Attached files
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): June 1, 2015
DIVERSIFIED RESOURCES, INC.
----------------------------------------
(Exact name of registrant as specified in its charter)
Nevada None 98-0687026
-------------------- ------------------ -----------------
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
1789 W. Littleton Blvd.
Littleton, CO 80120
----------------------------------------
(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: (303) 797-5417
N/A
-------------------------------------------
(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 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-14(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 3.02. Unregistered Sales of Equity Securities
On June 1, 2015 the Company's directors approved the sale of convertible
notes in the principal amount of $650,000 to four accredited investors. The
notes bear interest at 12% per year and mature between March and April 2017. The
purchasers of the notes also received warrants which collectively allow for the
purchase of up to 130,000 shares of the Company's common stock. The warrants
have an exercise price of $0.80 per share and expire between March and April of
2017.
At any time prior to the payment in full of the notes, all or any part of
the outstanding principal amount of the notes, plus any accrued interest (the
"PI Amount"), may be converted, one time only, for new securities ("New
Securities") offered by the Company. The number of New Securities which will be
issued to the holder of the notes will be determined by the following formula:
PI = NS
----------
PNS
Where:
PI = The principal amount of the notes, plus any unpaid and accrued
interest tendered for purposes of conversion.
PNS = Price of New Security
NS = Number of New Securities to be issued upon conversion.
The Company relied upon the exemption provided by Section 4(2) of the
Securities Act of 1933 in connection with the sale of the convertible notes and
warrants. The persons who acquired these securities were sophisticated investors
and were provided full information regarding the Company's business and
operations. There was no general solicitation in connection with the offer or
sale of these securities. The persons who acquired these securities acquired
them for their own accounts. The certificates representing these securities will
bear a restricted legend providing that they cannot be sold except pursuant to
an effective registration statement or an exemption from registration. No
commission was paid to any person in connection with the sale of these
securities.
Item 9.01. Financial Statements and Exhibits.
Number Description
------ -----------
10.8 Form of convertible note
10.9 Form of warrant
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.
Date: June 3, 2015
DIVERSIFIED RESOURCES, INC.
By: /s/ Paul Laird
-------------------------------------
Paul Laird, Chief Executive Office
