Attached files

file filename
EX-23.1 - EX-23.1 - Reef Oil & Gas Drilling & Income Fund, L.P.a14-26863_1ex23d1.htm
EX-99.2 - EX-99.2 - Reef Oil & Gas Drilling & Income Fund, L.P.a14-26863_1ex99d2.htm
EX-99.1 - EX-99.1 - Reef Oil & Gas Drilling & Income Fund, L.P.a14-26863_1ex99d1.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

 


 

FORM 8-K/A

(Amendment No. 1)

 


 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported):  October 14, 2014

 

REEF OIL & GAS DRILLING AND INCOME FUND, L.P.

(Exact Name of registrant as specified in its charter)

 

Texas

 

333-172846

 

32-0388630

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

1901 N. Central Expressway, Suite 300
Richardson, Texas

 

75080

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (972) 437-6792

 

Not Applicable

(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:

 

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Introductory Note

 

On October 20, 2014, Reef Oil & Gas Drilling and Income Fund, L.P. (the “Registrant”) filed a current report on Form 8-K (the “Original Form 8-K”) announcing that on October 14, 2014, the Company completed the transaction (the “Acquisition”) contemplated by that certain Purchase and Sale Agreement dated September 18, 2014 (the “Purchase Agreement”), among the Registrant and Arbol Resources, Inc. (“Arbol”). Upon the effectiveness of the Acquisition, the Registrant purchased from Arbol certain oil and gas working interests in La Salle and Frio Counties, Texas (the “Purchased Interests”).

 

Under the rules of the United States Securities Exchange Commission, the Registrant has 71 days after the date on which the Original Form 8-K was required to be filed to amend such filing to include audited financial information related to the Purchased Interests and other pro forma financial information required by Item 9.01 of Form 8-K.  This Form 8-K/A is being filed to provide such financial statements and the pro forma financial information and does not make any other changes to the Original Form 8-K.

 

Item 9.01              FINANCIAL STATEMENTS AND EXHIBITS.

 

(a)           Financial statements of business acquired.

 

The audited statements of revenues and direct operating expenses of the assets acquired from Arbol for the years ended December 31, 2013 and 2012, together with the report of BDO USA, LLP with respect thereto, and the unaudited statements of revenues and direct operating expenses of the assets acquired from Arbol for the nine months ended September 30, 2014 and 2013 are included as Exhibit 99.1 and incorporated by reference herein.

 

(b)           Pro forma financial information.

 

The unaudited pro forma financial statements of Reef Oil & Gas Drilling and Income Fund, L.P. as of and for the nine months ended September 30, 2014 and for the year ended December 31, 2013 are included as Exhibit 99.2 and incorporated by reference herein.

 

(d)           Exhibits

 

The following is a list of exhibits furnished as part of this Form 8-K/A.

 

Exhibit Number

 

Description

Exhibit 23.1

 

Consent of Independent Registered Public Accounting Firm – BDO USA, LLP

Exhibit 99.1

 

Statements of Revenues and Direct Operating Expenses for the Arbol Assets.

Exhibit 99.2

 

Unaudited Pro Forma Financial Statements.

 

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SIGNATURES

 

Pursuant to the requirement 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:  December 30, 2014

 

 

Reef Oil & Gas Drilling and Income Fund, L.P.,

 

A Texas limited partnership

 

(Registrant)

 

 

 

By:

Reef Oil & Gas Partners, L.P.,

 

 

its managing general partner

 

 

 

By:

Reef Oil & Gas Partners, GP, LLC,

 

 

its general partner

 

 

 

/s/ Michael J. Mauceli

 

Michael J. Mauceli

 

Manager

 

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Exhibit Index

 

Exhibit Number

 

Description

Exhibit 23.1 *

 

Consent of Independent Registered Public Accounting Firm – BDO USA, LLP

Exhibit 99.1 *

 

Statements of Revenues and Direct Operating Expenses for the Arbol Assets.

Exhibit 99.2 *

 

Unaudited Pro Forma Financial Statements.

 


* Filed herewith

 

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