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 6, 2006
GLOBETEL COMMUNICATIONS CORP.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 0-23532 88-0292161
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
9050 Pines Blvd., Suite 110, Pembroke Pines, FL 33024
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: 954-241-0590
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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
The Company has entered into agreements with the investors in its August 2005
Convertible Note placement for them to exercise their warrants that had an
exercise price of $2.50 per share. The investors will exercise their warrants
and the Company will issue to the investors a total of 1,935,606 new warrants
with an exercise price of $4.00 per share.
The investors were given "piggy-back" registration rights for the warrants. If
the warrants have not been registered after one year, then the investors have a
demand registration right.
The warrants expire on August 31, 2008.
Item 3.02. Unregistered Sales of Equity Securities.
Reference is hereby made to the information set forth under Item 1.01 above.
Exhibits.
Exhibits included are set forth in the Exhibit Index pursuant to Item 601
of Regulation S-K.
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
GlobeTel Communications Corp.
Dated: January 9, 2006 By: /s/ Timothy M. Huff
--------------------------
Timothy M. Huff
Chief Executive Officer
EXHIBIT INDEX
Number Description
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4.1 Form of Warrant Purchase Agreement
4.2 Form of Warrant
99.1 Text of press release issued January 9, 2006