false
0000887396
0000887396
2024-02-28
2024-02-28
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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 28, 2024
_______________________________
EMPIRE
PETROLEUM CORPORATION
(Exact name of registrant as specified in its charter)
_______________________________
Delaware |
001-16653 |
73-1238709 |
(State or Other Jurisdiction |
(Commission |
(I.R.S. Employer |
of Incorporation) |
File Number) |
Identification No.) |
2200
S. Utica Place, Suite 150,
Tulsa Oklahoma
74114
(Address of Principal
Executive Offices) (Zip Code)
Registrant’s
telephone number, including area code: (539) 444-8002
(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:
☐ |
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 |
Trading Symbol(s) |
Name of each exchange on which registered |
Common Stock $.001 par value
|
EP
|
NYSE
American
|
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
7.01. | Regulation
FD Disclosure. |
On February 28, 2024, Empire Petroleum
Corporation (the “Company”) issued a press release announcing a record date for its proposed rights offering. A copy of this
press release is furnished herewith as Exhibit 99.1.
Also on February 28, 2024, the Company issued a press release
announcing a correction related to its proposed rights offering. A copy of this press release is furnished herewith as Exhibit 99.2.
In accordance with General Instruction B.2 of Form 8-K of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), the press releases shall not be deemed to be “filed” for
purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information and such
exhibits be deemed incorporated by reference into 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.
| Item
9.01. | Financial
Statements and Exhibits. |
(d) | | Exhibits. |
| | |
The following exhibits are filed or furnished herewith. |
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.
|
EMPIRE
PETROLEUM CORPORATION
|
|
Date:
February 28, 2024 |
By: |
/s/ Michael
R. Morrisett |
|
|
|
Michael
R. Morrisett
President
and Chief Executive Officer |
|
3
EXHIBIT
99.1
EMPIRE
PETROLEUM ANNOUNCES RECORD DATE FOR PROPOSED RIGHTS OFFERING
TULSA,
Okla., February 28, 2024 --
(BUSINESS WIRE) -- Empire Petroleum Corporation (NYSE American: EP) ("Empire" or the "Company"), an oil and gas company
with current producing assets in New Mexico, North Dakota, Montana, Texas, and Louisiana, announced today that its Board of Directors
has fixed the close of business on March 7, 2024 as the record date (the “Record Date”) for a subscription rights offering
(“Rights Offering”) pursuant to which it intends to raise gross proceeds of up to approximately $25 million. The Company
will distribute at no charge to holders of its common stock, par value $0.001 per share (“Common Stock”), as of the close
of business on the Record Date one subscription right for each share of Common Stock held. Each subscription right will entitle the holder
to purchase 4,132,232 shares of Common Stock at a subscription price of $6.05 per share. The subscription rights are non-transferable,
and will not be listed for trading on any stock exchange or market. In addition, holders of subscription rights who fully exercise their
subscription rights will be entitled to over-subscribe for additional shares of Common Stock, subject to proration.
The
Rights Offering is expected to expire at 5:00 p.m., Eastern Time, on March 25, 2024 (“Expiration Date”), subject to extension
or earlier termination.
Holders
of subscription rights who hold their shares directly will receive a prospectus, a prospectus supplement, a letter from Empire describing
the Rights Offering, and a subscription rights certificate. Those holders who intend to exercise their subscription rights and over-subscription
rights should review all of these materials, properly complete and execute the subscription rights certificates, and deliver the subscription
rights certificates and full payment to Securities Transfer Corporation, the subscription agent for the Rights Offering, at the address
set forth in the prospectus supplement.
The
Rights Offering will be more fully described in the prospectus supplement filed with the Securities and Exchange Commission (“SEC”)
on or about the Record Date. Once available, a copy of the prospectus, prospectus supplement or further information with respect to the
Rights Offering may be obtained by contacting Securities Transfer Corporation, the subscription and information agent for the Rights
Offering, at (469) 633-0101.
This
news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any offer,
solicitation or sale of securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.
About Empire Petroleum
Empire
Petroleum Corporation is a publicly traded, Tulsa-based oil and gas company with current producing assets in New Mexico, North Dakota,
Montana, Texas, and Louisiana. Management is focused on organic growth and targeted acquisitions of proved developed assets with synergies
with its existing portfolio of wells. More information about Empire can be found at www.empirepetroleumcorp.com.
Safe
Harbor Statement
This
release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Forward-looking statements involve a wide variety of risks and uncertainties, and include, without limitations,
statements with respect to the Company’s estimates, strategy and prospects. Such statements are subject to certain risks and uncertainties
which are disclosed in the Company’s reports filed with the SEC, including its Form 10-K for the fiscal year ended December 31,
2022, and its other filings with the SEC. Readers and investors are cautioned that the Company’s actual results may differ materially
from those described in the forward-looking statements due to a number of factors, including, but not limited to, the Company’s
ability to acquire productive oil and/or gas properties or to successfully drill and complete oil and/or gas wells on such properties,
general economic conditions both domestically and abroad, and other risks and uncertainties related to the conduct of business by the
Company. Other than as required by applicable securities laws, the Company does not assume a duty to update these forward-looking statements,
whether as a result of new information, subsequent events or circumstances, changes in expectations, or otherwise.
Contacts
Empire
Petroleum Corporation:
Mike
Morrisett, President and CEO
539-444-8002
info@empirepetrocorp.com
Investor
Relations:
Al
Petrie Advisors
Wes
Harris, Partner
281-740-1334
wes@alpetrie.com
EXHIBIT
99.2
EMPIRE
PETROLEUM ISSUES CORRECTION FOR PREVIOUSLY ANNOUNCED PROPOSED RIGHTS OFFERING
TULSA,
Okla., February 28, 2024 --
(BUSINESS WIRE) -- Empire Petroleum Corporation (NYSE American: EP) ("Empire" or the "Company"), an oil and gas company
with current producing assets in New Mexico, North Dakota, Montana, Texas, and Louisiana, announced today a correction to its prior announcement
regarding its subscription rights offering (“Rights Offering”) with a record date of the close of business on March 7, 2024
(the “Record Date”) pursuant to which it intends to raise gross proceeds of up to approximately $25 million. The initial
release indicated that each subscription right entitled the holder to purchase 4,132,232 shares at the subscription price of $6.05. It
should have indicated that the Company is offering holders the right to purchase an aggregate of 4,132,232 shares of Common Stock upon
exercise of the subscription rights at a subscription price of $6.05 per share.
This
press release should be read in conjunction with the initial press release. These corrections do not change any other information reported
in the initial press release.
The
Rights Offering will be more fully described in the prospectus supplement filed with the Securities and Exchange Commission (“SEC”)
on or about the Record Date. Once available, a copy of the prospectus, prospectus supplement or further information with respect to the
Rights Offering may be obtained by contacting Securities Transfer Corporation, the subscription and information agent for the Rights
Offering, at (469) 633-0101.
This
news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any offer,
solicitation or sale of securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.
About Empire Petroleum
Empire
Petroleum Corporation is a publicly traded, Tulsa-based oil and gas company with current producing assets in New Mexico, North Dakota,
Montana, Texas, and Louisiana. Management is focused on organic growth and targeted acquisitions of proved developed assets with synergies
with its existing portfolio of wells. More information about Empire can be found at www.empirepetroleumcorp.com.
Safe
Harbor Statement
This
release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Forward-looking statements involve a wide variety of risks and uncertainties, and include, without limitations,
statements with respect to the Company’s estimates, strategy and prospects. Such statements are subject to certain risks and uncertainties
which are disclosed in the Company’s reports filed with the SEC, including its Form 10-K for the fiscal year ended December 31,
2022, and its other filings with the SEC. Readers and investors are cautioned that the Company’s actual results may differ materially
from those described in the forward-looking statements due to a number of factors, including, but not limited to, the Company’s
ability to acquire productive oil and/or gas properties or to successfully drill and complete oil and/or gas wells on such properties,
general economic conditions both domestically and abroad, and other risks and uncertainties related to the conduct of business by the
Company. Other than as required by applicable securities laws, the Company does not assume a duty to update these forward-looking statements,
whether as a result of new information, subsequent events or circumstances, changes in expectations, or otherwise.
Contacts
Empire
Petroleum Corporation:
Mike
Morrisett, President and CEO
539-444-8002
info@empirepetrocorp.com
Investor
Relations:
Al
Petrie Advisors
Wes
Harris, Partner
281-740-1334
wes@alpetrie.com
v3.24.0.1
X |
- DefinitionBoolean flag that is true when the XBRL content amends previously-filed or accepted submission.
+ References
+ Details
Name: |
dei_AmendmentFlag |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionFor the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
+ References
+ Details
Name: |
dei_DocumentPeriodEndDate |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:dateItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
+ Details
Name: |
dei_DocumentType |
Namespace Prefix: |
dei_ |
Data Type: |
dei:submissionTypeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 1 such as Attn, Building Name, Street Name
+ References
+ Details
Name: |
dei_EntityAddressAddressLine1 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 2 such as Street or Suite number
+ References
+ Details
Name: |
dei_EntityAddressAddressLine2 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Definition
+ References
+ Details
Name: |
dei_EntityAddressCityOrTown |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCode for the postal or zip code
+ References
+ Details
Name: |
dei_EntityAddressPostalZipCode |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the state or province.
+ References
+ Details
Name: |
dei_EntityAddressStateOrProvince |
Namespace Prefix: |
dei_ |
Data Type: |
dei:stateOrProvinceItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityCentralIndexKey |
Namespace Prefix: |
dei_ |
Data Type: |
dei:centralIndexKeyItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicate if registrant meets the emerging growth company criteria.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityEmergingGrowthCompany |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
+ Details
Name: |
dei_EntityFileNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:fileNumberItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
+ References
+ Details
Name: |
dei_EntityIncorporationStateCountryCode |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarStateCountryItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityRegistrantName |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityTaxIdentificationNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:employerIdItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLocal phone number for entity.
+ References
+ Details
Name: |
dei_LocalPhoneNumber |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 13e -Subsection 4c
+ Details
Name: |
dei_PreCommencementIssuerTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 14d -Subsection 2b
+ Details
Name: |
dei_PreCommencementTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Section 14a -Number 240 -Subsection 12
+ Details
Name: |
dei_SolicitingMaterial |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Securities Act -Number 230 -Section 425
+ Details
Name: |
dei_WrittenCommunications |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
Empire Petroleum (AMEX:EP)
過去 株価チャート
から 4 2024 まで 5 2024
Empire Petroleum (AMEX:EP)
過去 株価チャート
から 5 2023 まで 5 2024