Current Report Filing (8-k)
September 18 2019 - 4:10PM
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: September 16, 2019
(Date of earliest event reported)
Yuma Energy, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE
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001-37932
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94-0787340
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(State
or other jurisdiction
of incorporation)
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(IRS
Employer Identification No.)
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1177 West Loop South, Suite 1825
Houston, Texas 77027
(Address of principal executive offices) (Zip Code)
(713) 968-7000
(Registrant’s telephone number, including area
code)
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(Former name or former address, if changed since last
report)
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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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☐
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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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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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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name of
each exchange on which registered
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Common Stock, $0.001 par value per share
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YUMA
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NYSE American LLC
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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 ☐
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
September 16, 2019, Yuma Energy, Inc. (the “Company”)
and certain of its subsidiaries (collectively, the
“Borrowers”) entered in a forbearance agreement (the
“Forbearance Agreement”) with YE Investment LLC
(“YE”), an affiliate of Red Mountain Capital Partners
LLC (“Red Mountain”), with respect to the Credit
Agreement dated October 26, 2016 and as amended on May 19, 2017,
May 8, 2018 and July 31, 2018 (the “Credit
Agreement”) between the Borrowers, YE and the guarantors
party thereto. Under the Forbearance Agreement, YE agreed that
until October 26, 2019 or the earlier termination of the
Forbearance Agreement, to forbear from exercising its rights and
remedies under or in connection with the Credit Agreement against
the Borrowers arising from the Specified Defaults (as such term is
defined in the Forbearance Agreement).
The
preceding is a summary of the material provisions of the
Forbearance Agreement and is qualified in its entirety by reference
to the complete text of the Forbearance Agreement filed as Exhibit
10.1 to this Current Report on Form 8-K and incorporated by
reference herein.
Item 7.01. Regulation FD Disclosure.
On
September 17, 2019, the Company issued a press release regarding
the Forbearance Agreement, which press release is included as
Exhibit 99.1 to this Current Report on Form 8-K and is incorporated
herein by reference.
The
information in this Current Report on Form 8-K furnished pursuant
to Item 7.01, including Exhibit 99.1, shall not be deemed to be
“filed” for the purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to liability under that section,
and it shall not be deemed incorporated by reference in any filing
under the Securities Act of 1933, as amended, or the Exchange Act,
except as shall be expressly set forth by specific reference in
such filing. By filing this Current Report on Form 8-K and
furnishing this information pursuant to Item 7.01, the Company
makes no admission as to the materiality of any information in this
Current Report on Form 8-K, including Exhibit 99.1, that is
required to be disclosed solely by Regulation FD.
Item 9.01. Financial Statements and Exhibits.
The
following exhibits are included with this Current Report on Form
8-K:
Exhibit No.
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Description
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Forbearance
Agreement dated September 16, 2019 by and among Yuma Energy, Inc.,
Yuma Exploration and Production Company, Inc., Pyramid Oil LLC,
Davis Petroleum Corp., The Yuma Companies, Inc., Davis Petroleum
Acquisition Corp., and YE Investment LLC.
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Press
Release dated September 17, 2019.
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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.
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YUMA ENERGY, INC.
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By:
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/s/
Anthony C. Schnur
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Name:
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Anthony
C. Schnur
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Date:
September 18, 2019
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Title:
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Interim
Chief Executive Officer, Interim Chief Financial Officer and Chief
Restructuring Officer
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