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TPLM > SEC Filings for TPLM > Form 8-K on 19-Dec-2012All Recent SEC Filings

Show all filings for TRIANGLE PETROLEUM CORP | Request a Trial to NEW EDGAR Online Pro

Form 8-K for TRIANGLE PETROLEUM CORP


19-Dec-2012

Other Events


Item 8.01 Other Events.

Triangle Petroleum Corporation (the "Company"), which owns 83.33% of the outstanding Series A Units of its pressure pumping subsidiary RockPile Energy Services, LLC ("RockPile"), has entered into non-binding term sheets with the other two holders of RockPile Series A Units to purchase the remaining 16.67% of RockPile's outstanding Series A Units for an aggregate purchase price of 2,185,715 shares of the Company's common stock and $609,000 in cash. Pursuant to the term sheets, the shares of the Company's common stock issuable upon closing the transaction would be issued as restricted securities with an obligation by the Company to file with the Securities and Exchange Commission within sixty days of closing a Form S-3 registration statement registering the resale of such shares. The transaction remains subject to approval by the Company's board of directors and the negotiation of definitive documentation.

Certain statements in this Current Report on Form 8-K regarding the potential purchase by the Company of RockPile Series A Units are "forward-looking statements" as defined by the Securities Litigation Reform Act of 1995. These forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties that could cause actual results to differ materially from the results contemplated by the forward-looking statements. The forward-looking statements in this Current Report are made as of the date of this Current Report, and the Company does not undertake any obligation to update the forward-looking statements as a result of new information, future events or otherwise.

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