XUN ENERGY, INC. (OTCMKTS:XNRG) Files An 8-K Entry into a Material Definitive Agreement

XUN ENERGY, INC. (OTCMKTS:XNRG) Files An 8-K Entry into a Material Definitive Agreement

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ITEM 1.01

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On November 15, 2016 we submitted an Offer of Settlement (the
Offer of Settlement) to the Securities and Exchange Commission
(the SEC) to Rule 240(a) of the Rules of Practice of the SEC with
respect to administrative proceedings initiated against us by the
SEC on November 2, 2016 (File No. 3-17659) to Section 12(j) of
the Securities Exchange Act of 1934, as amended (the Exchange
Act). In the Offer of Settlement, we consented to the entry of an
order by the SEC (the Order) finding that we had failed to comply
with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13
thereunder because we had failed to file any periodic reports
with the SEC since the period ended August 31, 2014 and further
consented that the registration of our common stock under Section
12 of the Exchange Act be revoked to Section 12(j) of the
Exchange Act.

ITEM 8.01

OTHER EVENTS

We plan to, subject to completion of adequate financing or cash
flow, re-register our common stock under Section 12(g) of the
Exchange Act after the May 31, 2017 fiscal year end audit is
completed, expected timeframe being September 2017, barring any
delays.

Plan of Operation for Remaining Fiscal Year

During the timeframe leading up to our fiscal year end of May 31,
2017, subject to adequate financing or cash flow, we plan to
complete or initiate the following:

Close on a financing transaction that is currently in
progress.

Re-instate the Company in the State of Nevada.

Close on two of four ULSD (Ultra Low Sulphur Diesel)
physical commodity trades that are in progress with the
potential to lead to a monthly demand of 60 Million gallons
per month over a 12 month contract period.

Close on a contemplated acquisition of land and permits for
a 102 Mega Watt (MW) power project, currently in progress.

Discharge our Convertible Debenture obligations through
cash settlements.

Discharge our obligations relating to our trade payables
including the November 17, 2014 Superior Court of
Connecticut, Judicial District of Danbury Order approving
the voluntary Stipulation for Settlement of Claims
($1,834,935 in debt obligations) through cash payments.

Change the domicile of the Company from Nevada to an as yet
undetermined State.

Restructure the capital stock of the Company, including but
not limited to a reverse stock split.

THERE ARE NO ASSURANCES THAT THERE WILL BE A
SUCCESSFUL CLOSE ON THE FINANCING, ON THE ULSD PHYSICAL
COMMODITY TRADES OR ON THE ACQUISITION OF THE 102 MW POWER
PROJECT. THERE CAN BE NO ASSURANCE THAT THE SALE OF THE
ULSD WILL BE PROFITABLE OR THAT THE COMPANY WILL BE ABLE TO
GENERATE SUFFICIENT REVENUES TO OPERATE PROFITABLY FROM THE
PURCHASE AND SALE OF ULSD.

THERE ARE NO ASSURANCES THAT SHOULD THE COMPANY
CLOSE ON THE FINANCING THAT THE FINANCING WILL BE
SUFFICIENT TO DISCHARGE ITS DEBT OBLIGATIONS OR BE
SUFFICIENT TO GENERATE REVENUES FOR THE COMPANY.

THERE ARE NO ASSURANCES THAT SHOULD THE COMPANY
CLOSE ON THE ACQUISITION OF THE LAND AND PERMITS FOR THE
102 MW POWER PROJECT THAT THE COMPANY WILL BE SUCCESSFUL IN
RAISING THE FUNDS NECESSARY TO COMPLETE THE CAPITAL COST OF
THE PROJECT AND THERE ARE NO ASSURANCES THAT SHOULD THE
COMPANY BE SUCESSFUL IN RAISING THE NECESSARY FUNDS TO
COMPLETE THE 102 MW POWER PROJECT, THAT THE 102 MW POWER
PROJECT WILL BE ABLE TO GENERATE SUFFICIENT REVENUES TO
OPERATE PROFITABLY.


About XUN ENERGY, INC. (OTCMKTS:XNRG)

Xun Energy, Inc. is a development-stage company. The Company and its subsidiaries are primarily engaged in the acquisition of producing or near producing oil and gas properties and the marketing of petroleum products across the world. It has a producing oil and gas lease in Pennsylvania with drilling permits for over four additional oil wells and focuses to acquire producing properties in Texas, and other states, and to develop these properties for enhanced oil and gas recovery. The Company is evaluating properties in Texas, Oklahoma, Pennsylvania, Kansas and in Canada. Its operations include various divisions, such as oil and gas, energy, mining and capital. Its capital division includes XUN Oil Marketing (XOM), which is a global physical commodity trading firm. XOM offers a range of petroleum products, including crude oil (all standard types and grades), fuel oil, gasoline (all octanes), liquefied natural gas (LNG), liquefied petroleum gas (LPG) and other petroleum products.

XUN ENERGY, INC. (OTCMKTS:XNRG) Recent Trading Information

XUN ENERGY, INC. (OTCMKTS:XNRG) closed its last trading session 00.00000 at 0.00010 with 100,000 shares trading hands.

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