Exhibit 10.1
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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) December 17, 2018
Fortem Resources Inc.
(Exact name of registrant as specified in its charter)
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Nevada |
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000-52645 |
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20-4119257 |
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(State or other jurisdiction |
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(Commission |
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(IRS Employer |
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of incorporation) |
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File Number) |
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Identification No.) |
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Suite 820, 906 12th Avenue SW, Calgary, Alberta T2R 1K7
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code 403.241.8912
N/A
(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 or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item 1.01
Entry into a Material Definitive Agreement.
On December 17, 2018, our company entered into an agreement (the “ Extension Agreement ”) extending the proposed closing date of the asset purchase agreement (the “ Asset Purchase Agreement ”) entered into on September 26, 2018. Pursuant to the Asset Purchase Agreement, our company agreed to purchase from a major Canadian oil and gas company a 100% working interest in three heavy oil leases covering a total of 20,719 hectares (51,200 acres) of heavy oil in north central Alberta (the “ Transaction ”) with a closing date of November 15, 2018, which may be extended in accordance with the Asset Purchase Agreement. Pursuant to the Extension Agreement, the closing date of the Transaction was extended by the parties to a date on or before March 15, 2019.
Item 8.01
Other Events.
A copy of our press release dated December 19, 2018 is furnished herewith.
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Item 9.01 |
Financial Statements and Exhibits. |
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(d) |
Exhibits. |
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Extension Letter Agreement dated December 17, 2018. |
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Press release dated December 19, 2018. |
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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.
FORTEM RESOURCES INC.
By:
/s/ Michael Caetano
Michael Caetano
Chief Operating Officer
Date: December 20, 2018
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Exhibit 10.1
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FORTEM RESOURCES INC. EXTENDS CLOSING OF ASSET PURCHASE AGREEMENT WITH MAJOR CANADIAN OIL AND GAS COMPANY
December 19, 2018 / Fortem Resources Inc. (TSXV: FTM; OTCQB: FTMR) (the “ Company ” or “ Fortem ”) is pleased to announce that, further to its news release dated October 1, 2018, the proposed closing date of the asset purchase agreement dated September 26, 2018 with a major Canadian oil and gas company to purchase a 100% working interest in three Oil Leases covering a total of 20,719 hectares (51,200 acres) of heavy oil in north central Alberta (the “ Transaction ”) has been extended by the parties to a date on or before March 15, 2019.
For more information on the Transaction, please see the Company’s October 1, 2018, new release.
About Fortem
Fortem is an oil and gas corporation, which holds properties in Alberta and Utah. The Company is engaged in the exploration, development and production of crude oil and natural gas in the Western Canadian Sedimentary Basin and Utah in the United States. The Company is seeking North American and International expansion through an acquisition strategy.
For further information about Fortem, please visit the company website at www.fortemresources.com or email info@fortemresources.com.
On behalf of the Board of Directors,
FORTEM RESOURCES INC.
“Michael Caetano”
Michael Caetano
Chief Operating Officer
Tel: (403) 241-8912
Email: info@fortemresources.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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Forward Looking Statements
This news release includes certain “forward-looking statements” under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to the proposed closing date of the transaction. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: (i) that the Transaction will not close as expected or at all and (ii) that the Transaction may not be approved by the TSX Venture Exchange. Although the Company believes that the expectations and assumptions on which such forward looking information is based are reasonable, undue reliance should not be placed on the forward looking information because the Company can give no assurance that they will prove to be correct. Forward looking statements contained in this press release are made as of the date of this press release. The Company disclaims any intent or obligation to update publically any forward looking information, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws. Readers should consult all of the information set forth herein and should also refer to the risk factors disclosure outlined in the reports and other documents the Company files with the SEC, available at www.sec.gov, and on the SEDAR, available at www.sedar.com.