ENERGY 11, L.P. (TSE:BAM-I) Files An 8-K Entry into a Material Definitive Agreement

As previously disclosed in its Current Report on Form 8-K filed
with the Securities and Exchange Committee on November 4, 2016
(the Initial Form 8-K), on November 3, 2016, Energy 11 Operating
Company, LLC, a wholly owned subsidiary of Energy 11, L.P.
(together, the Partnership), entered into an Exclusive Option
Agreement (Option Agreement) with Kaiser-Whiting, LLC
(Kaiser-Whiting), for the exclusive right and option (Exclusive
Option) to purchase all issued and outstanding limited liability
company interests of Kaiser-Whiting (Transferred Interests),
resulting in the option to purchase an approximate 11%
non-operated working interest in approximately 216 existing
producing wells and approximately 257 future development
locations in the Sanish field located in Mountrail County, North
Dakota (collectively, the Sanish Field Assets). The Partnership
initially paid $1.0 million in cash for the Exclusive Option.

On December 29, 2016, the Partnership provided written notice and
funded the exercise payment (Exercise Payment) of $9.0 million to
Kaiser-Whiting to exercise the Exclusive Option, to the Option
Agreement. By exercising the Exclusive Option, the Partnership,
Kaiser-Whiting and the owners of all the limited liability
company interests of Kaiser-Whiting have the right to enter into
the Interest Purchase Agreement (Purchase Agreement) and close on
the purchase of the Transferred Interests on or before January
11, 2017 (Closing Date).

to the Purchase Agreement, the purchase price for the Transferred
Interests is $130.0 million. If all of the conditions to closing
are met and a closing occurs, it is anticipated the purchase
price will be funded by the application of the payments
previously made ($10.0 million, collectively, the Deposit),
payment of approximately $80.0 million in additional cash and
delivery of a promissory note (Note) payable to the manager of
Kaiser-Whiting in an original principal amount equal to $40.0
million. The Note would bear interest at 5% per annum and be
payable no later than April 30, 2017 (Maturity Date). The
Partnership would have the right to extend the Maturity Date up
to October 31, 2017, subject to the Partnerships compliance with
certain conditions set forth in the Note. The final settlement
purchase price would be subject to the customary post-closing
adjustments, as defined and identified in the Purchase Agreement.

In the event the transaction does not close due to a breach by
Kaiser-Whiting or if the aggregate value of any title defects and
casualty losses exceeds 10% of the unadjusted initial purchase
price, the Deposit will be refunded to the Partnership. If the
Partnership does not perform under the contract as a result of
our diligence review or breaches the Purchase Agreement,
Kaiser-Whitings sole remedy against the Partnership is the
retention of the Deposit.

The Partnership currently owns an approximate 11% non-operated
working interest in the Sanish Field Assets, so if all conditions
to closing are met under the Purchase Agreement, the Partnerships
working interest in the Sanish Field Assets would increase to
approximately 22-23%. Whiting Petroleum Corporation (NYSE:WLL), a
publicly traded oil and gas company, operates the Sanish Field
Assets.

Item 8.01. Other Events

Status of the Offering

In December 2016, the Partnership closed on the issuance of
approximately 2,241,872 common units at $20.00 per common unit
through its on-going best-efforts offering, representing gross
proceeds to the Partnership of approximately $44.8 million and
proceeds net of selling commissions and marketing expenses of
approximately $42.1 million. As of December 29, 2016, the
Partnership has completed the sale of a total of 14.6 million
common units for total gross proceeds of $286.4 million and
proceeds net of selling commissions and marketing expenses of
$269.2 million. As of December 29, 2016, 85,680,195 units remain
unsold.

Under the terms of the prospectus, the offering was set to expire
upon the sooner of (1) the date all common units had been sold or
(2) January 23, 2017, unless the offering was extended by the
General Partner. In December 2016, the General Partner extended
the offering for three additional months, as provided by the
prospectus. As a result, the best-efforts offering will continue
until all common units offered under the prospectus have been
sold or until April 24, 2017, whichever occurs sooner.

Item 9.01. Financial Statements and Exhibits

(a) Financial statements of business acquired

Kaiser-Whiting, LLC Audited Financial Statements as of December
31, 2015 and for each of the years in the three year period ended
December 31, 2015 and Kaiser-Whiting, LLC Unaudited Financial
Statements as of September 30, 2016 and 2015 and for the nine
months ended September 30, 2016 and 2015 are filed as Exhibit
99.1 to this current report on Form 8-K/A and are incorporated by
reference herein

(b) Pro forma financial information

Energy 11, L.P. Unaudited Pro Forma Condensed Combined Financial
Statements as of and for the nine months ended September 30, 2016
and for the year ended December 31, 2015 are filed as Exhibit
99.2 to this current report on Form 8-K/A and are incorporated by
reference herein

(d) Exhibits