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 30, 2019

 

Samson Oil & Gas Limited

(Exact name of registrant as specified in its charter)

 

Australia   001-33578   N/A
(State or other jurisdiction of
incorporation or organization) 		  (Commission file number)   (I.R.S. Employer
Identification Number)
         

 

Level 8,

99 St Georges Terrace

Perth, Western Australia 6000

   
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: 011 61 8 9220 9830

 

(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:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
o 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. ☐

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
N/A N/A N/A

 

 

 

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

 

On September 30, 2019, Ms. Janna Blanter resigned as the Chief Financial Officer of Samson Oil & Gas Limited (the “Company”), and Samson Oil and Gas USA, Inc. (“Samson USA”), a wholly-owned subsidiary of the Company.

 

On October 1, 2019, Mr. Tristan Farel, 49, was appointed to the position of Chief Financial Officer of the Company and Samson USA. Mr. Farel has 18 years of accounting and reporting experience, holding various executive and senior management positions with both public and private companies in the United States, Canada, and Australia. Mr. Farel has experience in the areas of financial analysis, SEC reporting, International Financial Reporting Standards (IFRS) reporting, due diligence and integration in connection with mergers and acquisitions and consolidations, purchase accounting, scheduling and organizing external audits, tax scheduling, and developing capital and operating budgets. Mr. Farel also worked for five years in public accounting as an auditor. Mr. Farel has held the positions of Chief Financial Officer of PetroShale, Inc. from 2013 to 2014, Chief Financial Officer of New Frontier Energy, Inc. from 2010 to 2016, and Chief Financial Officer of Arete Industries, Inc. from 2015 to 2019. Mr. Farel has also held the positions of Financial Reporting Manager for Resolute Energy Corporation (2006-2010) and Audit Manager for Hein & Associates (2001-2006).

 

Mr. Farel has a Bachelor of Science in Business Administration, with an emphasis in Accounting, from the University of Colorado at Boulder, and has been active in the Council of Petroleum Accountants Society, the Colorado Society of Certified Public Accountants and the American Institute of Certified Public Accountants.

 

Effective October 1, 2019, the Company entered into an Employment Agreement (“Employment Agreement”) with Mr. Farel and LTN Ergy, LLC. Pursuant to the Employment Agreement, Mr. Farel will serve in his position as Chief Financial Officer of the Company for an initial period of twelve months, and will continue to serve in such position indefinitely thereafter until either party terminates the Employment Agreement. Mr. Farel will be paid $240,000 per year for his service as Chief Financial Officer of the Company. This summary of Mr. Farel’s Employment Agreement is not complete and is qualified in its entirety by reference to the full text of the agreement that is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits.

  

(d) Exhibits

 

Exhibit No.   Description
10.1   Employment Agreement among Tristan Farel, LTN Ergy, LLC, and Samson Oil & Gas Limited dated October 1, 2019.

 

 

 

 

SIGNATURE

 

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.

 

Date: October 4, 2019    
     
 

Samson Oil & Gas Limited 

     
     
  By: /s/ Tristan Farel
    Tristan Farel
    Chief Financial Officer (Principal Financial Officer)