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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 Report (Date of earliest event reported) January 16, 2014
NORSTRA ENERGY, INC.
(Exact name of registrant as specified in its charter)
Nevada 333-181042 27-0833279
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2860 Exchange Blvd., Suite 400, South Lake, Texas 76092
(Address of principal executive offices) (Zip Code)
(888) 474-8077
(Registrant's telephone number, including area code)
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 MATERIAL DEFINITIVE AGREEMENT
January 16, 2014, we entered into a farmout and option agreement between our
company and Super Nova Minerals Corp., a British Columbia based resource
exploration and production company, in relation to our option to acquire a 100%
working interest our Milford Colony oil & gas leases located in the county of
Lewis and Clark, Montana,
Pursuant to the Agreement, we have granted to Super Nova the option earn an 80%
working interest in the Milford Colony project. Super Nova will have the ability
to earn an 80% working interest in Norstra's entire Milford Colony project which
covers roughly 10,000 acres.
Under the terms of the agreement, the entire project is divided among three
"blocks" which are to be earned by Super Nova by paying for and drilling a
single vertical well on each of these blocks, to first evaluate for shallower
natural gas formations, then continue to an approximate depth of roughly 8,900
feet to evaluate the Bakken oil formation. After details are revealed about the
formation and its potential, the project operator in conjunction with Norstra
and Super Nova may elect to then undertake additional development such as
horizontal well legs and fracking programs.
Details of the timeline and investment obligation by Super Nova to earn the
three blocks are as follows:
1) Block #1 - Super Nova may earn an 80% Working Interest and a 64.4% Net
Revenue Interest if:
a) $25,000 is paid to Norstra within 30 days from signing the agreement,
and;
b) $15,000 is paid to Norstra 60 days from this agreement, and every
month thereafter for 9 months, with a balloon payment occurring on the
365th day or before for $210,000, and;
c) $1,015,000 is paid to Norstra to drill and evaluate the Bakken
formation within 12 months.
2) Block #2 & #3 - Super Nova may earn an 80% Working Interest and a 67.2% Net
Revenue Interest if:
a) $1,015,000 is paid to Norstra within 240 days of the completion of the
well on block #1 to be used in drilling a Bakken targeted well on
block #2; and
b) $1,015,000 is paid to Norstra within 240 days of the completion of the
well on block #2 to be used in drilling a Bakken targeted well on
block #3.
As at the date of this report the initial payment of $25,000 from Super Nova has
been received.
If Super Nova exercises its options pursuant to the Farmout Agreement, Norstra
will be carried through the project owning a 20% working interest, without any
further obligations of contributing capital towards the drilling of any oil and
or natural gas wells. Norstra will remain in control of managing the project's
technical decisions in conjunction with our operator Black Gold, LLC.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
10.1 Farmout Agreement with Super Nova Minerals Corp. dated January 16, 2014.
2
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.
NORSTRA ENERGY, INC.
/s/Glen Landry
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Glen Landry
President and Director
Date: March 5, 2014