Item 1.01 Entry into a Material Definitive Agreement.

As previously reported, on March 12, 2020, Black Ridge Oil & Gas, Inc. (the “Company”) entered into a business loan agreement with Cadence Bank, N.A. (“Cadence”), as lender (the “Business Loan Agreement”) encompassing a $700,000 Promissory Note issued to Cadence (the “Note”) and certain related agreements (collectively, the “Cadence Loan”). In connection with the Company’s entry into the Cadence Loan, the Company also obtained limited commercial guarantees (the “Guarantees”) by the Company’s Chief Executive Officer and Interim Chief Financial Officer and members of the Company’s Board of Directors (the “Guarantors”).

On March 26, 2020, the Company subsequently entered into a separate letter agreement with the Guarantors (the “Letter Agreement”), which provides that if the Company defaults or fails to make any payment due under the Cadence Loan and the Guarantors are required to make payment to Cadence pursuant to the Guarantees, then the Company agrees to issue additional equity interests or rights to Guarantors reflecting ninety-five percent (95%) of the outstanding equity of the Company at the time of such default to participating Guarantors who have made the payments to Cadence. All equity issuances will be subject to any third party or shareholder approvals required at the time of issuance

This summary is qualified in its entirety by reference to the terms of the Letter Agreement which will be filed as an exhibit to the Company's Form 10-Q for the period in which the Letter Agreement was executed.