Current Report Filing (8-k)
June 22 2020 - 5:12PM
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): June 16, 2020
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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Securities registered pursuant to Section
12(g) of the Act:
Title of each Class
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Trading Symbol
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Name of each exchange on which registered
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Common Stock
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ANFC
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OTCQB
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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. ☐
INFORMATION TO BE INCLUDED IN THE REPORT
Item 1.01 Entry into a Material Definitive Agreement.
On June 16, 2020, Black Ridge Oil &
Gas, Inc. (the “Company”) entered into a loan authorization and loan agreement with the United States Small Business
Administration (the “SBA”), as lender, pursuant to the SBA’s Economic Injury
Disaster Loan (“EIDL”) assistance program in light of the impact of the COVID-19 pandemic
on the Company’s business (the “EIDL Loan Agreement”) encompassing a $150,000 Promissory Note issued to
the SBA (the “EIDL Note”)(together with the EIDL Loan Agreement, the “EIDL Loan”).
The proceeds of the EIDL Loan will be used
by the Company as working capital to alleviate economic injury caused by COVID-19. In connection
with entering into the EIDL Loan, the Company also executed a security agreement,
dated June 16, 2020, between the SBA and the Company (the “EIDL Security Agreement”) pursuant to which the EIDL Loan
is secured by a security interest on all of the Company’s assets. Under the EIDL Note, the Company is required to pay
principal and interest payments of $731.00 every month beginning June 16, 2021. All remaining principal and accrued interest is
due and payable on June 16, 2050. The EIDL Note may be repaid at any time without penalty.
The EIDL Note contains customary events
of default relating to, among other things, payment defaults, breach of representations and warranties, or provisions of the promissory
note. The occurrence of an event of default may result in a claim for the immediate repayment of all amounts outstanding under
such EIDL Note, collection of all amounts owing from the Company, filing suit and obtaining judgment against the Company.
This summary is qualified
in its entirety by reference to the terms of the EIDL Loan Agreement, the EIDL Note and the EIDL Security Agreement, each of which
will be filed as exhibits to the Company's Form 10-Q for the period in which the agreements relating to the EIDL Loan 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/ Kenneth DeCubellis
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Kenneth DeCubellis
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Chief Executive Officer and
Interim Chief Financial Officer
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Date: June 22, 2020
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