Current Report Filing (8-k)
29 November 2019 - 11:04AM
Edgar (US Regulatory)
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)
November 27, 2019
AMAZING ENERGY OIL AND GAS,
CO.
(Exact name of registrant as specified in its
charter)
NEVADA
(State or other jurisdiction of
incorporation)
000-52392
(Commission File No.)
5700 W. Plano Parkway, Suite
3600
Plano, Texas 75093
(Address of principal executive offices and
Zip Code)
(855) 448-1922
(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 Instruction A.2.
below):
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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))
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Item 2.01
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Completion of Acquisition of
Assets.
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On November 22,
2019 Amazing Energy Holdings, LLC (“AEH”) a
wholly-owned subsidiary of Amazing Energy Oil & Gas, Co.
(together with AEH, “Amazing” or the
“Company”) closed on the acquisition of assets
consisting of certain oil and gas leases encompassing approximately
nine hundred (900) acres, nine (9) oil wells and a saltwater
disposal well, all located in Mississippi and generally known as
the “Denver Mint Project.” Amazing acquired the Denver
Mint Project from multiple parties for approximately three million
fifty thousand dollars ($3,050,000).
A copy of the
third-party reserve engineering report covering the Denver Mint
Project and completed by Moyes & Company is attached hereto as
Exhibit 96.1.
On November 22,
2019 Amazing closed on a financing transaction whereby the Company
sold an overriding royalty interest, in and to the Denver Mint
Project (the “Denver Mint ORRI”), for the total
aggregate sum of four million five hundred thousand and no/100
dollars ($4,500,000). The proceeds of the sale of the Denver Mint
ORRI were allocated approximately $3,050,000 toward the acquisition
of the Denver Mint Project (See Item 2.01) and the balance of
approximately one million four hundred thousand ($1,400,000) toward
working capital for the Company.
Pursuant to the
Denver Mint ORRI, Amazing will provide total aggregate production
of one hundred forty-six thousand four hundred seventy (146,470)
barrels of oil (the “Total Production”) to the Denver
Mint ORRI recipient over a period of forty-eight (48) months (the
“Production Schedule”). The Production Schedule also
provides for monthly production requirements, beginning in
February, 2020, which range from 280 barrels per month to 4,560
barrels per month (the “Monthly Production”). Once the
Monthly Production is met each month the Company retains one
hundred percent (100%) of seventy-five percent (75%) of the
remaining production.
Section 7.01
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Regulation FD Disclosure.
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On November 26,
2019 the Company issued a Press Release announcing the acquisition
of the Denver Mint Project (See Item 2.01) and the sale of the
Denver Mint ORRI (See Item 8.01). A copy of the Press Release is
attached hereto as Exhibit 99.1.
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.
Dated this
27th day
of November, 2019.
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AMAZING ENERGY OIL AND GAS,
CO.
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BY:
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/s/ Will McAndrew
III
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Will McAndrew III,
CEO
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