UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 1, 2013
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PROPELL TECHNOLOGIES GROUP, INC.
(Exact name of registrant as specified in its charter)
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| Delaware | 000-53488 | 26-1856569 |
| (State or Other Jurisdiction | (Commission | (I.R.S. Employer |
| of Incorporation) | File Number) | Identification No.) |
1701 Commerce Street, 2nd Floor, Houston,
Texas 77002
(Address of Principal Executive Office) (Zip Code)
(713) 227-0480
(Registrant’s telephone number, including area code)
N/A
(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:
| ¨ | 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 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On July 1, 2013, the Board of Directors of Propell Technologies Group, Inc. (the “Company”) appointed Daniel Steffens to serve on its Board of Directors as an independent director.
Mr. Steffens was appointed to fill the vacancy created by the resignation of Edward Bernstein from the Company’s Board of Directors. On July 1, 2013, the Company received Mr. Bernstein’s written resignation as a Director of the Company. The resignation did not involve any disagreement with the Company.
There are no family relationships between Mr. Steffens and any director, executive officer or person nominated or chosen by the Company to become as director or executive officer. Additionally, there have been no transactions involving Mr. Steffens that would require disclosure under Item 404(a) of Regulation S-K.
| Item 8.01 | Other Events |
On July 2, 2013, the Company issued a press release announcing the appointment of Mr. Steffens as a director of the Company and the resignation of Ed Berntein as a director of the Company. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
The following exhibits are being filed as part of this Report.
|
Exhibit Number |
Description |
| 99.1 | Press Release dated July 2, 2013.* |
*Filed herewith.
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.
| PROPELL TECHNOLOGIES GROUP, INC. | ||
| By: | /s/ John W. Huemoeller II | |
| Name: | John W. Huemoeller II | |
| Title: | Chief Executive Officer | |
Date: July 3, 2013
Exhibit 99.1
Propell Announces Change to the Board of Directors
Oil Veteran to Join Board
HOUSTON, Texas, July 2, 2013 (GLOBE NEWSWIRE via COMTEX) -- via PRWEB - Propell Technologies Group Inc. (“Propell” or the “Company”) (OTC: PROP) announces a change to its Board of Directors. Ed Bernstein has tendered his resignation as a director and the Propell board has appointed Dan Steffens as his replacement.
Dan Steffens has more than 30 years in the energy sector and is the President of Energy Prospectus Group (EPG) in Houston, Texas. EPG has over 400 members that are primarily high net worth individual investors that are heavily invested in the energy sector. EPG publishes a monthly newsletter and over 80 profiles each year on publicly traded companies. Mr. Steffens is a 1976 graduate of Tulsa University with an undergraduate degree in Accounting and a Masters in Taxation. Mr. Steffens began his career in public accounting, becoming licensed as a CPA in 1978. After four years in public accounting, he transitioned to the oil & gas industry in 1979 when he served as the CFO for Investek, Inc. in Wichita Falls, Texas and then as CFO for Oklahoma Petroleum Management in Tulsa, Oklahoma before joining Amerada Hess Corporation (HES) in November, 1983 as the Tax Manager for their United States E&P Division. After a series of promotions, he served as the Hess United States E&P Division Controller in Houston, Texas from 1994 to 2001. In addition to forming the Energy Prospectus Group in 2001, Mr. Steffens provides consulting services to several oil & gas industry companies in the areas of taxation, financial systems & controls improvements and restructurings.
John Huemoeller II, Propell’s President and CEO, commented, “We thank Ed for helping to launch Propell, and we welcome Dan’s extensive energy market experience to the board. We believe that Dan will make a significant contribution to Propell’s growth.”
About Propell
Novas Energy USA is a wholly owned subsidiary of Propell Technologies, PROP. Novas Energy USA develops and implements next generation enhanced oil recovery tools and processes in the U.S. oil services industry that has been shown to significantly improve existing well recovery and production volumes. For more information, visit http://www.novasenergyusa.com or call 713-227-0480, Novas Energy USA, 1701 Commerce Street, Houston, Texas 77002.
SAFE HARBOR STATEMENT This news release contains forward-looking statements within the meaning of the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are often identified by the words “believe,” “anticipate,” “expect,” “intend,” “estimate,” and similar expressions. All statements in this document regarding the future outlook related to Novas Energy USA and Propell are forward-looking statements, including the expected contribution of Mr. Steffens and the growth of Propell. Such statements are based on the current expectations, beliefs, estimates and projections of management and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Additional uncertainties and risks are described in our most recently filed SEC documents, such as our most recent annual report on Form 10-K and quarterly report on Form 10-Q. For a more detailed discussion of factors that affect Propell’s operations, please refer to the Company’s Securities and Exchange Commission filings. Copies of this filing are available through the SEC website at http://www.sec.gov. All forward-looking statements are based upon information available to us on the date hereof. Propell undertakes no obligation to update this forward-looking information.