Current Report Filing (8-k)
November 21 2016 - 6:04AM
Edgar (US Regulatory)
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): November 17, 2016
Lucas
Energy, Inc.
(Exact name of registrant as specified in its charter)
Nevada
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001-32508
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20-2660243
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(State or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S. Employer Identification Number)
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450 Gears Road, Suite 860
Houston, Texas 77067
(Address of principal executive offices,
including zip code)
(713) 528-1881
(Registrant’s telephone number, including
area code)
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):
☐
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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 240.24d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.23e-4(c))
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Item 1.01.
Entry into a Material
Definitive Agreement.
On November 17, 2016, Lucas Energy, Inc. (the
“Company”) entered into a third amendment dated November 16, 2016 (the “Amendment”) to the stock purchase
agreement (the “Stock Purchase Agreement”) that it had entered into with an accredited institutional investor (the
“Investor”) on April 6, 2016. The Amendment makes the Common Stock Purchase Warrant that was issued September 2, 2016
exercisable only at the Investor’s election rather than by mutual agreement, and modified the share reservation requirement
consistent with the amount of authorized unissued share capital available.
The foregoing summary of the terms of the Amendment
is subject to, and qualified in its entirety by, such document attached hereto as Exhibit 10.1, which is incorporated herein by
reference.
Item 3.02.
Unregistered Sales of
Equity Securities.
On November 17, 2016, the Company issued and
sold 474 shares of its Series C redeemable convertible preferred stock (the “Series C Stock”) in a subsequent closing
(the “Closing”) pursuant to the Stock Purchase Agreement. The terms of the Series C Stock and the Stock Purchase Agreement
were previously reported in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on
April 7, 2016.
The sale and issuance of the securities described
herein have been determined to be exempt from registration under the Securities Act of 1933 in reliance on Sections 3(a)(9) and
4(a)(2) of the Securities Act of 1933, as amended, Rule 506 of Regulation D promulgated thereunder and Regulation S promulgated
thereunder, as transactions by an issuer not involving a public offering. The Investor has represented that it is an accredited
investor, as that term is defined in Regulation D, it is not a U.S. Person, and it is acquiring the securities for its own account.
The Company received gross proceeds of $4.5 million from the sale and issuance of the 474 shares of Series C Stock and, as previously
disclosed, will pay placement agent fees of $427,500 for services rendered in connection with the Closing.
Item 9.01.
Financial Statements and Exhibits.
(a)
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Not Applicable.
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(b)
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Not Applicable.
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(c)
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Not Applicable.
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(d)
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Exhibits.
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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.
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LUCAS ENERGY, INC.
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Dated: November 18, 2016
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By:
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/s/ Anthony C. Schnur
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Anthony C. Schnur, Chief Executive Officer
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