EMPIRE PETROLEUM CORPORATION (OTCMKTS:EMPR) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
On April 6, 2020, Empire Texas LLC, a Delaware limited liability company and wholly owned subsidiary of Empire Petroleum Corporation (“Empire Texas”), entered into a purchase and sale agreement dated (the “Purchase Agreement”), with Pardus Oil & Gas, LLC and Pardus Oil & Gas Operating GP, LLC (collectively, “Seller”), to which, among other things, Empire Texas agreed to acquire (1) certain oil and gas properties from Seller in Houston, Madison and Leon Counties, Texas comprising of 139 gross wells that have been recently producing approximately 400 net barrels of oil equivalent per day and approximately 30,397 net acres, (2) 77.3 miles of gathering lines and pipelines and related facilities and equipment, and (3) all general and limited partner shares and general and limited partner interest in Pardus Oil & Gas Operating, LP.
The transactions under the Purchase Agreement were closed on April 7, 2020. to the Purchase Agreement, (1) the purchase price included (a) the assumption of certain obligations and (b) a contingent payment of cash in an amount not to exceed $2,000,000 (subject to customary adjustments), and (2) the effective date of the transactions contemplated by Purchase Agreement is April 1, 2020. The Purchase Agreement also contains various representations and warranties, covenants, indemnities, limitations of liability and other terms and conditions that are customary for transactions similar to the transactions contemplated by the Purchase Agreement.
The foregoing description of the Purchase Agreement is only a summary, does not purport to be complete and is subject to, and qualified in its entirety by reference to, the Purchase Agreement, a copy of which is filed as Exhibit 2.1 attached hereto.
Item 2.01 Completion of Acquisition or Disposition of Assets
As discussed above, on April 7, 2020, Empire Texas acquired (1) certain oil and gas properties in Houston, Madison and Leon Counties, Texas comprising of 139 gross wells that have been recently producing approximately 400 net barrels of oil equivalent per day and approximately 30,397 net acres, (2) 77.3 miles of gathering lines and pipelines and related facilities and equipment, and (3) all general and limited partner shares and general and limited partner interest in Pardus Oil & Gas Operating, LP.
Item 9.01 Financial Statements and Exhibits
| 2.1 | Purchase and Sale Agreement dated as of April 6, 2020, by and between Pardus Oil & Gas, LLC and Pardus Oil & Gas Operating GP, LLC and Empire Texas LLC |
EMPIRE PETROLEUM CORP Exhibit
EX-2.1 2 exh2-1_18389.htm PURCHASE AND SALE AGREEMENT Exhibit 2.1 PURCHASE AND SALE AGREEMENT by and between PARDUS OIL & GAS,…
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About EMPIRE PETROLEUM CORPORATION (OTCMKTS:EMPR)
Empire Petroleum Corporation is engaged in exploration and development of oil and gas interests. The Company did not own any interest in oil and gas properties or equipment. The Company continues to seek partners to help it explore and develop oil and gas interests. The Company does not have any producing wells. The Company owned a working interest in oil and gas leases in Nye County, Nevada (the Gabbs Valley Prospect). The Company owned a working interest in oil and gas leases in Natrona County, Wyoming (the South Okie Prospect). The Company owned options to acquire approximately 160,000 gross leasable acres in South Dakota and North Dakota. The Company has no revenue.