india-8k7152008.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
July
15, 2008
Date
of Report (Date of earliest event reported)
INDIA
GLOBALIZATION CAPITAL, INC.
(Exact
name of registrant as specified in its charter)
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Maryland
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001-32830
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20-2760393
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(State
or other jurisdiction of incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer Identification
No.)
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4336 Montgomery
Ave.,
Bethesda, Maryland 20814
(Address
of principal executive offices) (Zip
Code)
(301) 983-0998
(Registrant’s
telephone number, including area code)
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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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
FR 240.13e-4(c))
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Item
2.02 Results of Operations and Financial Condition.
The
following information is being provided pursuant to Item
2.02. Such information, including the exhibit attached
hereto, shall not be deemed "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934, as
amended.
On July 16, 2008, India
Globalization Capital, Inc. (the “Company”) issued a press release
reporting its financial results for the fourth quarter
and fiscal year ended March 31, 2008. A copy of
this press release is being furnished as Exhibit 99.1 to this report
and is incorporated herein by reference.
At a special
meeting of stockholders of the Company held on July 15, 2008 the amendment of
the IGC 2008 Omnibus Incentive Plan (the “Plan”) to: (i) increase the share
reserve under the Plan by 1,000,000 shares from 300,000 to 1,300,000 shares, to
reduce the base number of outstanding shares used to calculate adjustments to
the shares under the Plan from 13,974,500 to 8,570,107 and to make additional
clarifying changes to the Plan was approved.
FORWARD-LOOKING
STATEMENTS
Certain statements in this Currant
Report on Form 8-K constitute "forward-looking statements" within the meaning of
the Federal Private Securities Litigation Reform Act of 1995. While
forward-looking statements sometimes are presented with numerical specificity,
they are based on various assumptions made by management regarding future events
over which we have little or no control. Forward-looking statements
may be identified by words including "anticipate," "believe," "estimate,"
"expect" and similar expressions. We caution readers that
forward-looking statements, including without limitation, those relating to
future business prospects, revenues, working capital, liquidity, and income, are
subject to certain risks and uncertainties that would cause actual results to
differ materially from those indicated in the forward-looking
statements. Factors that could cause actual results to differ from
forward-looking statements include the concentration of our revenues, risks
involved in contracting with our customers, including difficulties to accurately
estimate costs when bidding on a contract and the occurrence of start-up costs
prior to receiving revenues and contract with fixed price provisions, government
contracting risks, potential conflicts of interest, difficulties we may have in
attracting and retaining management, professional and administrative staff,
fluctuation in quarterly results, risks related to acquisitions and acquisition
strategy, continued favorable banking relationships, the availability of capital
to finance operations and ability to make payments on outstanding indebtedness,
weakened economic conditions, acts of terrorism, risks related to competition
and our ability to continue to perform efficiently on contracts, and other risks
and factors identified from time to time in the reports we file with the
Securities and Exchange Commission ("SEC"), including our Annual Report on Form
10-K. Should one or more of these risks or uncertainties materialize,
or should underlying assumptions prove incorrect, actual results may vary
materially from those anticipated, estimated or projected.
Forward-looking statements are
intended to apply only at the time they are made. Moreover, whether
or not stated in connection with a forward-looking statement, the Company
undertakes no obligation to correct or update a forward-looking statement should
we later become aware that it is not likely to be achieved. If the
Company were to update or correct a forward-looking statement, you should not
conclude that the Company will make additional updates or correction
thereafter.
(d)
Exhibits
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.
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INDIA
GLOBALIZATION CAPITAL, INC.
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Date:
July 21, 2008
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By:
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/s/ Ram
Mukunda
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Ram
Mukunda
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President
and Chief Executive Officer
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Exhibit
Index