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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): June 6, 2014
DIVERSIFIED RESOURCES. INC.
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(Exact name of registrant as specified in its charter)
Nevada None 98-0687026
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(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
1789 W. Littleton Blvd.
Littleton, CO 80120
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(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: (303) 797-5417
N/A
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(Former name or former address if changed since last report)
Check 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 (see General Instruction A.2. below):
[] 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 CFR240.14d-2(b))
[] Pre-commencement communications pursuant to Rule 13e-14(c) under the
Exchange Act (17 CFR240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement
On June 6, 2014, Diversified entered into an agreement with an independent
oil and gas company to acquire oil and gas properties consisting of producing
oil and gas wells and oil and gas leases.
The purchase price for the oil and gas properties was to be payable in cash
of $6,000,000 and 900,000 in restricted shares of Diversified's common stock.
On August 7, 2014 the agreement was amended such that Diversified would
acquire all of the outstanding shares of the independent oil and gas company for
the same price.
On October 7, 2014 Diversified and the independent oil and gas company
reached a new agreement which replaced, in its entirety, the June 6, 2014
agreement and the August 7, 2014 amendment.
Pursuant to the terms of the new agreement, Diversified will acquire
approximately 98% of the outstanding shares of the independent oil and gas
company for cash of $500,000, 900,000 restricted shares of Diversified's common
stock, a promissory note in the principal amount of approximately $1,800,000 and
the assumption of liabilities of the independent oil and gas company in the
approximate amount of $1,700,000 (subject to adjustment for unknown
liabilities). The note will be effective when certain leases covering Indian
tribal lands have been issued. The note will bear interest at 5% a year and will
be payable in October 2014.
The assets of the independent oil and gas company consist of:
o 48 producing oil and gas wells, all of which will be operated by the
Company after closing;
o leases covering approximately 10,400 gross and net acres; and
o miscellaneous equipment.
If the acquisition is completed, Diversified will have:
o an average working interest of approximately 100% (80% net revenue
interest) in the 48 producing wells; and
o an average 100% working interest (80% net revenue interest) in the oil
and gas leases.
The oil and gas properties are located in the Horseshoe-Gallup field in San
Juan County, New Mexico.
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Item 9.01 Financial Statements and Exhibits
Exhibit Number Description
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10.7 Agreement relating to Horseshoe Gallup Field
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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.
Date: October 7, 2014
DIVERSIFIED RESOURCES, INC.
By:/s/ Paul Laird
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Paul Laird, Chief Executive Officer
