Washington, D.C.  20549


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

October 29, 2020
Date of Report (Date of earliest event reported)

(Exact name of registrant as specified in its charter)

Ontario, Canada



(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

15315 W. Magnolia Blvd., Suite 120
Sherman Oaks, California



(Address of principal executive offices)


(Zip Code)

(800) 979-1897
Registrant's telephone number, including area code

Not applicable
(Former name or former address, if changed since last report)

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Securities registered pursuant to Section 12(b) of the Act:

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Trading Symbol(s)

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Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b-2 of this chapter).

Emerging growth company  ☒

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Item 7.01 Regulation FD Disclosure.

On October 29, 2020, Petroteq Energy Inc. disseminated a news release which is reproduced below in its entirety.


Survey Has Identified Prospective Mining Locations for Company’s Initial Operations which are on Schedule to Restart in November

SHERMAN OAKS, California, October 29, 2020 -- Petroteq Energy Inc. ("Petroteq" or the "Company") ‎‎(TSXV:PQE; ‎OTC:PQEFF; FSE:PQCF), an integrated oil ‎company focused on the development and implementation of its proprietary oil-‎extraction  technologies, today announced that work to upgrade the capacity and reliability of the oil sands plant at Asphalt Ridge owned by Petroteq (the "POSP"), continues on schedule with restart of the plant on track for late November 2020.

A recent survey of Petroteq’s lease properties has identified three key areas where the oil sands ore appears to have higher oil saturations than what was previously mined. Samples were taken from each location and lab assays of the samples are in progress and are close to being completed. These areas are currently anticipated to be the focus of Petroteq’s mining efforts during the initial operation of the POSP following its pending restart. In addition, six corehole locations were staked and, subject to rig availability, will be drilled during November. This work would allow Petroteq’s mining consultant to develop a detailed mining plan which would direct future mining operations for extended plant operation.

George Stapleton, Petroteq COO, commented: "Despite some vendor delays, we were able to remain on schedule and are still on track to begin starting up the POSP in late November. I am very much looking forward to the results of our ore sample assays and, in particular, evaluating the results of our core drilling program. Although some critical pumps were delayed two weeks, all equipment needed for the upgrade has now been shipped to the site in Vernal with the final deliveries scheduled for next week. Installation and tie-in of the third mixing tank is complete. All control system components and instrumentation have been received at site and installation is underway."

In addition, the Company also intends to complete three shares for debt transactions, pursuant to which ‎it will issue an aggregate of 7,222,221 common shares in satisfaction of US$360,000 of ‎indebtedness. The Company determined (with the creditors' consent) to satisfy the foregoing ‎indebtedness with common shares in order to preserve the Company's cash for use on its extraction ‎technology in Asphalt Ridge, Utah, and for working capital. The transactions are subject to completion ‎and execution of a definitive agreements and all necessary approvals, including from the TSX Venture ‎Exchange (the "Exchange"). The securities issuable pursuant to the transactions will be issued in ‎reliance on exemptions from the registration requirements of the United States Securities Act of 1933, ‎as amended (the "U.S. Securities Act"), and applicable state securities laws, and will be issued as ‎‎"restricted securities" (as defined in Rule 144 under the U.S. Securities Act). In addition, such securities ‎will be subject to a Canadian four-month hold period.

About Petroteq Energy Inc.

Petroteq is a clean technology company focused on the development, implementation and licensing of a patented, environmentally safe and sustainable technology for the extraction and reclamation of heavy oil and bitumen from oil sands and mineable oil deposits. Petroteq is currently focused on developing its oil sands resources at Asphalt Ridge and upgrading production capacity at its demonstration heavy oil extraction facility located near Vernal, Utah.

Petroteq believes that ‎its technology can produce a relatively sweet heavy crude oil from deposits of oil ‎sands at Asphalt Ridge without requiring the use of water, and therefore without generating ‎wastewater which would otherwise require the use of other treatment or disposal facilities which could be ‎harmful to the environment. Petroteq's process is intended to be a more environmentally friendly ‎extraction technology that leaves clean residual sand that can be returned to the environment, without the use of tailings ponds or further remediation.

For more information, visit www.Petroteq.energy.

Forward-Looking Statements

Certain statements contained in this press release contain forward-looking statements within the ‎meaning of the U.S. and Canadian securities laws. Words such as "may," "would," "could," "should," ‎‎"potential," "will," "seek," "intend," "plan," "anticipate," "believe," "estimate," "expect" and similar ‎expressions as ‎they relate to the Company are intended to identify forward-looking information, ‎including: restart of the plant in November 2020; the anticipated performance and production of the ‎POSP; the date equipment will be received; and closing of the shares for debt transactions. ‎Readers are ‎cautioned that there is no certainty that it will be commercially viable to produce any portion ‎of the ‎resources. All statements other than statements of historical fact may be forward-looking ‎information. ‎Such statements reflect the Company's current views and intentions with respect to future ‎events, ‎based on information available to the Company, and are subject to certain risks, uncertainties and ‎‎assumptions, including, without limitation: the Company and its partners having the resources and ‎services available to continue and complete work on its plant; ‎equipment required to restart the plant ‎being delivered on time; the plant producing as expected; receipt of director and Exchange approval ‎for the transactions; and execution of definitive agreements. Material factors or assumptions were ‎applied in providing forward-looking information. While forward-looking statements are based on ‎data, assumptions and analyses that the Company believes are reasonable under the circumstances, ‎whether actual results, performance or developments will meet the Company's expectations and ‎predictions depends on a number of risks and uncertainties that could cause the actual results, ‎performance and financial condition of the Company to differ materially from its expectations. Certain ‎of the "risk factors" that could cause ‎actual results to differ materially from the Company's forward-‎looking statements in this press release ‎include, without limitation: failure to negotiate and execute ‎definitive agreements for the shares for debt transactions; uncertainties inherent in the estimation of ‎resources, including whether any reserves will ever be attributed to the Company's properties; since the ‎Company's extraction technology is proprietary, is not widely used in the industry, and has not been ‎used in consistent commercial production, the Company's bitumen resources are classified as a ‎contingent resource because they are not currently considered to be commercially recoverable; full ‎scale commercial production may engender public opposition; the Company cannot be certain that its ‎bitumen resources will be economically producible and thus cannot be classified as proved or probable ‎reserves in accordance with applicable securities laws; changes in laws or regulations; the ability to ‎implement business strategies or to pursue business opportunities, whether for economic or other ‎reasons; status of the world oil markets, oil prices and price volatility; oil pricing; state of capital ‎markets and the ability of the Company to raise capital; litigation; the commercial and economic ‎viability of the Company's oil sands hydrocarbon extraction technology, and other proprietary ‎technologies developed or licensed by the Company or its subsidiaries, which currently are of an ‎experimental nature and have not been used at full capacity for an extended period of time; reliance ‎on suppliers, contractors, consultants and key personnel; the ability of the Company to maintain its ‎mineral lease holdings; potential failure of the Company's business plans or model; the nature of oil ‎and gas production and oil sands mining, extraction and production; uncertainties in exploration and ‎drilling for oil, gas and other hydrocarbon-bearing substances; unanticipated costs and expenses, ‎availability of financing and other capital; potential damage to or destruction of property, loss of life ‎and environmental damage; risks associated with compliance with environmental protection laws and ‎regulations; uninsurable or uninsured risks; potential conflicts of interest of officers and directors; risks ‎related to COVID-19 including various recommendations, orders and measures of ‎‎governmental ‎authorities to try to limit the pandemic, including travel restrictions, border closures, ‎‎non-essential ‎business closures, quarantines, self-isolations, shelters-in-place and social ‎distancing, ‎disruptions to ‎markets, economic activity, financing, supply chains and sales channels, ‎and a ‎deterioration of general ‎economic conditions including a possible national or global ‎recession; and other general economic, ‎market and business conditions and factors, including the risk factors discussed or referred to in the ‎Company's disclosure documents, filed with United States Securities and Exchange Commission and ‎available at ‎www.sec.gov (including, without limitation, its most recent annual report on Form 10-K ‎‎under the Securities Exchange Act of 1934, as amended), and with the securities ‎regulatory authorities ‎in certain provinces of Canada and available at www.sedar.com.‎

Should any factor affect the Company in an unexpected manner, or should assumptions underlying ‎the forward- looking information prove incorrect, the actual results or events may differ materially ‎from the results or events predicted. Any such forward-looking information is expressly qualified in its ‎entirety by this cautionary statement. Moreover, the Company does not assume responsibility for the ‎accuracy or completeness of such forward-looking information. The forward-looking information ‎included in this press release is made as of the date of this press release, and the Company undertakes ‎no obligation to publicly update or revise any forward-looking information, other than as required by ‎applicable law.‎

The securities referred to in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This news release does not constitute an offer for sale of securities, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the company and management, as well as financial statements.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of ‎the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.‎‎


Petroteq Energy Inc.
Alex Blyumkin
Executive Chairman
Tel: (800) 979-1897


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.

DATE:  October 29, 2020 By: /s/ Alex Blyumkin
    Alex Blyumkin
    Executive Chairman


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