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): November 4, 2015
ENERJEX RESOURCES, INC.
(Exact Name of Registrant as specified
in its charter)
Nevada
(State or other jurisdiction of incorporation)
000-30234 |
88-0422242 |
(Commissioner File Number) |
(IRS Employer Identification No.) |
4040 Broadway, Suite
508, San Antonio, Texas 78209
(Address of principal executive offices)
(210) 451-5545
(Registrant’s
telephone number, including area code)
Not Applicable
(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 obligations 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 of (17 CFR 240.14d-2(b)) |
¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act of (17 CFR 240.13e-4(c)) |
Item 7.01 Regulation FD Disclosure
On November 4, 2015,
EnerJex Resources, Inc. (the "Company") issued a press release relating to the suspension of Series A Cumulative Redeemable
Preferred Stock to preserve capital. A copy of the press release is attached hereto as Exhibit 99.1.
The information in this Current Report
on Form 8-K furnished pursuant to Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liability
under that section, and they shall not be deemed incorporated by reference in 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. By filing this Current Report
on Form 8-K and furnishing this information pursuant to Item 7.01, the Registrant makes no admission as to the materiality of any
information in this Current Report on Form 8-K, including Exhibit 99.1, that is required to be disclosed solely by Regulation FD.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is furnished with
this Current Report on Form 8-K:
| 99.1 | Press Release dated November 4, 2015. |
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.
|
ENERJEX RESOURCES, INC., |
|
|
|
Date: November 4, 2015 |
By: |
/s/ Robert G. Watson,
Jr. |
|
|
Robert G. Watson, Jr. Chief Executive Officer and |
|
|
President |
Exhibit 99.1
EnerJex Resources Suspends Dividend
on Series A Cumulative Redeemable Preferred
Stock to Preserve Capital
FOR IMMEDIATE RELEASE
San Antonio, Texas
(November 4, 2015) – EnerJex Resources, Inc. (NYSE MKT: ENRJ) (NYSE MKT: ENRJ.PR) (“EnerJex” or the “Company”),
announced today that it will not declare the monthly dividend for the month of November 2015 on its 10.00% Series A Cumulative
Redeemable Perpetual Preferred Stock (“Series A Preferred Stock”) in order to preserve its cash resources. Payment
of future dividends on the Series A Preferred Stock will be determined by the Company’s Board of Directors.
Under the terms of
the Series A Preferred Stock, the dividend for the month of November 2015, and any future unpaid dividends, will accumulate. If
the Company does not pay dividends on its Series A Preferred Stock for six monthly periods (whether consecutive or non-consecutive),
the dividend rate will increase to 12.0% per annum and the holders of the Series A Preferred Stock will have the right, at the
next meeting of stockholders, to elect two directors to serve on the Company’s Board of Directors along with other members
of the Board, until all accumulated accrued and unpaid dividends are paid in full.
The Series A Preferred
Stock was first issued in June 2014 and trades on the NYSE MKT under the symbol “ENRJ.PR.”
About EnerJex Resources
EnerJex Resources, Inc. (NYSE MKT: ENRJ)
(NYSE MKT: ENRJ.PR) is an independent exploration and production company focused on the acquisition and development of oil and
natural gas properties located in the Rocky Mountain and Mid-Continent regions of the United States. The Company owns oil and gas
leases covering nearly 100,000 acres in multiple prolific hydrocarbon basins located in Colorado, Kansas, Nebraska, and Texas.
EnerJex's producing assets are
characterized by long lived reserves with low production decline rates, and the Company has identified hundreds of drilling
locations within its existing properties. Through its large acreage footprint in the Denver-Julesburg ("DJ") Basin,
EnerJex also has exposure to emerging oil resource plays including the horizontal Niobrara and Codell plays in Weld County,
Colorado. The Company's management team has more than 100 years of combined experience in the oil and gas exploration and
production industry, including geology, engineering, operations, and finance. EnerJex's headquarters are located in San
Antonio, Texas, and additional information is available on its website at www.enerjex.com.
Forward-Looking Statements
This press release and the materials
referenced herein include "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 give EnerJex's current expectations or forecasts
of future events. The statements in this press release regarding the amount and use of proceeds expected to be received from the
financing, the closing of the financing, the conversion of the Preferred Stock and the exercise of the warrant, the evaluation
of strategic initiatives and the potential sale of an asset by an entity in which EnerJex holds a minority interest, any implied
or perceived benefits from any current or future transaction, and any other effects resulting from any of those matters, are forward-looking
statements. Such statements involve material risks and uncertainties, including but not limited to: whether newly drilled or newly
acquired properties will produce at levels consistent with management's expectations; market conditions; whether we will experience
equipment failures and, if they materialize, whether we will be able to fund repair work without materially impairing planned production
levels or the availability of capital for further production increases; the ability of EnerJex to meet its loan covenants under
the debt facility that is expected to fund the costs of the new wells and to obtain financing from other sources for continued
drilling; the costs of operations; delays, and any other difficulties related to producing oil; the ability of EnerJex to integrate
the newly producing assets; the ability to retain necessary skilled workers to operate the new producing wells; the price of oil;
EnerJex's ability to market and sell produced minerals; the risks and effects of legal and administrative proceedings and governmental
regulation; future financial and operational results; competition; general economic conditions; the ability to manage and continue
growth; and the ability of management to successfully integrate Black Raven. Should one or more of these risks or uncertainties
materialize, or should underlying assumptions prove incorrect, actual outcomes may vary materially from those indicated. Important
factors that could cause actual results to differ materially from the forward-looking statements are set forth in our Form 10-K
filed with the SEC. EnerJex undertakes no obligation to revise or update such statements to reflect current events or circumstances
after the date hereof or to reflect the occurrence of unanticipated events. EnerJex's production forecasts are dependent upon many
assumptions, including estimates of production decline rates from existing wells and the outcome of future drilling activity. Although
EnerJex believes the expectations and forecasts reflected in these and other forward-looking statements are reasonable, it can
give no assurance they will prove to have been correct. They can be affected by inaccurate assumptions or by known or unknown risks
and uncertainties.
Contact
EnerJex Resources, Inc.
Robert Watson, Jr., CEO
Phone: (210) 451-5545
Enerjex Resources, Inc. (AMEX:ENRJ)
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