Amended Current Report Filing (8-k/a)
November 17 2020 - 8:38AM
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT
REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 8, 2020
GENIE ENERGY LTD.
(Exact name of registrant as specified in
its charter)
Delaware
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1-35327
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45-2069276
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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520 Broad Street
Newark, New Jersey
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07102
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including
area code: (973) 438-3500
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):
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¨
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Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b)-2 of the Exchange
Act:
Title of each class
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Trading Symbol
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Name of each exchange on
which registered
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Class B common stock, par value $0.01 per share
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GNE
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New York Stock Exchange
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Series 2012-A Preferred stock, par value $0.01 per share
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GNE.PRA
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New York Stock Exchange
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.01
Completion of Acquisition or Disposition of Assets.
As previously disclosed on the Form 8-K
filed by Genie Energy Ltd. (the “Registrant”) with the Securities and Exchange Commission (the “SEC”) on
October 9, 2020 (the “Original 8-K”), a subsidiary of the Registrant purchased the interests in Shoreditch Energy Limited
(“Shoreditch”), a venture that offers electricity and natural gas service to residential and small business customers
in the U.K., under the trade name Orbit Energy, that was not previously owned by the Registrant.
On November 1, 2020, the Registrant voluntarily
adopted amendments adopted by the SEC to Rule 8-04 and Rule 8-05 of Regulation S-X prior to the January 1, 2021 mandatory adoption
date of such amendments. Under those Rules as so amended, the Registrant’s acquisition of Shoreditch does not involve the
acquisition of a significant amount of assets, investments or revenues. Accordingly, the Registrant will not be filing financial
statements of Shoreditch or pro forma information in connection with the Shoreditch acquisition (notwithstanding the Registrant’s
statement in the Original 8-K that the Registrant would be filing such statements and information by amendment by December 22,
2020).
SIGNATURE
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.
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GENIE ENERGY LTD.
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By:
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/s/ Michael Stein
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Name:
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Michael Stein
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Title:
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Chief Executive Officer
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Dated: November 17, 2020
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