EnerJex Resources, Inc. (OTCMKTS:ENRJP) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement
On December 22, 2017, EnerJex Resources, Inc. (the “Company”) and its subsidiaries, EnerJex Kansas, Inc. (f/k/a Midwest Energy, Inc.), a Nevada corporation, Black Raven Energy, Inc., a Nevada corporation, Working Interest, LLC, a Kansas limited liability company, Adena, LLC, a Colorado limited liability company, Kansas Holdings, LLC, a Delaware limited liability company, and Black Sable Energy, LLC, a Texas limited liability company (collectively the “Borrowers”), entered into the First Amendment to the Second Amended and Restated Credit Agreement(the “Amendment) with Pass Creek Resources, LLC (“Pass Creek”) and Cortland Capital Market Services, LLC (“Administration Agent”). The Borrowers, Pass Creek, and Administrative Agent are parties to the Second Amended and Restated Credit Agreement dated May 10, 2017.
The Maturity Date of the Loan has been extended to the earlier of (i) February 15, 2018 or April 30, 2018, if (a) the Borrowers provide notice to the Administrative Agent of their intent to extend the maturity date and (b) no later than the first Business Day following delivery of such notice pay a $100,000 extension fee, or (ii) the merger of AgEagle Merger Sub, Inc., a wholly-owned subsidiary of the Company and AgEagle Aerial Systems, Inc. to the Agreement and Plan of Merger dated as of October 19, 2017.
At the closing of First Amendment, Borrowers paid Pass Creek a $65,000 extension fee and $7,500 to the Administrative Agent for additional fees. Borrowers are also obligated to pay the Administrative Agent an additional $45,000 upon the filing of a definitive proxy statement by the Company with the Securities and Exchange Commission.
The Borrowers also agreed to borrow Improvement Advances in an amount not to exceed $300,000.
The above is a summary of the Amendment and is qualified in its entirety by the Amendment which is incorporated herein as Exhibit 10.1 and made a part hereof. Defined terms not defined herein shall have the meaning set forth in the Amendment.
IMPORTANT INFORMATION FOR INVESTORS AND SHAREHOLDERS
This communication does not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities or a solicitation of any vote or approval. EnerJex filed a registration statement on Form S-4 in connection with the proposed transaction which includes a definitive proxy statement and a proxy card, and will be mailed to the Company’s stockholders seeking any required stockholder approvals in connection with the proposed transactions. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT THE COMPANY MAY FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTIONS. Stockholders may obtain, free of charge, copies of the definitive proxy statement/prospectus and any other documents filed by EnerJex with the SEC in connection with the proposed transactions at the SEC’s website (http://www.sec.gov), at EnerJex’s website, or by directing written request to: EnerJex Resources, Inc., 4040 Broadway Street, Suite 425, San Antonio, TX 78209, Attention: Louis G. Schott, Interim Chief Executive Officer. The Company and its directors and executive officers and AgEagle and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of the Company in connection with the proposed transaction. Information regarding the special interests of these directors and executive officers in the merger will be included in the proxy statement referred to above. Additional information regarding the directors and executive officers of the Company is also included in the Company’s Definitive Proxy Statement on Schedule 14A relating to the 2017 Annual Meeting of Stockholders, which was filed with the SEC on April 7, 2017. This document is available free of charge at the SEC website (www.sec.gov), at the Company’s website, or by directing a written request to the Company as described above.
Item 1.01. Financial Statements and Exhibits.
EnerJex Resources, Inc. ExhibitEX-10.1 2 tv482202_ex10-1.htm EXHIBIT 10.1 EXHIBIT 10.1 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 22,…To view the full exhibit click here
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).