ENERJEX RESOURCES, INC. (OTCMKTS:ENRJP) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
Amendment to Letter Agreement
On March 30, 2017, EnerJex Resources, Inc., a Nevada corporation
(the Company) and its subsidiaries, EnerJex Kansas, Inc., Black
Raven Energy, Inc., Adena, LLC, Working Interest, LLC and Black
Sable Energy, LLC (the Subsidiaries), entered into a First
Amendment (the Amendment) to that certain Letter Agreement dated
February 10, 2017, with PWCM Investment Company IC LLC, a
Delaware limited liability company and other parties named in
that Letter Agreement (collectively, the Successor Lender), to
which the parties agreed (i) to move the deadline for obtaining
shareholder approval of the transactions described in the Letter
Agreement from March 31, 2017, to April 30, 2017, (ii) to move
the Closing Date from April 30, 2017, to May 1, 2017, (iii) that
in lieu of making a Cash Payment of $3,300,000 at the Closing,
the Company and the Subsidiaries would issue to the Successor
Lender a nonrecourse Restated Secured Note in the principal
amount of $4,500,000, which would bear interest at a rate of 16%
per annum, would mature on November 1, 2017 (subject to two
90-day extension upon payment of a $100,000 extension fee for
each extension), and would be prepayable in full prior to
maturity with a discounted payment of $3,300,000, (iv) the
Company would contribute title to all of its Kansas oil and gas
assets into a wholly-owned, bankruptcy-remote, Delaware limited
liability company that would guaranty the Restated Secured Note
and grant a lien in its Kansas oil and gas assets, and the net
cash receipts therefrom, to secure that Guaranty.
A copy of the Amendment is attached hereto as Exhibit 10.1 and
incorporated herein by reference.
ITEM9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
|
Exhibit Number |
Description |
|
|
10.1 |
First Amendment to Letter Agreement dated March 30, 2017, |
IMPORTANT ADDITIONAL INFORMATION WILL BE FILED WITH THE SEC
EnerJex plans to file with the SEC and mail to shareholders a
Proxy Statement in connection with the transactions described
above. The Proxy Statement will contain important information
about EnerJex, the related transactions and other related
matters. Investors and security holders are urged to read the
Proxy Statement carefully when it is available.
Investors and security holders will be able obtain free copies of
the Proxy Statement and other documents filed with the SEC by
EnerJex through the website maintained by the SEC at www.sec.gov.
In addition, investors and security holders will be able to
obtain a free copies of the Proxy Statement from EnerJex by
contacting EnerJex’s Investor Relations at 210-451-5545, as well
as a copy from the Company’s website at www.enerjex.com.
EnerJex and its directors and executive officers may be deemed to
be participants in the solicitation of proxies with respect to
the transactions contemplated by the related transactions.
Information regarding EnerJex’s directors and executive officers
is contained in EnerJex’s Annual Report on Form 10-K for the
year ended December 31, 2015, its proxy statement dated April 3,
2015, and this Current Report on Form 8-K, all of which are filed
with the SEC. You can obtain free copies of these documents from
EnerJex using the contact information set forth above. Additional
information regarding interest of such participants will be
included in the Proxy Statement that will be filed with the SEC
and available free of charge as indicated above.
SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS
Statements in this Report regarding the proposed transactions,
the expected timetable for complete the transactions, future
financial and operating results, benefits and synergies of the
transactions, management’s future expectations, beliefs, goals,
plans or prospective constitute forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1994. Any statements that are not statements of historical fact
(including statements continuing the words believes, plans,
anticipates, expects, estimates, and similar expressions) should
also be considered to be forward-looking statements. There are a
number of important factors that could cause actual results or
events to differ materially from those indicated by such
forward-lo9oking statements. Important factors that might cause
such a difference include, but are not limited to: the ability of
the Company to obtain shareholder approval of the transactions,
the possibility that the transactions may not close or the
closing may be delayed, and other events and factors disclosed.
About ENERJEX RESOURCES, INC. (OTCMKTS:ENRJP)
EnerJex Resources, Inc. is an independent energy company. The Company is engaged in the acquisition, development, exploitation and production of crude oil and natural gas properties in the United States. The crude oil and natural gas is obtained by the acquisition and subsequent exploration and development of mineral leases. Development and exploration include drilling exploratory or development wells on these leases. These operations are conducted primarily in Kansas, Colorado, Nebraska and Texas. The Company’s Colorado properties include Adena, Hereford, Seven Cross, Niobrara-Colorado and Niobrara-Nebraska. The Company’s Kansas properties include Mississippian Project and Cherokee Project. Its Texas properties include El Toro Project. The Company’s total net proved oil and gas reserves are approximately 2.6 million barrels of oil equivalents (BOE). ENERJEX RESOURCES, INC. (OTCMKTS:ENRJP) Recent Trading Information
ENERJEX RESOURCES, INC. (OTCMKTS:ENRJP) closed its last trading session up +0.73 at 1.98 with 1,700 shares trading hands.
