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) July 28, 1997 (March 14, 1997)
ENVIRONMENTAL REMEDIATION HOLDING CORPORATION
(Exact name of registrant as specified in its charter)
Colorado 0-17325 88-0218499
(State or other jurisdiction (Commission (IRS Employer
of incorporation) file number) Identification No.)
3-5 Audrey Avenue
Oyster Bay, NY 11771
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (516) 92-4170
<PAGE>
Item 2. Acquisition or Disposition of Assets
Environmental Remediation Holding Corp. acquired approximately 200 crude
oil wells in two lease blocks in Wichita Falls, Texas and Henderson, Texas from
Mytec and Associates. These acquisitions were valued by the Company at $515,625.
Attached as exhibits are the purchase agreements.
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.
Environmental Remediation Holding Corporation
(Registrant)
Dated: July 28, 1998
By: /s/ Noreen G. Wilson
Noreen G. Wilson
Vice President
<PAGE>
EX-10.1
ERHC ENVIRONMENTAL REMEDIATION HOLDING CORP.
111 Tubing Road
Broussard, Louisiana 70318
phone (318) 264-9657 fax (318) 837-1095
March 14, 1997
AGREEMENT
MYTEC AND ASSOCIATES: Hereinafter referred to as ("MYTEC"), SELLER
ENVIRONMENTAL REMEDIATION HOLDING CORP.: Hereinafter referred to as ("ERHC"),
BUYER
SUBJECT: WOODBINE FIELD
ERHC agrees to purchase the Woodbine oil field, located in Henderson, Texas of
approximately 1200 acres and 100 wells and all equipment now on site for 200,000
shares of ERHC Rule 144 Stock.
ERHC guarantees that ERHC will buy back the stock and pay Mr. Mike Hutcheson
and/or his designee $200,000 cash or MYTEC may elect to keep the stock in lieu
of payment. MYTEC must notify ERHC within 45 days if they elect to keep the
stock or be paid in full. If, for any reason, MYTEC elects to be paid the
$200,000 and ERHC is unable to pay the funds to MYTEC as agreed, then ERHC will
return title to the property to MYTEC and MYTEC will keep the stock.
/s/Mike Hutcheson
MYTEC and Associates, Inc.
Mike Hutcheson, President
/s/Sam L. Bass, Jr.
Environmental Remediation Holding Corp.
Mr. Sam Bass, Jr., Chairman
<PAGE>
Exhibit 10.2
ERHC ENVIRONMENTAL REMEDIATION HOLDING CORP.
111 Tubing Road
Broussard, Louisiana 70318
phone (318) 264-9657 fax (318) 837-1095
March 14, 1997
AGREEMENT
MYTEC AND ASSOCIATES: Hereinafter referred to as ("MYTEC"), SELLER
ENVIRONMENTAL REMEDIATION HOLDING CORP.: Hereinafter referred to as ("ERHC"),
BUYER
SUBJECT: WICHITA FALLS, TEXAS
ERHC agrees to purchase the Wichita Falls, Texas oil field of approximately 100
wells and all equipment now on site for 300,000 shares of ERHC Rule 144 Stock.
ERHC guarantees that ERHC will buy back the stock and pay Mr. Mike Hutcheson
and/or partners $300,000 cash or MYTEC may elect to keep the ERHC stock in lieu
of payment. MYTEC must notify ERHC within 45 days if they elect to keep the
stock or be paid in full. If, for any reason, MYTEC elects to be paid the
$300,000 and ERHC does not pay the moneys, then MYTEC will keep the stock and
ERHC will return the property to MYTEC.
/s/Mike Hutcheson
MYTEC and Associates, Inc.
Mike Hutcheson, President
/s/Sam L. Bass, Jr.
Environmental Remediation Holding Corp.
Mr. Sam Bass, Jr., Chairman
Witnessed:
/s/Morris Theriot
<PAGE>
ASSIGNMENT AND BILL OF SALE
STATE OF TEXAS
COUNTY OF WICHITA
KNOWN BY ALL THESE MEN PRESENT:
That Mytec and Associates, 451 Pine, Ste. 224, Abilene, Texas, herein
"Assignor", for and in consideration of the sum of Ten Dollars ($10.00) and
other adequate and mutual consideration, the receipt and sufficiency of which is
hereby acknowledged, does hereby BARGAIN, SELL, TRANSFER, CONVEY, DELIVER AND
ASSIGN unto Environmental Remediation Holding Corp., herein "Assignee", the
following interest, which are collectively referred to herein as "Assigned
Property", to wit:
A. All of Assignor's right, title and interest of record on the effective
date hereof in and to the oil and gas, or oil, gas and mineral leases
and any amendments thereto or ratifications thereof set out and
described on Exhibit "A" attached hereto and made a part hereof,
insofar and only insofar as said leases cover the lands and depths or
horizons indicated on said Exhibit "A", herein "Leasehold".
B. All of Assignor's right, title and interest of record on the effective
date hereof in and to only the well or wells and the production
therefrom identified on Exhibit "A" and attributable to the Leasehold
and in and to any equipment or other real, personal or mixed property
located on the Leasehold, appurtenant thereto or used or obtained in
connection with the said Leasehold or any well or wells identified in
this Assignment located thereon, herein "Tangible Property".
C. All Assignor's rights, privileges, benefits, powers and obligations
extended to or conferred upon Assignor by, through or under contracts
of any kind whatsoever, including, but not limited to, the leases
hereby assigned, and any valid pooling or unitization agreement or
agreements to which they may be subject, existing as of the effective
date of this Assignment insofar as they affect the herein assigned
Leasehold or Tangible Property, herein "Contracts", and Assignee is
hereby subrogated to all of the rights, privileges, benefits, powers
and obligations of Assignor under any such Contracts, whether or not
the same appear of record in the county where the property is located.
This Assignment is made WITHOUT WARRANTY of any kind, either express or
implied, as to the interest of Assignor in and to the Assigned Property, to the
title of Assignor in and to the Assigned Property or to the fitness or
merchantability of the Tangible Property, which Tangible property is hereby
conveyed and accepted on an as is, where is basis; however, to the extent
<PAGE>
assignable or transferable, Assignor hereby conveys to Assignee and Assignee is
hereby subrogated to all rights, covenants and warranties, if any, to which
Assignor may be entitled to enforce with regard to Assigned Property, against
Assignor's predecessors in title.
In addition to being made subject to all conveyances, reservations and
exceptions or other instruments of record, this Assignment is made and Assignee
hereby accepts this Assignment subject to all terms, provisions, covenants,
conditions, obligations and agreements, including, but not limited to, the
plugging responsibility for any well or preferential purchase rights, contained
in any Contracts existing as of the effective date of this Assignment and
affecting the Assigned Property, whether or not recorded. Assignee hereby
indemnifies and agrees to keep, save and hold Assignor harmless, free and clear
from any claim, sit demand, penalty, judgment, action or cause for action
arising or to arise out of Assignee's operations or Assignee's ownership of the
Assigned Property. The indemnity contained herein includes reasonable attorney
fees required to be spent by Assignor.
Assignee, by acceptance of this Assignment, acknowledges that he is a
sophisticated purchaser of oil and gas properties as such may be defined in any
Local, State or Federal statute or regulation and Assignee hereby EXPRESSLY
WAIVES all rights under such existing Local, State or Federal statute to claim
to be an unsophisticated purchaser.
It is the intent and this Assignment conveys to Assignee all of
Assignor's right, title and interest of record on the effective date hereof,
regardless, as to the description of Assigned Property, of the omission of any
lease or leases, errors in description, any incorrect or misspelled names or any
transcribed or incorrect recording references. This Assignment does not convey
any right, title or interest that Assignor might acquire in or to the Assigned
Property subsequent to the effective date of this Assignment. By this
Assignment, Assignor makes no adverse claim in or to any lease or lands covered
thereby included in the Assigned Property in which Assignor has no title.
Further, Assignor hereby excepts from this Assignment and expressly reserves
unto itself all rights, privileges and interest in and to the Assigned Property
not hereby expressly identified on Exhibit "A" hereto.
This Assignment is effective for all purposes on February 1, 1997 at
7:00 o'clock a.m. in the time zone in which the Assigned Property is located,
"Effective Date". All production prior to the said Effective Date, including any
oil above the Pipeline connection in tanks located on the Leasehold, belongs to
Assignor. Ad valorem taxes for the year 1997 will be prorated.
Assignee agrees to promptly notify all appropriate tax
assessor-collectors of the rights and interests hereby transferred. Assignee
assumes the sole responsibility for and agrees to promptly notify the purchasers
of production of the transfer of interest and to furnish said purchasers any
documentation required to permit purchaser to change its records. Assignee
further agrees and hereby indemnifies Assignor against any obligation or
liability to any party claiming an interest by, through or under this Assignment
for the reimbursement of or accounting for any sum paid to Assignor for
production produced after the Effective Date of this Assignment; however,
Assignor agrees to make a good-faith effort for a period not to exceed ninety
(90) days from and after the Effective Date of this Assignment to see that any
such sums received by Assignor are returned to the purchaser for credit to
Assignee.
<PAGE>
TO HAVE AND TO HOLD THE ASSIGNED PROPERTY unto Assignee forever. The
provisions hereof shall be covenants running with the land and shall inure to
the benefit of and be binding upon the Assignor and Assignee, their respective
heirs, personal representatives, successors and assigns.
Executed this 17th day of February, 1997, but effective as of the date
set out hereinabove.
ASSIGNOR:
/s/Mike Hutcheson
Mike Hutcheson
STATE OF TEXAS
COUNTY OF WICHITA
This instrument was acknowledged before me this 14th day of March, 1997
by Mike Hutcheson.
NOTARY PUBLIC, State of Texas
Seal
<PAGE>
EXHIBIT "A"
Attached to that certain Assignment and Bill of Sale Effective February 1, 1997
by and between Mytec, Assignor, and ERHC, Assignee.
BURNETT LEASE
The east 20 acres out of Section 7, H. T. & B. R. R. Co. Survey, Abstract 134
and described by metes and bounds as follows:
Beginning at a stake in the intersection of the fence along the North boundary
line of said Section 7 with the fence on the ground between Section 7, H.T. & B.
R.R. Survey, Abstract 145, lying adjacent to and East of said Section 7, for the
Northeast corner of the 40-acre tract covered by the lease;
THENCE, South along said fence a distance of 1,980 feet to a stake for the
corner;
THENCE, West 880 feet to a stake for corner;
THENCE, North and parallel with the fence on the East boundary line of this
tract a distance of 1,980 feet to a stake set under the fence along the North
boundary line of said Section 7;
THENCE, East 880 feet to the PLACE OF BEGINNING.
DOUGLAS "AB" LEASE (1)
Oil, Gas and Mineral Lease dated July 1, 1922, duly recorded in Book 193, Page
562 of the records maintained for such Leases in the office of the County Clerk
of Wichita County, Texas, from J. A. Fisher, Lessor, to I. A. Fine, Lessee,
insofar as said lease covers the following described lands in said county, to
wit:
The West 1/2 of the North 1/2 of the Northwest 1/4 of H & G N Ry Co., Survey No.
15, Abstract No. 145, containing 40 acres, more or less.
DOUGLAS "AB" LEASE (2)
Oil, Gas and Mineral Lease dated April 2, 1925, duly recorded in Book 226, Page
548 of the records maintained for such Leases in the office of the County Clerk
of Wichita County, Texas, from J. A. Fisher, Lessor, to W. A. Patterson, Lessee,
insofar as said lease covers the following described lands in said County, to
wit:
The Southwest 1/4 of the Northwest 1/4 of Section 15, H & G N R. R. Co., Survey,
Abstract No. 145, containing 40 acres, more or less.
DOUGLAS "AB" LEASE (3)
Oil, Gas and Mineral Lease dated May 7, 1935, duly recorded in Book 336, Page 48
of the records maintained for such Leases in the office of the County Clerk of
Wichita County, Texas, from J. A. Fisher, Lessor, to Petroleum Investment
Company, Lessee, insofar as said lease covers the following described lands in
said County, to wit:
<PAGE>
BEGINNING at a point 1961 feet North and 1775 feet East of the Southwest corner
of Section 24, L. M. Collins Survey; THENCE Ease parallel with the South line of
said survey a distance of 1775 feet to a stake for a corner; THENCE South 980.5
feet a stake for corner; THENCE West parallel with South line of said Survey a
distance of 1775 feet a stake for ; THENCE North 980.5 feet to a
stake the Southwest corner of being the place of
beginning, and being 40 acres, more or less, out of L. M. Collins Survey,
Abstract No. 399, Wichita County, Texas.
DOUGLAS "AB" LEASE (4)
Oil, Gas and Mineral Lease dated January 305, of the records maintained for such
Leases in the office of the County Clerk of Wichita County, Texas, from J. A.
Fisher, Lessor, to Fisher & Gilliland, Lessee(s) insofar as said lease covers
the following described lands in said County, to wit:
BEGINNING at the Southwest corner of Section 24 L. M. Collins Survey, THENCE
East along the South boundary line of said Section 24, 1775 feet to a stake;
THENCE North 980.5 feet to a stake; THENCE West parallel with the South boundary
line of said Section 24, 1775 feet to a stake in the West boundary line of said
Section 24; THENCE South along said West boundary line 980.5 feet to the place
of beginning, the Southwest corner of Section 24, containing forty acres more or
less.
DOUGLAS "AB" LEASE (5)
Oil, Gas and Mineral Lease dated April 21, 1926, duly recorded in Book 260, Page
450 of the records maintained for such Leases in the office of the County Clerk
of Wichita County, Texas, from J. A. Fisher, Lessor, to Petroleum Investment
Company, Lessee, insofar as said lease covers the following described lands in
said County, to wit:
BEGINNING at a point in the West line 980.5 feet North of the Southwest corner
of Section 24, L. M. Collins Survey; THENCE East 1775 feet to a stake; THENCE
East 1775 feet to a stake; THENCE North 980.5 feet to a stake; THENCE West 1775
feet to a stake; THENCE South along the West Line of said Survey 980.5 feet to
the place of beginning, and containing forty acres more or less.
DOUGLAS "AB" LEASE (6)
Oil, Gas and Mineral Lease dated July 15, 1935, duly recorded in Book 335, Page
553 of the records maintained for such Leases in the office of the County Clerk
of Wichita County, Texas, from J. A. Fisher, Lessor, to Petroleum Investment
Company, Lessee, insofar as said lease covers the following described lands in
said County, to wit:
BEGINNING at a point in the West line 980.5 feet North of the Southwest corner
of Section No. 24, L. M. Collins Survey; THENCE East 1775 feet; THENCE north
980.5 feet; THENCE West 1775 feet; THENCE South along the West line of said
survey 980.5 feet to the place of beginning, containing 40 acres more or less,
SAVE AND EXCEPT: (i) such part of said 40 acres as on the date of said lease was
covered
<PAGE>
by subsisting oil and gas lease duly owned of record by said lessee, and (ii)
said lease dated July 15, 1935, insofar, but only insofar, as same may have
thereafter been duly released of record by the record owner thereof.
DOUGLAS "AB" LEASE (7)
Oil, Gas and Mineral Lease dated April 30, 1926, duly recorded in Book 259, Page
342 of the records maintained for such Leases in the office of the County Clerk
of Wichita County, Texas, from J. A. Fisher, Lessor, to C. E. Simmons, Lessee,
insofar as said lease covers the following described lands in said County, to
wit:
Six acres of land out of Section 24, L. M. Collins Survey, Abstract no. 399,
more particularly described as follows: BEGINNING at a point 3162 feet East of a
point 1961 feet North of the Southwest corner of Section 24, L. M. Collins
Survey, which said beginning point is also the Southeast corner of a certain
40-acre lease to C. E. Simmons; THENCE East 300 feet to a stake; THENCE north
parallel with the East boundary line of above-mentioned 40-acre tract to a point
in the FW& DC Ry Co. right of way; THENCE in a northwesterly direction along
said right of way to a point 1114 feet North of the place of beginning; THENCE
South along the East boundary line of said C. E. Simmons 40-acre tract, 1114
feet to the place of beginning, containing acres more or less.
DOUGLAS "AB" LEASE (8)
Oil, Gas and Mineral Lease dated May 15, 1926, duly recorded in Book 268, Page
28 of the records maintained for such Leases in the office of the County Clerk
of Wichita County, Texas, from J. A. Fisher, Lessor, to C. E. Simmons, Lessee,
insofar as said lease covers the following described lands in said County, to
wit:
Being out of the L. M. Collins Survey, Section 24, Abstract 399, and described
in two tracts as follows:
1st tract: Beginning at a point 3462 East of a point 1961 feet North of the
Southwest corner of Section 24, L. M. Collins Survey, which said beginnings
point being also the Southeast corner of a certain six-acre tract lease to C. E.
Simmons, as shown by oil and gas lease dated April 30th, 1926, recorded in Vol.
259, page 342 of the Deed Records of Wichita County, Texas; THENCE East 1833
feet to stake in the East boundary line of said Sec. 24, L. M. Collins Survey,
the same being the Southeast corner of this tract; THENCE North along the East
boundary line of said Sec. 24, L. M. Collins Survey to a point in the middle of
the FW&DC Ry. right of way to the Northeast corner of said six-acre lease to C.
E. Simmons; THENCE South parallel with the West Line of said Section 24, L. M.
Collins Survey to the place of beginning, and containing twenty (20) acres of
land, more or less.
2nd tract: Beginning at a point 3550 feet East of a point 1961 feet North of the
Southwest corner of Sec. 24, L. M. Collins Survey, which is the Northwest corner
of this tract; THENCE South parallel with the East and West boundary lines of
said Sec.
<PAGE>
24, 997 feet to stake, same being the Southwest corner of this tract; THENCE
East parallel with the South line of said Sec. 24, 872.5 feet to stake for
Southeast corner of this tract; THENCE North parallel with the East boundary
line of said Sec. 24 to the South line of the twenty-acre tract hereinabove
described as "1st tract"; THENCE West along the South boundary line of the
twenty-acre "1st tract" hereinabove described to the place of beginning,
containing twenty acres, more or less.
DOUGLAS "AB" LEASE (9)
Oil, Gas and Mineral Lease dated December 10, 1956, duly recorded in Book 818,
Page 186 of the records maintained for such Leases in the office of the County
Clerk of Wichita County, Texas from G. M. Douglas and W. L. Douglas, Trustees of
Douglas Mineral Trust, Lessors, to Petroleum Investment Company, Lessee, insofar
as said lease covers the following described lands in said County, to wit:
Being 20 acres out of Section No. 24, L. M. Collins (H&GN RR) Survey, Abstract
No. 399, known as a part of the original Fisher lands, of Wichita County, Texas
further described by metes and bounds as follows:
Beginning at a stake located 1470.8 feet North of the Southwest Corner of the
above described Section: THENCE North along the West Survey line of said Section
490.3 feet to a stake for corner; THENCE East 1775 feet to a stake for corner;
THENCE South 940.3 feet to a stake for corner; THENCE West 1775 feet to a stake
for corner, and to the place of beginning and embracing 20 acres of land at
subsurface depths above, but not below, a subsurface depth of 2,100 feet only.
DOUGLAS "AB" LEASE (10)
Oil, Gas and Mineral Lease dated April 4, 1924, duly recorded in Book 266, Page
395 of the records maintained for such Leases in the office of the County Clerk
of Wichita County, Texas, from J. A. Fisher, Lessor, to H. L. Evans, et al.,
Lessees, insofar as said lease covers the following described lands in said
County, to wit:
Being out of Section 24, L. M. Collins Survey, Abstract 399, in Wichita County,
Texas, more particularly described as follows:
BEGINNING at a point 1961 feet North and 1930 feet East of SW corner of said
Section 24; THENCE East along a line parallel with the South line of said
section 1232 feet for SE corner of the tract; THENCE North along a line parallel
with the West line of said Section 1114 feet to point on South line of FW&DC Ry
Co. right of way; THENCE in a Northwesterly direction along the South line of
said right of way to a point immediately North of the beginning point; THENCE
South 1720 feet to place of beginning containing 40 acres of land, more or less.
DOUGLAS "C" LEASE
Oil, Gas and Mineral Lease dated June 17, 1913, duly recorded in Book 71, Page
33 of the records maintained for such Leases in the office of the County Clerk
of Wichita County, Texas, from J. A.
<PAGE>
Fisher, Lessor, to A. E. Pool, Trustee, Lessee, insofar as said lease covers the
following described lands in said County, to wit:
96.4 acres of land out of the Western portion H&GNRR Company L. M. Collins
Survey 24, Abstract No. 399, which lies South of the Fort Worth & Denver City
Railway right of way, and being that portion of said Survey described as:
Beginning at a point in the West boundary line of said survey at its
intersection with the South boundary line of said Fort Worth & Denver City
Railway Company right of way; THENCE South with the West boundary line of said
survey 950 varas; THENCE East 695.5 varas; THENCE North 615 varas to stake in
South boundary line of said Fort Worth & Denver right of way; THENCE in a
Northwesterly direction with the South boundary line of said right of way 773
varas to the place of beginning.
END OF EXHIBIT "A"
<PAGE>
