Petrolia Energy Corporation (OTCMKTS:BBLS) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into Material Definitive Agreement
a Debt Conversion Agreement (the Conversion Agreement) with
Jovian Petroleum Corporation and its subsidiary, Jovian Resources
LLC (together known as Jovian), to which Jovian has converted all
of the $1,000,000 promissory note (Promissory Note) and
$1,000,000 of the $3,000,000 principal balance of the Production
Payment Note (Production Payment) borrowed by the Company from
Jovian referenced in a previous 8-K filing, dated October 5,
2016, into 10,000,000 shares of the Companys Common Stock (the
Common Stock) and 10,000,000 warrants of Common Stock, the terms
of which are more fully described under Item 3.02 of this Report
on Form 8-K, all of which is incorporated by reference into this
Item 1.01. The $2,000,000 remaining principal balance of the
Production Payment remains subject to all the terms and
conditions thereof and of that certain Production Payment Note by
and between the Company and Jovian, dated February 28, 2016.
Payment Note to the extent necessary to effectuate the terms set
forth above. No other provisions of the Production Payment Note
have been amended to the Debt Conversion Agreement.
current liabilities of $1,095,980 and long-term debt of $904,020
and a corresponding $2,000,000 increase in stockholders equity as
of May 31, 2017. In addition, the Debt Conversion is expected to
reduce the Companys annual interest expense by approximately
$50,000, of which approximately $12,500 would have been payable
on a quarterly basis.
President and CEO of Jovian, sits on Petrolias board of directors
along with Zel C. Khan, Petrolias CEO, a shareholder in Jovian.
Both Mr. Beasley and Mr. Khan abstained from voting on the terms
of the Conversion. The Companys remaining board members voted in
favour of the Conversion Agreement as disclosed.
of which is incorporated by reference into this Item 3.02, on May
30, 2017, the Company issued 10,000,000 shares of it Common Stock
and 10,000,000 warrants of Common Stock to Jovian as a result of
the conversion of (i) $1,000,000 of the principal balance of the
Promissory Note, and (ii) $1,000,000 of the principal balance of
the Production Payment Note. The shares of Common Stock were
issued at a price of $0.20 per share, and the warrants were
issued on a tiered structure at a price of $0.20 per share for
6,000,000 shares and a price of $0.35 per share for 4,000,000
shares. The shares of Common Stock were issued to Jovian in a
transaction that was exempt from registration under the
Securities Act of 1933 (the Securities Act) to Section 4(2)
thereof. In connection therewith, Jovian has represented that it
acquired the shares of Common Stock for its own account and not
with a view toward resale and that it is an accredited investor
as that term is defined in Rule 501(a) of Regulation D under the
Securities Act.
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Exhibit No.
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Description
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10.1*
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Debt Conversion Agreement, dated June 30, 2011, by and
between the Company and Jovian |
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10.2*
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Pro Forma (unaudited) summary of the Petrolia Energys
balance sheet, as of May 31, 2017 |
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99.1*
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Company Press Release, dated May 31, 2017
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About Petrolia Energy Corporation (OTCMKTS:BBLS)
Petrolia Energy Corporation, formerly Rockdale Resources Corporation, is a domestic oil exploration and production company. The Company focuses on new oil wells in established areas of oil production. It is focused on acquisitions in the Southwest United States. The Company’s core area of operations is in the Minerva-Rockdale Field in Rockdale, Texas. The Company’s lease position offers the potential for approximately 100 new drilling locations. The Minerva-Rockdale Field is located approximately 30 miles Northeast of Austin and approximately 50 square miles in size. The main producing formation for this field is the Upper Cretaceous Navarro Group of sands and shale’s. The Company’s Slick Unit Dutcher Sands (SUDS) Field consists of approximately 2,600 acres located in Creek County, Oklahoma. Twin Lakes San Andres Unit (TLSAU) Field is approximately 50 miles from Roswell, Chavez County, New Mexico and consists of approximately 4,870 acres with over 130 wells. Petrolia Energy Corporation (OTCMKTS:BBLS) Recent Trading Information
Petrolia Energy Corporation (OTCMKTS:BBLS) closed its last trading session 00.000 at 0.138 with 250 shares trading hands.