Current Report Filing (8-k)
February 05 2021 - 11:00AM
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 5, 2021 (February 5,
2021)
PEDEVCO CORP.
(Exact name of registrant as specified in its charter)
Texas
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001-35922
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22-3755993
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(State or other jurisdiction of
incorporation or organization)
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(Commission file number)
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(IRS Employer
Identification No.)
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575 N. Dairy Ashford, Suite 210
Houston, Texas 77079
(Address of principal executive offices)
(713) 221-1768
(Registrant’s telephone number)
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 (see General Instruction A.2.
below):
[ ] Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
[ ] Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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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PED
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NYSE American
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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 5, 2021, PEDEVCO Corp. (the
“Company”)
filed a press release disclosing the closing of its previously
announced underwritten public offering and the full exercise of the
underwriters’ over-allotment option in connection therewith.
In total the Company sold an aggregate of 5,968,500 shares of
common stock at a public offering price of $1.50 per share, and
raised net proceeds (after deducting the underwriters’
discount equal to 6% of the public offering price and expenses
associated with the offering) of approximately $8.3 million. The
Company intends to use the net proceeds from the
offering (i) to fund the Company’s 2021 Permian Basin
and D-J Basin asset development programs, (ii) to fund potential
acquisition opportunities, and (iii) for general corporate purposes
and working capital. It may also use all or a portion of the net
proceeds from the offering to fund possible investments in, or
acquisitions of, complementary businesses or assets, although the
Company does not currently have any agreements or commitments with
respect to any investment or acquisition.
Kingswood Capital Markets, division of Benchmark
Investments, Inc., as representative of the underwriters (the
“Kingswood”)
acted as sole bookrunner for the offering. The shares of common
stock were offered by the Company pursuant to a registration
statement on Form S-3 (File No. 333-250904), filed with the
Securities and Exchange Commission (the “Commission”)
on November 23, 2020, which was declared effective by the
Commission on December 2, 2020 (the “Registration
Statement”), and a
prospectus supplement forming a part of the effective Registration
Statement, dated February 2, 2021.
More details regarding the offering are described
in the Company’s Current Report on Form
8-K filed with the Commission
on February 3, 2021 and the aforementioned prospectus
supplement.
A copy of the press release is attached hereto
as Exhibit 99.1 and
is incorporated by reference herein.
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
Exhibit Number
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Description
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Press
Release dated February 5, 2021
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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 thereunto duly authorized.
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PEDEVCO CORP.
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Date: February
5, 2021
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By:
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/s/ Simon
G. Kukes
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Simon G. Kukes
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Chief
Executive Officer
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