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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
(Date of earliest event reported) November 14, 2013
Sky Harvest Energy Corp.
(Exact name of registrant as specified in its charter)
Nevada 000-52410 N/A
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1200 West 73rd Avenue, Vancouver, BC, Canada V6P 6G5
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (604) 267-3041
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a -12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d -2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e -4(c))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On November 14, 2013, we entered into an agreement whereby we agreed to sell our
interest in assets relating to its Sky Harvest Project located in southwestern
Saskatchewan to a major Canadian wind power development company, including our
leasehold interests in approximately 15,000 acres of land, accumulated wind
data, environmental assessment studies, and our meteorological tower.
In consideration of our sale of the assets, the purchaser has agreed to pay a
purchase price in three instalments comprised of a fixed payment payable upon
execution of a power purchase agreement ("PPA"), a first success fee based upon
the number of megawatts contracted under the PPA and payable upon financial
close, and a second success fee also based on contracted megawatts and payable
upon the commencement of commercial operations.
Given the Sky Harvest Project's potential to host up to a 150 megawatt windpower
generation facility, we may realize up to $8.17 million dollars from the
purchase. However, there is no guarantee that we will receive any funds from the
sale of the assets since payments are contingent on a PPA being executed. The
agreement further provides that if the purchaser is unable to execute a PPA
respecting the project by December 19, 2019, it will return the assets to us for
nominal consideration.
We will remain involved in the project in a development services capacity as we
aid the purchaser in liaising with landowners and communities within
Saskatchewan, as well as revising lease agreements. We also retain our interests
in the Keewatin and Matador sites in southwest Saskatchewan.
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
On November 14, 2013, we concurrently entered into and completed the disposition
of assets described in Item 1.01 above.
ITEM 8.01 OTHER EVENTS
On July 5, 2013, we entered into an asset purchase agreement with Kelso Energy
Ltd. and Barry Ireland (the "Vendors") whereby we acquired all the property,
assets and undertaking of their vertical axis wind turbine manufacturing and
sales business as a going concern, including all intellectual property rights,
leasehold interests in two manufacturing facilities and related equipment,
client and contact lists, and unfulfilled purchase orders.
The Vendors have assigned one of the four patent applications to us in
accordance with the terms of the Asset Purchase Agreement, but have failed to
assign the second, third and fourth patents and have not delivered all equipment
related to the Vendors' vertical axis wind turbine business that was sold to us
pursuant to the asset purchase agreement.
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On November 12, 2013, we commenced a legal action against the Vendors seeking a
declaration that we own the assets described in the asset purchase agreement and
that the Vendors have breached the agreement, as well as seeking general
damages.
Barry Ireland has terminated his employment agreement with us and takes the
position that we breached the asset purchase agreement by failing to provide the
required consideration. Our position is that all consideration due to the
Vendors pursuant to the asset purchase agreement has been paid.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
99.1 News release dated November 18, 2013
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SKY HARVEST ENERGY CORP.
/s/ William Iny
-----------------------------
William Iny
President and CEO
Date: November 18, 2013
