UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)
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April
16, 2020
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NOWEA ENERGY, INC.
(Formerly
Northwest Oil & Gas Trading Company, Inc.)
(Exact Name of Registrant as
Specified in Charter)
Nevada
(State or Other Jurisdiction of
Incorporation)
333-229036
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82-3552932
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(Commission
File Number)
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(IRS
Employer Identification No.)
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4650
Wedekind Road
Suite
#2
Sparks,
NV
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89431
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(Address
of Principal Executive Offices)
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(Zip
Code)
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775-882-7549
(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 (see General Instruction A.2.
below):
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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1
Item 8.01
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Other Events.
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NOWEA
Energy, Inc. (the “Company”) is filing this Current
Report on Form 8-K in compliance with and in reliance upon the SEC
Order issued pursuant to Section 36 of the Securities Exchange Act
of 1934, as amended, granting Exemptions from Specified Provisions
of the Exchange Act and Certain Rules thereunder (SEC Release No.
34-88465 on March 25, 2020) (the “Relief Order”). Set
forth below are the reasons for the delays in the completion of the
Quarterly Report on Form 10-Q for the period ended February 29 2020
(the “Quarterly Report”), an estimated filing dates of
the Quarterly Report.
The Company previously announced that it expected
to file its Quarterly Report within the extension period afforded
by SEC Rule 12b-25. As a result of the increasing challenges
associated with the COVID-19 outbreak, the Company does not expect
to file the Quarterly Report until after such extension period. The
Company filed this Current Report on Form 8-K today to outline its
reliance on the relief from the original filing deadline provided
by the SEC, and the Quarterly Report filing extension permitted
thereunder. The extension of time is necessary due to unanticipated
delays being experienced by the Company and its auditors in
completing the review of the Company’s financial statements
and the Company’s completing its Quarterly Report.
Particularly, given that the auditor personnel has been unable to
perform the work necessary to complete the review due to
restrictions imposed upon auditor personnel related to the COVID-19
outbreak. Considering the lack of time for the compilation and
review of the information required to be presented and the
importance of markets and investors receiving materially accurate
information in the Quarterly Report, as of the date of this filing,
the Company expects to file the Quarterly Report no later than May
14, 2020.
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.
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NOWEA
ENERGY, INC.
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Date:
April 16, 2020
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By:
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/s/ Joacham Haas
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Joacham
Haas
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Chief
Executive Officer
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2