-----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, WcKeL2TBTmn58eadlwr1MZhR8x97O2hP7YCLfy2HVkv+yF4rBwdyIl/ttR4M0xYu wQG+ocPGQEGQBv6KS5uHew== 0000949353-06-000040.txt : 20060117 0000949353-06-000040.hdr.sgml : 20060116 20060117133829 ACCESSION NUMBER: 0000949353-06-000040 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060111 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060117 DATE AS OF CHANGE: 20060117 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRINX RESOURCES LTD CENTRAL INDEX KEY: 0001212641 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 980388682 FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-102441 FILM NUMBER: 06532455 BUSINESS ADDRESS: STREET 1: 820 PIEDRA VISTA ROAD NE CITY: ALBUQUERQUE STATE: NM ZIP: 87123 BUSINESS PHONE: (505) 250-9992 MAIL ADDRESS: STREET 1: 820 PIEDRA VISTA ROAD NE CITY: ALBUQUERQUE STATE: NM ZIP: 87123 8-K 1 f8k-011106.txt FORM 8-K BRINX 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): JANUARY 11, 2006 BRINX RESOURCES LTD. (Exact name of registrant as specified in its charter) NEVADA 333-102441 98-0388682 (State or other jurisdiction of (Commission (IRS Employer incorporation) File Number) Identification No.) 820 PIEDRA VISTA ROAD NE, ALBUQUERQUE, NM 87123 (Address of principal executive offices)(Zip Code) (505) 250-9992 Registrant's telephone number, including area code NOT APPLICABLE (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): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 8.01 OTHER EVENTS On January 11, 2006, Brinx Resources Ltd, a Nevada corporation (the "Company"), issued a press release announcing completion of a private placement in the amount of US $509,936 dollars. The press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS REGULATION S-K NUMBER DOCUMENT 99.1 Press Release dated January 11, 2006. 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. BRINX RESOURCES LTD. January 11, 2006 By: /s/ LEROY HALTERMAN --------------------------------------- Leroy Halterman, President 2 EX-99 2 exh99-1_pressrelease.txt EXH 99-1 PRESS RELEASE EXHIBIT 99.1 PRESS RELEASE DATED JANUARY 11, 2006 BRINX RESOURCES, LTD. 820 Piedra Vista Road NE, Albuquerque, NM 87123-1954 Corporate Office: 505.291.0158 ~ Fax: 505.291.0158 NEWS RELEASE JANUARY 11, 2006 ================================================================================ BRINX RESOURCES COMPLETES PRIVATE PLACEMENT Brinx Resources Ltd., (OTCBB: BNXR) (the "Company") announces that it has completed a private placement in the amount of US $509,936.00 dollars. The Company will issue 291,392 restricted units to an accredited investor at the price of $1.75 per unit. A unit is comprised of one common share and one common share purchase warrant exercisable at $2.25 per share within 24 months of issuance. The Company does not intend to file a registration statement with the Securities and Exchange Commission related to these units, thus the shares issued will be restricted under various regulatory provisions. The proceeds of this financing are expected to be sufficient to meet the Company's obligations with respect to its 70% working interest in the Owl Creek prospect in Oklahoma, and its 40% working interest in the Three Sand prospect in Oklahoma. These obligations include final completion costs on all wells currently being developed on both the Owl Creek and Three Sands prospects. "We are extremely happy to close this phase of funding insofar as it allows our company the opportunity of strengthening its balance sheet through the drill bit," said Leroy Halterman, President of Brinx Resources Ltd. "The completion of the wells on Owl Creek and Three Sands brings Brinx very close to the production phase on both prospects." Along with partner and project operator, Ranken Energy Corporation, Brinx Resources could complete up to 20 additional wells on the Owl Creek property. And, with Brinx's other partner and project operator, Vector Exploration Inc, Brinx Resources could also complete several additional wells on the Three Sands Project, both which would significantly advance the company's operations. Brinx Resources continues to explore and develop onshore oil and gas fields in Oklahoma and throughout the United States using modern technologies as well as modernizing established oil and gas fields on an ongoing basis. Mr. Leroy Halterman, President For more information please visit WWW.BRINXRESOURCES.COM or contact Tydewell Consulting at 1-888-32-BRINX (27469). The Company has no official gas or oil reserves at this time and may not have sufficient funding to thoroughly explore, drill or develop its properties. Statements which are not historical facts are forward-looking statements. The Company makes forward-looking public statements concerning its expected future operations, performance and other developments. Such forward-looking statements are necessarily estimates reflecting the Company's best judgment based upon current information and involve a number of risks and uncertainties, and there can be no assurance that other factors will not affect the accuracy of such forward-looking statements. It is impossible to identify all such factors but they include and are not limited to the existence of underground deposits of commercial quantities of oil and gas; cessation or delays in exploration because of mechanical, operating, financial or other problems; capital expenditures that are higher than anticipated; or exploration opportunities being fewer than currently anticipated. Factors which could cause actual results to differ materially from those estimated by the Company include, but are not limited to, government regulation, managing and maintaining growth, the effect of adverse publicity, litigation, competition and other factors which may be identified from time to time in the Company's public announcements and filings. -----END PRIVACY-ENHANCED MESSAGE-----