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
AUGUST 15, 1996
Date of Report
(AUGUST 1, 1996)
(Date of earliest event reported)
TATONKA ENERGY, INC.
(Exact name of registrant as specified in its charter)
OKLAHOMA, U.S.A. 73-1457920
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
000-10701
--------------------------
(Commission File Number)
9320 EAST CENTRAL
WICHITA, KS
(Address of principal executive offices)
67206
(ZIP Code)
(316) 636-2667
(Registrant's telephone number, including area code)
<PAGE>
ITEM 1. CHANGE IN CONTROL OF REGISTRANT
On August 1, 1996, in accordance with a negotiated agreement between the
management of the company, certain shareholders, and the purchaser, Verde, Inc.,
a privately-held Arkansas corporation, purchased 2,051,136 shares of Tatonka
Common stock from Heritage Resources, Inc. for the purchase price of ninety-two
thousand, two hundred and sixteen US Dollars ($92,216.00).
These shares represent 1,270,591 shares owned by Heritage Resources, Inc.
Together with 780,545 shares assigned to Heritage by El Dorado Exploration 1979
Drilling Program, Ltd. These shares of common stock represent approximately 37%
of the outstanding shares of Tatonka common stock, as of the date of the
transaction. Richard A. Green, Sr., a Dallas businessman and investor, owns
approximately 50% of Verde, Inc.'s outstanding stock and is currently President
and CEO. His son, Richard A. Green, Jr., owns the remaining outstanding stock
and is not active in the management of Verde, Inc. The funds used by Verde, Inc.
to purchase the shares of Tatonka were obtained via a private loan from Richard
A. Green, Sr. to Verde, Inc. There are no restrictions or voting agreements
resulting from or connected to this loan to Verde, Inc.
This purchase by Verde, Inc. was undertaken as part of an overall plan for
diversification and expansion of Tatonka through future strategic mergers and
acquisitions, including possible expansion into non-oil and gas industries.
In accordance with the agreement between Tatonka management, Heritage
Resources, Inc., and Verde, Inc., several Officers and Directors have been
replaced (subject to shareholder approval) resulting in an effective change in
management of the company. A notable exception is Mr.Joe Love, a long-time
Director and Officer of the Corporation, who remains on the Board of Directors.
<PAGE>
In accordance with the planned restructuring, the following officers have
been replaced in their posts: C.J. Lett, III, D. Keith McFall, and Dean
Pattison. C.J. Lett, III has also stepped down from his post as a director. None
of the resignations of any officer or director was the result of any
disagreement or conflict between them and the management, corporation, or
shareholders. All changes in control have been effected with the full
cooperation and participation of the individuals involved in the corporate
restructuring. There are no other express agreements between management and
Verde, Inc., regarding the election of Officers or Directors. The corporate
office and information will remain the same until such time as the new
management is effectively installed. It is expected however, that the corporate
Office for operations will be relocated to Dallas, Texas in the near future.
The new Directors of Tatonka, pending the next election of Directors at the
Annual Shareholders meeting, will include Joe Foor (Dallas, Tx.), and Richard A
Green, Sr.(Dallas, Tx.).
The new Officers of Tatonka, pending the next election of Officers by the
Board of Directors, will consist of Richard A. Green, Sr. (President/CEO),
Robert Williamson (Vice President - Marketing), and Lynn Jones
(Secretary/Secretary).
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 thereto duly authorized.
TATONKA ENERGY INC
(Registrant)
Date: August 15, 1996
/s/ Richard A. Green, Sr.
Richard A. Green, Sr.
President/CEO
<PAGE>