UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 6, 2008
OCEANAUT, INC.
(Exact name of registrant as specified in its charter)
The Republic of the Marshall Islands
(State or Other Jurisdiction of Incorporation
17
TH
Km National Road Athens-Lamia & Finikos Street
145 64 Nea Kifisia
Athens, Greece
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form
20-For Form 40-F:
þ
Form 20-F
o
Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(1):
o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7):
o
Indicate by check mark whether the registrant by furnishing the information contained in this Form
is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934:
o
Yes No
þ
If Yes is marked, indicate below the file number assigned to the registrant in connection with
Rule 12g3-2(b):
n/a
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Effective October 6, 2008, the Board of Directors of Oceanaut, Inc., a Marshall Islands
corporation (the
Company
) approved amendments to the bylaws of the Company (the
Amendment
) to
make consistent certain provisions of the Companys bylaws regarding the adjournment of shareholder
meetings; to amend the shareholder vote required for any action (other than the election of
directors and subject to certain other exceptions) to be authorized by a majority of the votes cast
at a meeting of shareholders by the holders of shares entitled to vote thereon; and to make
explicit the powers of the chairman of the meeting to determine the order of business, the
procedures to be followed and the conduct of a shareholder meeting.
A copy of the Amendment is attached hereto as Exhibit 3.1, the terms of which are hereby
incorporated by this reference.
Other Events
On
October 8, 2008, the Company issued a press release and a notice to its shareholders announcing that, in light
of current market conditions, the Company has cancelled the special shareholder meeting scheduled
for October 15, 2008. The Company will advise its shareholders of the new meeting date if and when
it is rescheduled. The Company is also discussing whether the terms of each of the four Memoranda
of Agreement, dated August 20, 2008, as amended on September 5, 2008, for the purchase of a dry
bulk carrier vessel (collectively, the
MOAs
) will be extended or restructured.
A copy of the notice to shareholders is attached hereto as Exhibit 99.1, the terms of which
are hereby incorporated by this reference. A copy of the press
release is attached as Exhibit 99.2.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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OCEANAUT, INC.
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Date: October 8, 2008
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By:
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/s/ Gabriel Panayotides
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Gabriel Panayotides, President and
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Chief Executive Officer
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