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UNITED
STATES
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SECURITIES AND EXCHANGE
COMMISSION
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Washington, D.C.
20549
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FORM
8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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Date of Report (Date of earliest event reported)
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June 30, 2020
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Laredo Oil, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
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333-153168
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26-2435874
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(Commission File Number)
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(IRS Employer Identification No.)
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111 Congress Avenue, Suite 400
Austin, Texas
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78701
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area
code
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(512) 279-7870
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Not Applicable
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(Former Name or Former Address, if Changed Since Last
Report.)
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Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2.
below):
☐ 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 (17
CFR 240.14d-2(b))
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Indicate by check mark
whether the registrant is an emerging growth company as defined in
Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or Rule 12b-2 of the Securities Exchange Act of 1934
(§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
☐
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Item 1.01 Entry into a Material Definitive Agreement
On June
30, 2020, Laredo Oil, Inc. (“Laredo”) entered into a
Limited Liability Company Agreement (the “LLC
Agreement”) of Cat Creek Holdings LLC (“Cat
Creek”), a Montana limited liability company formed as a
joint venture with Lipson Investments LLC (“Lipson”)
and Viper Oil & Gas, LLC (“Viper”) for the
purchase of certain oil and gas properties in the Cat Creek Field
in Petroleum and Garfield Counties in the State of Montana (the
“Cat Creek Properties”). Cat Creek entered into
an Asset Purchase and Sale Agreement (the “Purchase
Agreement”) with Carrell Oil Company (“Seller”)
on July 1, 2020 for the purchase of the Cat Creek Properties from
Seller. Upon closing under the Purchase Agreement, Seller
will receive consideration of $400,000, subject to certain
adjustments resulting from pre- and post-effective date revenue,
expense and tax allocations. Closing under the Purchase
Agreement is contingent upon Seller obtaining the requisite legal
authority to sell the assets to Cat Creek.
In
accordance with their ownership interests in Cat Creek, Laredo,
Lipson and Viper will pay 50%, 25% and 25%, respectively, of the
purchase price and the costs of the transaction. Laredo
will fund its portion of the purchase price using cash on
hand. Cat Creek will be managed by a Board of Directors
consisting of four directors, two of which shall be designated by
Laredo.
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.
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LAREDO OIL, INC.
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Date: July 7, 2020
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By:
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/s/ Bradley E. Sparks
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Bradley E. Sparks
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Chief Financial Officer and Treasurer
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