- Current report filing (8-K)
February 25 2010 - 5:13PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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):
February 24,
2010
PINNACLE
GAS RESOURCES, INC.
(Exact Name of
Registrant as Specified in Charter)
Delaware
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001-33457
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30-0182582
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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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1
East Alger Street
Sheridan,
Wyoming 82801
(Address of
Principal Executive Offices) (Zip Code)
(307)
673-9710
(Registrants
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:
o
Written communications pursuant to Rule 425
under the Securities Act (17 CFR 230.425)
x
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 communications pursuant
to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM
8.01.
Other Events.
On February 24,
2010, Pinnacle Gas Resources, Inc. (the Company) issued a press release
announcing that the Company has entered into a definitive Agreement and Plan of
Merger pursuant to which an investor group will acquire the Company in an
all-cash transaction for $0.34 per share of common stock. A copy of the press release is furnished at 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 furnished with this Current Report on Form 8-K.
99.1
Press Release Dated February 24,
2010.
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.
Date: February 24, 2010
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PINNACLE GAS RESOURCES, INC.
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By:
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/s/Ronald T. Barnes
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Ronald T. Barnes
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Senior Vice President
and Chief Financial Officer
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2
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