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) November 16, 2005
Commission File Number 0-33215
CASPIAN SERVICES, INC.
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(Exact Name of Registrant as Specified in its Charter)
NEVADA 87-0617371
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(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
2319 Foothill Blvd., Suite 250, Salt Lake City, Utah
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(Address of principal executive offices)
84109
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(Zip Code)
(801) 746-3700
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(Registrant's Executive Office Telephone Number)
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
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act
Item 2.01 Completion of Acquisition of Assets
On November 16, 2005 the Company completed the acquisition of a five
hectare (approximately 12 acre) parcel of real property located on the shores of
the Caspian Sea in Bautino Bay in northwestern Kazakhstan. The property is
currently undeveloped. The property was acquired from Radzh Tasybaev and Saule
Tasybaeva, two individuals, not affiliated with the Company. Mr. and Mrs.
Tasybaev held the property in a Kazakhstan limited liability company. In
connection with the acquisition of the property, the Company acquired 100% of
the ownership interest in the limited liability company.
Title to the property has been registered in the name of the Company's
wholly-owned subsidiary Caspian Real Estate Limited. The Company acquired the
property in furtherance of its efforts to develop a marine supply and support
base in Bautino Bay.
The Company paid USD $3,950,000 to Mr. and Mrs. Tasybaev for the real
property. The purchase price was paid through a combination of cash and Company
common stock. The agreement required the Company to pay $1,950,000 cash and to
issue $2,000,000 worth of common stock of the Company based on the average
closing price of the Company's common stock quoted during the five trading days
immediately preceding the closing date. The average closing price quoted during
the five trading days preceding the closing date was $4.50. Based on that price,
the Company issued 444,444 shares of restricted Company common stock to Mr. and
Mrs. Tasybaev.
The purchase price was determined by arm's length negotiation between
the parties. In connection with the negotiations, the Company commissioned an
independent appraisal of the real property.
Item 9.01 Financial Statements and Exhibits
Financial Statements.
None.
Exhibits. The following exhibits are included as part of this report:
10.1 Asset Purchase Agreement
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Current Report on Form 8-K to be signed on
its behalf by the undersigned hereunto duly authorized.
CASPIAN SERVICES, INC.
November 17, 2005 /s/ Laird Garrard
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Laird Garrard,
President
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