SECURITIES AND EXCHANGE COMMISSION
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act
Date of Report: February 8, 2005
CABELTEL INTERNATIONAL CORPORATION
(Date of Earliest Event Reported)
Nevada
(State or other
jurisdiction of incorporation)
0-8187
(Commission
File No.)
75-2399477
(I.R.S. Employer
Identification No.)
1755 Wittington Place, Suite 340
Dallas, Texas 75234
(Address of principal executive offices)
972-407-8400
(Registrant’s telephone number, including area code)
GREENBRIAR CORPORATION
(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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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Effective February 8, 2005, Registrant’s Articles of Incorporation were amended to change the name of the Corporation to CabelTel International Corporation. The proposal for the amendment was disclosed in an Information Statement filed by the Registrant with the Securities and Exchange Commission and distributed to stockholders on January 19, 2005. The only change effectuated by such Certificate of Amendment was a change of the name of the Registrant.
Item 8.01. Other Events
Pursuant to the change of Registrant’s name from Greenbriar Corporation to CabelTel International Corporation, the CUSIP number of Registrant’s Common Stock, par value $0.01 per share, changed to 12681Y-10-06.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits.
The following exhibits are filed herewith:
| Exhibit Designation | Description of Exhibit | |
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3.5
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Certificate of Amendment to Articles of Incorporation effective February 8, 2005 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly-caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto
duly-authorized.
Dated: February 9, 2005.
CABELTEL INTERNATIONAL CORPORATION
(formerly Greenbriar Corporation)
By:
/s/ Gene S. Bertcher
Gene S. Bertcher, President and
Chief Financial Officer
EXHIBIT 3.5
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[SEAL]
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DEAN HELLER
Secretary of State 204 North Carson Street, Suite 1 Carson City, Nevada 89701-4299 (775) 684-5708 Website: secretaryofstate.biz |
Certificate of Amendment
(PURSUANT TO NRS 78.385 and 78.390)
| Important: Read attached instructions before completing form. | ABOVE SPACE IS FOR OFFICE USE ONLY |
Certificate of Amendment to Articles of Incorporation
(Pursuant to NRS 78.385 and 78.390 – After Issuance of Stock)
| 1. | Name of corporation: |
Greenbriar Corporation
| 2. | The articles have been amended as follows (provide article numbers, if available): |
Article One has been further amended to change the name of the Corporation to CabelTel International Corporation by amending and restating in full Article One of the Articles of Incorporation as follows:
ARTICLE ONE
The name of the Corporation is CabelTel International Corporation.
3. The vote by which the stockholders holding shares in the corporation entitling them to exercise at least a majority of the voting power, or such greater proportion of the voting power as may be required in the case of a vote by classes or series, or as may be required by the provisions of the articles of incorporation have voted in favor of the amendment is:
4. Effective date of filing (optional): 2/8/05
| 5. | Officer Signature (required): /s/ Oscar Smith |
* If any proposed amendment would alter or change any preference or any relative or other right given to any class or series of outstanding shares, then the amendment must be approved by the vote, in addition to the affirmative vote otherwise required, of the holders of shares representing a majority of the voting power of each class or series affected by the amendment regardless of limitations or restrictions on the voting power thereof.
IMPORTANT: Failure to include any of the above information and submit the proper fees may cause this filing to be rejected.
| This form must be accompanied by appropriate fees. See attached fee schedule. | Nevada Secretary of State AM 78,385 Amend 2003 |