Current Report Filing (8-k)
February 20 2018 - 8:57AM
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): February 20, 2018
EnerJex Resources, Inc.
(Exact name of registrant as specified
in its charter)
Nevada
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001-36492
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88-0422242
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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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4040 Broadway, Suite 425, San Antonio, Texas
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78209
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number,
including area code: (210) 592-1670
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:
x
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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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¨
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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
¨
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.
¨
On February 20, 2018, EnerJex Resources,
Inc., a Nevada corporation (the “Company” or “EnerJex”) issued a press release regarding the record date
of its special meeting concerning the merger with AgEagle Aerial Systems, Inc.
Important Information and Where to Find
It
This Form 8-K does not constitute an offer
to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. A definitive proxy statement/registration
statement and a proxy card has been filed with the SEC and will be mailed to the Company’s stockholders seeking any required
stockholder approvals in connection with the Company’s proposed merger transaction. BEFORE MAKING ANY VOTING OR INVESTMENT
DECISION, INVESTORS AND STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT/REGISTRATION STATEMENT (INCLUDING ANY AMENDMENTS OR
SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT THE COMPANY MAY FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Stockholders may obtain, free of charge, copies of the
definitive proxy statement/registration statement and any other documents filed by EnerJex with the SEC in connection with the
proposed merger transaction at the SEC’s website (http://www.sec.gov), at EnerJex’s website, or by directing written
request to: EnerJex Resources, Inc., 4040 Broadway, Suite 425, San Antonio, Texas 78209, Attention: Louis G. Schott, Interim CEO.
The Company and its directors and executive
officers and AgEagle Aerial Systems, Inc. and its directors and executive officers may be deemed to be participants in the solicitation
of proxies from the stockholders of the Company in connection with the proposed transaction. Information regarding the special
interests of these directors and executive officers in the merger will be included in the proxy statement/registration statement
referred to above. Additional information regarding the directors and executive officers of the Company is also included in the
Company’s Definitive Proxy Statement on Schedule 14A relating to the 2016 Annual Meeting of Stockholders, which was filed
with the SEC on April 7, 2017. This document is available free of charge at the SEC web site (www.sec.gov), at the Company’s
website, or by directing a written request to the Company as described above.
Item 9.01.
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Financial Statements and 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.
February 20, 2018
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EnerJex Resources, Inc.
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/s/
Louis G. Schott
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Name:
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Louis G. Schott
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Title:
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Interim Chief Executive Officer
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Exhibit Index