GSE Form 8-K Private Placement Closing
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): June 22,
2007
GSE
Systems, Inc.
(Exact
Name of Registrant as Specified in Charter)
Delaware
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0-26494
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52-1868008
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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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7133
Rutherford Rd., Suite 200, Baltimore, MD
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21244
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(Address
of principal executive offices)
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(Zip
code)
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|
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Registrant’s
telephone number, including area code:
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(410)
277-3740
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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:
[
]
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
[
]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[
]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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[
]
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Pre-commencement
communications pursuant to Rule 13c-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
3.02 Unregistered Sales of Equity Securities.
On
June
22, 2007, GSE Systems, Inc. (the “Company”) closed its private placement of a
total of 1,666,667
shares of common stock and warrants to purchase 166,667 shares of common
stock,
for
aggregate gross proceeds of $10,000,000, pursuant to a Securities Purchase
Agreement with selected institutional investors as described in the Current
Report on Form 8-K filed with the Securities and Exchange Commission on June
15,
2007.
Item
9.01. Financial Statements and Exhibits
(d)
Exhibits
Exhibit
Number
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Description
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99
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Press
Release, dated June 22, 2007
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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Date:
June 25, 2007
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GSE
SYSTEMS, INC.
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By:
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Name:
Jeffery G. Hough
Title:
Chief Financial Officer
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2