Current Report Filing (8-k)
July 12 2017 - 4:41PM
Edgar (US Regulatory)
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): July 7, 2017
BLACK
RIDGE OIL & GAS, INC.
(Exact name of registrant as specified in
its charter)
Nevada
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000-53952
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27-2345075
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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 No.)
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110 North 5th Street, Suite 410
Minneapolis, MN 55403
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including
area code:
(952) 426-1241
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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
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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.
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INFORMATION TO BE INCLUDED IN THE REPORT
Item 1.01. Entry into a Material Definitive Agreement.
On July 7, 2017, Black
Ridge Oil & Gas, Inc. (the “
Company
”) entered into a $500,000 Promissory Note (the “
Note”
)
issued to Cadence Bank, N.A., as lender (“
Cadence
”) (the “
Note
”) and a Security
Agreement by the Company in favor of Cadence, as Lender. The Note bears interest at 4.5% per annum payable monthly and is due on
October 7, 2017. The Note may be repaid at any time without penalty. The Note is secured by the Company’s deposit account
at Cadence and all of the Company’s rights, title and interests in and to the contractual rights of the Company to receive
payment from Chambers Energy Management for the purchase of the Company’s interest in Black Ridge Holding Company, LLC.
This summary is qualified
in its entirety by reference to the terms of the Note and Security Agreement which will be filed as exhibits to the Company's Form
10-Q for the period in which the Note and Security Agreement were executed.
Item 2.03 Creation of a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
See Item 1.01 above
which is incorporated herein by reference.
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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BLACK RIDGE OIL & GAS, INC.
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By:
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/s/ James Moe
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James Moe
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Chief Financial Officer
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Date: July 12, 2017
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