-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, J+9eURUFOKFXke/Enn7MOdD4MNLdTTXkZAZbWB850hiWfbR53pJGPHS8GIi0Ev+h lIzVGUXLTUggCyhv0c5NoA== 0001044764-05-000252.txt : 20051107 0001044764-05-000252.hdr.sgml : 20051107 20051107170816 ACCESSION NUMBER: 0001044764-05-000252 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20051101 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20051107 DATE AS OF CHANGE: 20051107 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENERGY EXPLORATION TECHNOLOGIES / CENTRAL INDEX KEY: 0001009922 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 611126904 STATE OF INCORPORATION: A0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24027 FILM NUMBER: 051184059 BUSINESS ADDRESS: STREET 1: 840 SEVENTH AVENUE SW STREET 2: SUITE 700 CITY: CALGARY ALBE T2P 3G2 STATE: A2 ZIP: 99204 BUSINESS PHONE: 403-264-7020 MAIL ADDRESS: STREET 1: 840 SEVENTH AVE SW STREET 2: SUITE 700 CITY: CALGARY ALBE T2P3G2 STATE: A2 ZIP: 90035 FORMER COMPANY: FORMER CONFORMED NAME: PINNACLE OIL INTERNATIONAL INC DATE OF NAME CHANGE: 20000626 FORMER COMPANY: FORMER CONFORMED NAME: ENERGY EXPLORATION TECHNOLOGIES DATE OF NAME CHANGE: 20000616 8-K 1 nxtform8kbridgefinancingnov1.htm FORM 8-K

As filed with the Securities and Exchange Commission on November 7, 2005



SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_________________

FORM 8-K

CURRENT REPORT

_________________


Date of report (date of earliest event reported):   November 1, 2005



ENERGY EXPLORATION TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)




Province of Alberta

0–24027

N/A

(State or other jurisdiction of

incorporation or organization)

(Commission File Number)

(I.R.S. Employer

Identification No.)




Suite 700 Phoenix Place, 840–7th Avenue, S.W., Calgary, Alberta, Canada T2P  3G2

(Address of principal executive offices) (Zip Code)











ITEM 3.02 UNREGISTERED SALE OF EQUITY SECURITIES


On November 1, 2005, Energy Exploration Technologies Inc. (the “Company”) closed on the sale of Special Note Certificates (the “Notes”) in the face amount of USD $1,421,667. The Notes were sold to three (3) private investors, including one of the Company’s consultant’s, Charles Shelby. The total amount received by the Company was $1,498,169. The company will pay commissions totalling $24,000 in connection with the amounts raised as of today.


The Special Notes allow the holders to acquire a convertible secured debenture (the “Convertible Debentures”) in the principal amount of the Special Notes held by each holder during the period that commenced on the date of the purchase of the Special Note and ending on the earlier of (i) five (5) business days after the day upon the Company’s receipt from the applicable Canadian Provincial securities commissions for a final prospectus to be filed by the Company with respect to the distribution of the Convertible Debentures issuable upon exercise of the Special Notes and (ii) four (4) months and one (1) day from the closing date of the Special Notes.


The Convertible Debentures are convertible into shares of the Company’s common stock by diving the principal amount of the Convertible Debentures by the lesser of (a) $0.70 or (b) 85% of the lowest price of any common shares or common stock equivalents issued by the Company during the term of the Convertible Debentures in connection with a public or private offering, but excluding warrants or options issued to officers, agents, independent contractors or consultants retained by the Company. The Convertible Debentures have a term of 18 months from the date of issuance, and accrues interest at the rate of 10% per annum. Accrued interest is payable annually in arrears. The Company may elect to pay accrued interest in either cash or in common shares. If paid in Common Shares, the issue price per Common Share is equal to the weighted average market price per Common Share for the 10 days preceding the date when the interest is payable. In the event that a ny Convertible Debenture is not redeemed or converted in full within six (6) months from closing, the Company is obligated to pay to the holder of such Convertible Debenture 1/12 of the principal amount thereof plus accrued but unpaid interest thereon monthly in arrears starting in the seventh (7th) month from closing. This amount may be paid in cash or in common shares, and, if paid in common shares, the issue price shall be equal to 85% of the average closing bid price of the Company’s common shares for the 10 trading days preceding the applicable payment date.


As of November 1, 2005, the Special Notes, if converted, would result in the Company issuing an additional 2,140,242 common shares, which would represent 10.03% of the Company’s current total issued and outstanding common share amount of 21,224,770.


The Company is authorized to sell up to $2,000,000 worth of Special Notes and at present is still offering the remaining $578,333 of Notes. If the remaining Notes are sold by the Company, such Notes, along with the Notes referenced above, could be converted into a total amount of 2,857,143 common shares.





Signatures


Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated at Calgary, Alberta, Canada, this 7th day of November 2005.

ENERGY EXPLORATION TECHNOLOGIES INC.



By: /s/ George Liszicasz

Name:

George Liszicasz

Title

Chief Executive Officer

(principal executive officer)





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