SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
Current Report Pursuant to
Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date or earliest event reported) February 4, 1998
-------------------
PETROMINERALS CORPORATION
------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Delaware
----------------------------------
(State or Other Jurisdiction of Incorporation)
1-6336 95-2573652
- ---------------------- -------------------------------
(Commission File Number) (I.R.S. Employer Identification No.)
915 Westminster Avenue, Alhambra, California 91803
---------------------------------------------------------
(Address of Principal Executive Offices)
(626) 284-8842
--------------------------------------------
(Registrant's Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed since Last Report)
<PAGE>
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
------------------------------------
N/A
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
----------------------------------------
On February 4, 1998, Registrant entered into a contract for the sale by
Registrant and the purchase by American Energy Operations, Inc., a California
corporation ("AEO"), of all of Registrant's operating assets. These operating
assets include Registrant's 140 acre real property, holding in Hasley Canyon,
together with the oil and gas wells and leasehold interests located in the
Hasley Canyon and Castaic Hills fields in Los Angeles County, California, and
all equipment and other personal property related thereto. The purchase price
consists of $4,450,000 in cash to be paid at the Closing, and an additional
reserved production payment of $1,150,000, to be paid over time in
installments in any month in which the weighted average price as posted by
Mobil and Texaco for produced crude oil in the fields exceeds $13.50 per
barrel. The amount of the monthly reserved production payment will be equal
to one-half of the difference between the weighted average price and $13.50,
multiplied by the number of barrels produced (less barrels attributed to
royalties of record as of December 12, 1997). The purchase and sale of assets
is expected to close not later than March 31, 1998, and is contingent upon
final approval by AEO of its due diligence review. The purchase price is
subject to adjustment for certain costs and expenses retained by the
Registrant. Management does not anticipate that the adjustments will exceed
$200,000 in the aggregate. AEO is unrelated to Registrant or any affiliate,
director or officer of Registrant.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
----------------------------
N/A
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
-------------------------------------------------
N/A
ITEM 5. OTHER EVENTS
-------------
N/A
ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS
----------------------------------------
N/A
<PAGE>
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
------------------------------------
(a) Financial Statements
N/A
(b) Exhibits
N/A
ITEM 8. CHANGES IN REGISTRANT'S FISCAL YEAR
---------------------------------------
N/A
ITEM 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S
----------------------------------------------------------
N/A
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.
PETROMINERALS CORPORATION
Date: February 20, 1998 By: /s/ Paul L. Howard
Paul L. Howard, President and
Chief Financial Officer
