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):

SEPTEMBER 6, 2017



EMPIRE PETROLEUM CORPORATION
(Exact name of registrant as specified in its charter)




Delaware
001-16653
73-1238709
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
 
2651 E. 21 st Street, Suite 310, Tulsa Oklahoma
74114
(Address of principal executive offices)
(Zip Code)
 

(539) 444-8002
(Registrant's telephone number, including area code)


Financial Plaza, Suite 450, 215 Union Boulevard, Lakewood, CO 80228
(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):

☐  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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company   ☐          

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐

 
 
 
 

Item 7.01 Regulation FD Disclosure

On September 6, 2017, Empire Petroleum Corporation issued a press release announcing that it had entered into a term sheet to acquire producing oil and gas assets located in North Louisiana.  A copy of the press release is furnished as Exhibit 99.1 hereto.

 
Item 9.01 Financial Statements and Exhibits
 
(d) Exhibits.
 
99.1
Press Release of Empire Petroleum Corporation dated September 6, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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.
 
 
 
 
  EMPIRE PETROLEUM CORPORATION  
     
       
Date:  September 8, 2017
By:
/s/ Michael R. Morrisett  
    Michael R. Morrisett  
    President  
       
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
                                                                                          
                                                                                          
EXHIBIT 99.1
 
 
 
 
EMPIRE PETROLEUM CORPORATION ENTERS INTO TERM SHEET FOR ACQUISITION OF OIL AND GAS PROPERTIES IN NW LOUISIANA
 
Tulsa, OK – 9/6/17— (OTCQB: EMPR).  Empire Petroleum Corporation announced today that it has entered into a term sheet to acquire producing oil and gas assets located in North Louisiana. Empire anticipates signing a Purchase and Sale Agreement with the counterparty within the next few weeks that will provide for a closing that could occur early in the fourth quarter.
 
The oil and gas properties are the East Haynesville and Oaks Fields located in Claiborne Parish, Louisiana and the wells to be included in the transaction target the Pettit, Lower and Upper Haynesville, Cotton Valley and Smackover reservoirs.
 
Empire has targeted this potential transaction for the following reasons.
 
·
Existing production of initial asset : The properties are currently producing approximately 400 barrels of oil equivalent per day from 28 wells and include approximately 11,000 gross/9,000 net acres of leasehold that are held by production, with net cash flow of approximately $200,000 per month.
·
Immediate Proven Developed Non-Producing Opportunity : Empire believes this transaction has upside PDNP potential with numerous re-frac, behind pipe, and return to production candidates.
·
Proven Undeveloped Locations : Approximately 50 PUD locations targeting the Lower Haynesville Reservoir.
·
North Louisiana activity :  Empire believes there is a notable drilling renaissance developing in the Haynesville, Taylor Sands and Mid-Bossier over the last 24 months, driven by enhanced completion designs.
·
Empire Team :  Empire believes that we have existing key relationships with highly qualified technical teams to perform daily operations and executing the short term PDNP opportunities.  Empire looks to build out an internal management team with seasoned energy executives over the next several quarters.
 
 "We have been working very hard to identify and structure the right platform asset with which to grow Empire", stated Mike Morrisett, President of Empire.  Mr. Morrisett continued, "We believe momentum is building in the North Louisiana area in re-stimulating old wells with higher proppant completions.  We are excited to have this potential opportunity as our initial producing asset in the area."
 
 
FORWARD LOOKING STATEMENTS
 
This press release includes certain statements that may be deemed "forward-looking statements" within the meaning of the federal securities laws. All statements, other than statements of historical facts that address activities, events or developments that the company expects, believes or anticipates will or may occur in the future are forward-looking statements. Such statements are subject to a number of assumptions, risks and uncertainties, including the ability of the company to continue as a going concern. Actual results may vary materially from the forward-looking statements. For a list of certain material risks relating to the company, see Empire Petroleum Corporation's Form 10-K for the fiscal year ended December 31, 2016.