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) . . . . . . . . April 30, 1999
FIELDPOINT PETROLEUM CORPORATION
(Exact Name of Registrant as Specified in its Charter)
COLORADO
(State or Other Jurisdiction of Incorporation)
0-9435 84-0811034
(Commission File Number) (IRS Employer Identification Number)
1703 Edelweiss Drive 78613
Cedar Park, Texas (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code (512) 250-8692
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
FieldPoint Petroleum Corporation (The Company) consummated the purchase
of a 15.25% working interest, in the Butler lease and a 15.50% working interest
in the Diamond lease, as well as a 25% working interest in the Nan and McDonald
leases and certain working interest in the Boyle properties from Pontotoc
Production,Inc. Each lease currently has one or more producing oil and gas well.
The Company paid $484,600 cash consideration for the lease rights and related
equipment.
Closing of the acquisition took place on April 30, 1999, with the
effective date being April 30, 1999.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements - to be filed by amendment to this 8-K.
(b) Exhibits
A. Letter agreement between Pontotoc Production and FieldPoint
Petroleum
99.2 Press Release dated May 5, 1999
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.
FieldPoint Petroleum Corporation
(Registrant)
By: /s/ Ray D. Reaves
-------------------------
Ray D. Reaves, President
Dated: May 14, 1999
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EXHIBIT A
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January 8, 1999
This agreement is by and between Pontotoc Production, Inc. (herein
referred to as Pontotoc), whose address is 808 E. Main St., Ada, OK 74820 and
FieldPoint Petroleum Corporation (herein referred to as FieldPoint), whose
address is 1703 Edelweiss Dr., Cedar Park, TX 78613. The purpose of this
agreement is to spell out the terms and conditions of acquiring certain oil and
gas properties.
Whereas Pontotoc is the owner of the certain oil and gas properties and
FieldPoint wishes to buy interest in said properties.
Terms Of Agreement
On or before December 29, 1998, FieldPoint will deliver to Pontotoc a
check in the amount of $220,000 of which $180,000 will buy 9.75 percent working
interest in the Butler Lease and 9.50 percent working interest in the Diamond
Lease. The remaining $40,000 will be non-refundable earnest money giving
FieldPoint until April 30, 1999 to deliver $484,600 to Pontotoc paying for the
following interest:
1. Butler - NE/4 NE/4 Sec. 30-5N-8E
Pontotoc County, OK
Working Interest to be conveyed 15.25 percent
Amount due by April 30, 1999 - $183,000
2. Nan - NW/4 NE/4 Sec. 30-5N-8E
Pontotoc County, OK
Working Interest being conveyed 25 percent
Amount due by April 30, 1999 - $20,000
3. McDonald - SE/4 SE/4 and E/2 SW/4 SE/4 Sec. 19-5N-8E
Pontotoc County, OK
Working Interest being conveyed 25 percent
Amount due by April 30, 1999 - $27,000
4. Diamond - SE/4 Sec. 30-5N-8E
Pontotoc County, OK
Working Interest being conveyed 15.50 percent
Amount due by April 30, 1999 - $102,300
5. Boyle Acquisition - 50 properties with various interest
Working Interest being conveyed 25 percent of the total interest Pontotoc
acquired in the acquisition. Amount due by April 30, 1999 - $192,300
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If FieldPoint fails to deliver the total amount by April 30, 1999, the
following shall be applicable:
a. The $20,000 earnest money shall be forfeited pro-rata to the total amount
tendered (ex. $250,000 tendered/48.5 percent of earnest money will be forfeited,
the remaining will be applied).
b. In the event FieldPoint tenders less than the total amount, FieldPoint may
elect to buy a portion of each of the above described properties.
Additionally, on or before June 30, 1999, FieldPoint will pay to
Pontotoc $428,450 for interest in the following properties:
1. Mt. Gilcrease Unit - Parts of Sec. 25, 26, 35 and 36-5N-7E
Pontotoc County, OK
Working Interest being conveyed 25 percent
Amount due by June 30, 1999 - $190,875
2. Gladys Petty John/Petty John - SW/4 SW/4 & SE/4 SW/4 & E/2 SW/4 SW/4
Sec. 1-1N-7E, Pontotoc County, OK
Working Interest being conveyed 25 percent
Amount due by June 30, 1999 - $46,575
3. Britt - SW/4 Less SW/4 NW/4 SW/4 Sec. 20-4N-7E
Pontotoc County, OK
Working Interest being conveyed 25 percent
Amount due by June 30, 1999 - $44,000
4. Leiber - SE/4 NW/4 Sec. 18-17N-12E
Creek County, OK
Working Interest being conveyed 25 percent
Amount due by June 30, 1999 - $100,000
5. Provence/Provence A - N/2 NW/4 & NW/4 NW/4 Sec. 2-1N-7E
Pontotoc County, OK
Working Interest being conveyed 25 percent
Amount due by June 30, 1999 - $47,000
If FieldPoint fails to deliver the total amount due by June 30, 1999,
the following shall be applicable:
a. The $20,000 earnest money shall be forfeited pro-rata (ex. $250,000
tendered/42 percent of the earnest money will be forfeited, the remaining will
be applied).
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b. In the event FieldPoint tenders less than the total amount, FieldPoint may
elect to buy a portion of each of the above described properties.
The effective date of the conveyance of the properties will be the day
of closing. The parties agree that a standard form operating agreements will be
signed on a property by property basis. Pontotoc will make the necessary
assignments to convey the proper interest in each property. The parties agree
that all proceeds from the sale of oil and gas each month shall go to Pontotoc.
Pontotoc will deduct the actual expenses and forward FieldPoint their pro-rata
share of the net interest on the properties.
If this agreement becomes part of any legal action, the parties agree
that the prevailing party will be entitled to recover its legal fees and costs.
Signatures below is evidence of agreement to the above by both parties.
By: /s/ Ray Reaves By: /s/ Robby Robson
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Ray Reaves, President Robby Robson, President
FieldPoint Petroleum Corporation Pontotoc Production, Inc.
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Exhibit 99.2
Wednesday May 5, 9:15 a.m. Eastern Time
Company Press Release
FieldPoint Petroleum Acquires Oil and Gas Assets
AUSTIN, TX May 5/PR Newswire/ --FieldPoint Petroleum Corporation (OTC Bulletin
Board: FPPC- the "Company") announced today that it has delivered $484,600 to
Pontotoc Production to purchase additional interest in the Butler and Diamond
leases, this brings its total working interest to 25% in each lease as well as
purchasing 25% working interest in the Nan and McDonald leases and FieldPoint
purchased working interest in Pontotoc's Boyle properties. This transaction is
in line with the January 8, 1999 Purchase Sale Agreement between the Company and
Pontotoc Production, Inc.
The agreement calls for the Company to deliver another $428,450 to purchase 25%
working interest in 5 additional leases, including the Mt. Gilcrease unit. This
will bring the total purchase price to $1,133,050 including the $220,000 already
paid.
Ray D. Reaves, FieldPoint Petroleum's President and CEO commented, "the purchase
of these producing oil and gas properties and related assets from Pontotoc will
give us a very strong mid-continent production base. We believe that there
exists the potential to develop additional reserves and increase production on
these properties. This acquisition will add 1.94 billion cubic feet of gas and
443,986 barrels of oil to the Company's reserves.
This release contains certain forward looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995, that are based on
assumptions that the Company believes are reasonable, but which are subject to a
wide range of uncertainties and business risks. Factors that could cause actual
results to differ from those anticipated are discussed in the Company's periodic
filings with the Securities and Exchange Commission, www.sec.gov, including its
Annual Report on Form 10-KSB for the year ended December 31, 1998.
Contact:
FieldPoint Petroleum
Ray Reaves, (512) 250-8692.
www.fppcorp.com
