,916
shares of the Registrant's common stock
99(3) Press release dated June 28, 2000 relating to sale of 15,660,916
shares of Registrant's common stock
99(4) Subscription Agreement between Registrant and JKX
Nederland B.V. dated June 15, 2000 relating to purchase of
21.2% interest in Ninotsminda Oil Company
99(5) Press release dated July 5, 2000 related to purchase of 21.2%
interest in Ninotsminda Oil Company
99(6) Press release dated July 5, 2000 relating to move of the
Registrants corporate office
SIGNATURES
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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 hereunto duly authorized.
CANARGO ENERGY CORPORATION
Date: July 18, 2000 By: /s/Maria Rees
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Maria Rees
Corporate Secretary
EXHIBIT INDEX
FILED WITH
EXHIBIT THIS
NUMBER EXHIBIT REPORT
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4(1) Registration Rights Agreement between Registrant and JKX
Nederland B.V. dated June 28, 2000, relating to purchase of
21.2% interest in Ninotsminda Oil Company X
99(1) Term Sheet dated June 27, 2000 relating to sale of 15,660,916
shares of Registrant's common stock X
99(2) Form of Subscription Agreement relating to sale of 15,660,916
shares of the Registrant's common stock X
99(3) Press release dated June 28, 2000 relating to sale of 15,660,916
shares of Registrant's common stock X
99(4) Subscription Agreement between Registrant and JKX
Nederland B.V. dated June 15, 2000 relating to purchase of
21.2% interest in Ninotsminda Oil Company X
99(5) Press release dated July 5, 2000 relating to purchase of 21.2%
interest in Ninotsminda Oil Company X
99(6) Press release dated July 5, 2000 relating to move of the
Registrants corporate office X