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) August 13, 2008
Global Resource Corporation
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(Exact name of registrant as specified in its charter)
NEVADA 000-50944 84-1565820
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(State or other jurisdiction (Commission IRS Employer
of incorporation) File Number) 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 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.
On August 13, 2008, Frank G. Pringle, Chairman of Global Resource
Corporation (the "COMPANY") converted all shares of convertible preferred stock
of the Company held by him into shares of common stock of the Company ("COMMON
STOCK") and on the same date entered into a into a Stock Redemption Agreement
(the "AGREEMENT") with the Company, under which the Company redeemed six million
six hundred thousand (6,600,000) shares of Common Stock from Mr. Pringle for an
aggregate purchase price of One Million Six Hundred and Fifty Thousand Dollars.
Item 5.02 Election of Directors; Appointment of Certain Officers.
Effective August 13, 2008, the Company promoted Jeffrey Kimberly from
Chief Operating Officer to President. Frank G. Pringle resigned as President of
the Company effective January 1, 2008, and as of August 13, 2008, no longer
serves as Chief Executive Officer. On August 13, 2008, the Company promoted
Wayne Koehl from Executive Vice President of Business Development and Finance to
Chief Operating Officer in order to replace Jeffrey Kimberly. Jeffrey J. Andrews
will continue to serve as Chief Financial Officer. In connection with the
appointments listed above, the Company intends to enter into employment
contracts or amendments to existing employment contracts with the employee
officers listed above in the near future once the terms of these contracts are
finalized. Frank G. Pringle will continue to serve as Chairman.
On August 13, 2008 and pursuant to Section 2, Article III of the Amended
and Restated Bylaws of the Company (the "BYLAWS"), the Company's Board of
Directors (the "BOARD") voted to increase the number of directors of the Company
from five (5) to seven (7). In connection with the increase in the number of
directors and pursuant to Section 5, Article III of the Bylaws, Peter
Worthington and Paul Sweeney were elected by the Board to fill the vacancies
created by the increase.
Mr. Sweeney is a qualified independent financial advisor, with over
eighteen (18) years experience in the financial sector, having worked as a
former bank manager with National Irish Bank. Mr. Sweeney has also worked as an
Investment Manager with Bank of Ireland where he was awarded the coveted
national award as Investment Manager of the Year for portfolio investments.
Mr. Worthington has extensive business and executive experience in the
international financial and global resources markets. Mr. Worthington has held
numerous executive positions including as CEO designate of AIM listed upstream
petroleum company, Vice-President, Global Business Development of BHP Billiton
Petroleum (London) and Vice-President, Algeria Assets, of BHP Billiton (London /
Algiers, Algeria).
Mr. Sweeney has purchased shares of Common Stock since the beginning of
the Company's fiscal year.
Item 9.01 Financial Statements and Exhibits
Exhibit No. Description.
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10.1 Stock Redemption Agreement dated August 13, 2008 by
and between the Company and Frank G. Pringle
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
Date August 18, 2008 /s/ Jeffrey Kimberly
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Jeffrey Kimberly
President