UNITED STATES
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) March 25, 2008
Global Resource Corporation
(Exact name of registrant as specified in its charter)
Nevada 000-50944 84-156582
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(State or other jurisdiction (Commission File Number) IRS Employer
of incorporation) Identification No.)
408 Bloomfield Drive, Unit #3, West Berlin, New Jersey 08091
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (856) 767-5661
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(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 Exchang
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 3.02 Unregistered Sales of Equity Securities.
On March 25, 2008 the Company issued a sufficient number of additional
unregistered shares of its Common Stock such that the total issued since
February 15, 2008 exceeded 5% of the number of shares issued and outstanding on
that date. (No unregistered shares were issued between January 1, 2008 and
February 15, 2008.)
Common Stock
On February 15, 2008 the Company issued 10,000 shares to each of two
consultants, 20,000 shares in total, in payment of consulting fees valued at
$10,000 each. The issuance of the shares was considered exempt pursuant to
Section 4(2) of the Securities Act of 1933 as amended.
On February 19, 2008 the Company issued 5,000 shares to an accredited investor
for an investment of $10,000. The issuance of the shares was considered exempt
pursuant to Section 4(2) of the Securities Act of 1933 as amended.
On February 19, 2008 the Company also issued 12,000 shares to an accredited
investor for an investment of $24,000. The issuance of the shares was considered
exempt pursuant to Section 4(2) of the Securities Act of 1933 as amended.
On February 23, 2008 and February 29, 2008 the Company issued a total of 200,000
shares to a consultant in payment of consulting fees valued at $200,000. The
issuance of the shares was considered exempt pursuant to Section 4(2) of the
Securities Act of 1933 as amended.
On March 5, 2008 the Company issued 31,057 shares to an accredited investor for
an investment of $50,000. The issuance of the shares was considered exempt
pursuant to Section 4(2) of the Securities Act of 1933 as amended.
On March 18, 2008 the Company issued a total of 850,669 shares (as a part of
850,669 Units) to a group of non-U.S. citizens for a total investment of
$850,669. The issuance of the shares was considered exempt pursuant to Section
4(2) of the Securities Act of 1933 as amended.
On March 19, 2008 the Company issued 10,000 shares to each of two consultants,
20,000 shares in total, in payment of consulting fees valued at $10,000 each.
The issuance of the shares was considered exempt pursuant to Section 4(2) of the
Securities Act of 1933 as amended.
On March 26, 2008 the Company issued a total of 1,138,500 shares (as a part of
1,138,500 Units) to a group of non-U.S. citizens for a total investment of
$1,138,500. The issuance of the shares was considered exempt pursuant to Section
4(2) of the Securities Act of 1933 as amended.
On March 5, 2008 the Company issued 9,000 shares to an accredited investor for
an investment of $10,620. The issuance of the shares was considered exempt
pursuant to Section 4(2) of the Securities Act of 1933 as amended.
Warrants
On March 18, 2008, as a part of the 850669 Units sold to the group of non-U.S.
citizens, the Company issued a total of 850,669 Common Stock Purchase Warrants,
exercisable at $2.00 per share. The issuance of the Warrants was considered
exempt pursuant to Section 4(2) of the Securities Act of 1933 as amended.
On March 26, 2008 as a part of the 1,138,500 Units sold to the group of
non-U.S. citizens, the Company issued a total of 1,138,500 Common Stock Purchase
Warrants, exercisable at $2.00 per share. . The issuance of the Warrants was
considered exempt pursuant to Section 4(2) of the Securities Act of 1933 as
amended.
Item 8.01 Other Events.
On March 25, 2008 the parties amended the Letter of Intent which had been
entered into on December 17, 2007 between the Company and Warwick
Communications, Inc. ("Warwick"), previously reported. The Letter of Intent
remains non-binding and subject to final mutually agreeable documents including
the License Agreement. The major change is that Warwick is to order a 5 ton per
hour machine by April 30, 2008, subject still to the waivable condition
precedent of a successful demonstration of the pilot plant, anticipated to be
held on April 23, 2008. The total net purchase price will be $3,572,100. Payment
is divided into 4 payments: (1) an initial deposit of $1,178,793 divided into a
$10,000 refundable deposit to accompany the order and the balance of $1,168,793
due within 30 business days; (2) a second payment of $1,178,793 due within 3
months of the first payment; (3) $857,304 due upon delivery and successful
testing; and (4) a final payment of $357,210 due upon successful installation.
Subject to Warwick's meeting of the first year's order requirement, Warwick will
earn the right of first refusal for the territories of Mexico, Cuba, Venezuela,
Brazil, Morocco, Panama and Trinidad & Tobago. Payment for the license continues
to be by issuance of 2,000,000 shares of Warwick's Common Stock, together with 2
warrants; one to purchase 1,000,000 additional shares of Warwick's Common Stock
at a price of US$.50 per share and the other to purchase 750,000 shares of
Warwick's Common Stock at a price of US$1.00 per share; however, now the
issuance by Warwick of its 2,000,000 shares of Common Stock in payment for the
license will be subject to a one year hold and a mutual sign off by the Company,
Warwick and Warwick's lessee to the effect that the machine has operated
successfully for at least 90 days and that the lessee will continue its lease of
such machine. Under the license, when and if issued, Warwick will be obligated
to purchase one operational plant per year for the first five years with orders
aggregating US$25,000,000 at the end of the 5 years.
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.
GLOBAL RESOURCE CORPORATION
By: /s/ Frank G. Pringle
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Frank G. Pringle, President
March 28, 2008