Current Report
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 23, 2007
OPTIONABLE,
INC.
(Exact
name of Registrant as specified in its charter)
Delaware
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000-51837
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52-2219407
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(State
or other jurisdiction
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(Commission
File number)
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(IRS
Employer Identification No.)
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of
incorporation or organization)
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465
Columbus Avenue, Suite 280, Valhalla, NY 10595
(Address
of principal executive offices) (Zip Code)
(914)
773-1100
(Registrant’s
Telephone Number, Including Area Code)
(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 for the registrant under any of the following
provisions (see
General
Instruction A.2. below):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o 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
Effective
March 23, 2007, we entered into an Acquisition Agreement with Peter Holmquist,
Douglas Towne, and Joseph McHugh (“Sellers”) pursuant to which we purchased the
Sellers’ client list, associated goodwill and other assets. We did not assume
any liabilities. The purchase price was $400,000 due at closing, and $400,000
at
each of the 18 month and 36 month anniversaries of the closing. Also, we granted
the Sellers 900,000 warrants to purchase shares of our common stock exercisable
for five years at $5 per share. 300,000 of such warrants are immediately
exercisable, and the remainder become exercisable if the Sellers are
collectively responsible for at least $1 million in energy-related brokerage
fees during the 12 month following the closing.
Item
9.01 Financial Statements and Exhibits
The
following exhibits are furnished as part of this report:
10.1 |
Acquisition
Agreement, dated March 23, 2007, between the Company, Peter Holmquist,
Douglas Towne, and Joseph McHugh.
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99 |
Press
release issued by Optionable on March 26,
2007.
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SIGNATURES
In
accordance with the requirements of the Exchange Act, the registrant caused
this
report to be signed on its behalf by the undersigned, thereunto duly authorized.
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OPTIONABLE,
INC.
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Date: March
27, 2007 |
By: |
/s/ Marc-Andre
Boisseau |
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Marc-Andre
Boisseau
Chief
Financial Officer
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