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EX-99.1 - PRESS RELEASE - Breitling Energy Corpf8k031015ex99i_breitling.htm

 

 

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): March 16, 2015 (March 10, 2015)

 

BREITLING ENERGY CORPORATION

(Exact name of registrant as specified in its charter)

 

Nevada   000-50541   88-0507007

(State or other jurisdiction
of incorporation or organization)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification Number)

 

1910 Pacific Avenue, Suite 12000

Dallas, Texas 75201

(Address of principal executive offices, including zip code)

 

(214) 716-2600

(Registrant’s telephone number, including area code)

 

 

(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 2.01 Completion of Acquisition or Disposition of Assets.

 

On March 10, 2015, Breitling Energy Corporation (the "Company"), completed an acquisition of certain non-operated working interests (collectively the “Assets”) located in Kingfisher County, Oklahoma in the Hunton play pursuant to the terms of a Purchase and Sale Agreement (the “Purchase and Sale Agreement”) with Torchlight Energy Resources, Inc. and Torchlight Energy, Inc. (collectively the “Sellers”). The Hunton play acquisition includes current production in five wells and a proportional interest in the units held by these wells. The Purchase and Sale Agreement also provides for the purchase of additional interests in a future transaction upon satisfaction of certain closing conditions.

 

A closing was completed on March 10, 2015 whereby the Company purchased the Assets for $245,000. If certain separate conditions are met, another closing will occur whereby the Company will purchase additional interests for $355,000. The purchase prices for these sales are subject to customary adjustments.

 

Item 7.01 Regulation FD Disclosure.

 

On March 16, 2015, the Company issued a press release to announce the Purchase and Sale Agreement. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information in this Item 7.01 “Regulation FD Disclosure” of the Current Report on Form 8-K, including Exhibit 99.1, is being furnished and will not be treated as “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section. This information shall not be deemed incorporated by reference into a filing by the Company under the Securities Act of 1933, or into another filing under the Exchange Act, unless that filing expressly refers to specific information in the Item 7.01 or to Exhibit 99.1. The furnishing of the information in this Item 7.01 is not intended to, and does not, constitute a representation that such furnishing is required by Regulation FD or that the information the Report contains is material investor information that is not otherwise publically available.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

No.   Exhibit
     
99.1   Press Release

 

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SIGNATURE

 

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.

 

  BREITLING ENERGY CORPORATION
     
March 16, 2015 By: /s/ Chris Faulkner
  Name: Chris Faulkner
  Title: Chief Executive Officer

 

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Exhibit Index

 

No.   Exhibit
     
99.1   Press Release

 

 

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