form8-kaddlshares.htm
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): September 23, 2009
GSE
SYSTEMS, INC.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
|
001-14785
|
|
52-1868008
|
|
(State
of incorporation)
|
|
(Commission
File Number)
|
|
(I.R.S.
Employer Identification Number)
|
|
1332
Londontown Blvd., Suite 200, Sykesville,
MD 21784
|
|
(Address
of principal executive offices and zip code)
|
(410)
970-7800
Registrant's
telephone number, including area code
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 Instructions 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))
On September 23, 2009, GSE Systems,
Inc. (the “Company”) issued a press release announcing that its underwriter
exercised an over-allotment option in full to purchase an additional 375,000
shares of the Company’s common stock at a public offering price of $6.00 per
share. The over-allotment option was granted to the
underwriter in connection with the Company’s previously announced
public offering which was reported in the Company’s Current Report on Form 8-K
filed with the Securities and Exchange Commission on September 1,
2009.
The
exercise of the over-allotment option brings the total number of shares of
common stock sold by the Company in such public offering to 2,875,000 at a
public offering price of $6.00 per share and the aggregate net proceeds received
by the Company to approximately $15.9 million, after deducting underwriting
discounts and commissions and estimated offering expenses payable by the
Company. The Company intends to use the net proceeds for general
working capital purposes and to fund acquisitions and other strategic
opportunities.
Roth
Capital Partners, LLC, acted as the sole underwriter of the
offering.
The
closing with respect to the over-allotment option took place on September 23,
2009. The Company’s press release is filed as Exhibit 99.1 to this
report.
|
Item
9.01.
|
Financial
Statements and Exhibits.
|
The
following is filed as exhibit to this report:
|
Exhibit
No.
|
|
Description
|
|
|
|
|
|
99.1
|
|
Press
Release, dated September 23, 2009.
|
SIGNATURES
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.
GSE SYSTEMS, INC.
/s/ Jeffery G.
Hough
Jeffery G. Hough
Senior Vice President and
Chief Financial Officer