- Current report filing (8-K)
July 09 2009 - 6:01AM
Edgar (US Regulatory)
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):
June 30,
2009
TRILLIANT
EXPLORATION CORPORATION
(Exact
name of registrant as specified in its charter)
Nevada
|
333-138332
|
20-0936313
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
|
|
|
|
0001378948
|
|
|
(Central
Index Key Classification)
|
|
|
|
|
545
Eighth Avenue, Suite 401
New
York, NY 10018
(Address
of principal executive offices, including zip code)
212-560-5195
(Registrant’s
telephone number, including area code)
(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):
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
o
|
Pre-commencement
communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
On June
30, 2009, the Company filed a Certificate of Designation with the Secretary of
State of Nevada, whereby 10,200,000 shares of the 200,000,000 authorized shares
of preferred stock, $0.001 par value per share, were designated as Series I
Preferred Stock, $0.001 par value and having the powers, designations,
preferences, limitations, restrictions and relative rights as set forth in the
Certificate of Designation of Series I Preferrred Stock, which is attached to
this Current Report on Form 8-K as Exhibit 10.1. The Certificate of
Designation was approved by the Registrant’s Board of Directors on June 30,
2009.
On July
1, 2009, pursuant to a unanimous decision of the shareholders of the Series I
Preferred Shares, the designation of the preferred shares were amended as
follows: Each share of Series I Preferred Stock will be convertible, at the
option of the holder thereof, at any time and from time to time, and without the
payment of additional consideration by the holder thereof, into such number of
fully paid and nonassessable shares of the Corporation’s Common Stock as
is determined by dividing (i) the Base Amount by (ii) the lowest volume weighted
average price of the securities on the OTCBB, NASDAQ or other exchange or market
on which such Common Stock trades in the five preceding days prior to the
closing of such transaction (the "Series I Conversion
Price"). The amendment to the Designation of Series I Preferred
Stock is attached to this Current Report on Form 8-K as Exhibit
10.2. The amendment to the designation was approved by the
Registrant’s Board of Directors on July 1, 2009.
On June
30, 2009, the Company issued 10,200,000 shares of Series I Preferred Stock,
$0.001 par value, to Trafalgar Capital Specialized Investment Funds FIS
(“Trafalgar”) in exchange for Trafalgar’s 5,900,000 shares of the Company’s
common stock, par value $0.001. The 5,900,000 shares of the Company’s
common stock shall be retired into treasury and no longer outstanding on the
books of the Company. The issuance of Series I Preferred Stock to
Trafalgar and retirement of Trafalgar’s common stock into treasury was approved
by a majority of the holders
of the
Company’s common stock and approved by the Company’s Board of Directors on June
30, 2009.
Item
9.01
Financial Statements
and Exhibits
10.1 Certificate
of Designation of Series I Preferred Stock
10.2 Amendment
to Designation of Series I Preferred Stock
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.
|
|
TRILLIANT EXPLORATION
CORPORATION
|
|
|
|
Date:
July 8, 2009
|
|
/s/
William R.
Lieberman
|
|
|
William R. Lieberman,
President
|
Trilliant Exploration (CE) (USOTC:TTXP)
Historical Stock Chart
From Jun 2024 to Jul 2024
Trilliant Exploration (CE) (USOTC:TTXP)
Historical Stock Chart
From Jul 2023 to Jul 2024