-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SjhqCipifqiabfs12eK5ZrdCIfY3+CQtFrXoO9+Ot57Nbl+FjvuTKCmtWP/dnTaf aGh2RikeNKpuO8tg9YliSw== 0001050502-99-000235.txt : 19990503 0001050502-99-000235.hdr.sgml : 19990503 ACCESSION NUMBER: 0001050502-99-000235 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990430 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990430 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PYR ENERGY CORP CENTRAL INDEX KEY: 0001016289 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 954580642 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-20879 FILM NUMBER: 99606306 BUSINESS ADDRESS: STREET 1: 1675 BROADWAY STREET 2: STE 1150 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 3038253748 MAIL ADDRESS: STREET 1: 17337 VENTURA BOULEVARD STREET 2: SUITE 224 CITY: ENCINO STATE: CA ZIP: 91316 FORMER COMPANY: FORMER CONFORMED NAME: MAR VENTURES INC DATE OF NAME CHANGE: 19960606 8-K 1 FORM 8-K 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 PYR Energy Corporation ---------------------- (Exact name of registrant as specified in its charter) Delaware 0-20879 95-4580642 -------- ------- ---------- (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 1675 Broadway, Suite 1150, Denver, Colorado 80202 ------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (303) 825-3748 Item 5. Other Events. - --------------------- Press Release. The press release of the Registrant dated April 30, 1999, which is filed as an exhibit hereto, is incorporated herein by reference. Item 7. Financial Statements And Exhibits. - ------------------------------------------ (c) Exhibits. Exhibit Index ------------- Exhibit Number Description - ------ ----------- 99.1 Press release dated April 30, 1999. SIGNATURE 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. Date: April 30, 1999 PYR ENERGY CORPORATION By: /s/ Andrew P. Calerich ----------------------------- Chief Financial Officer EX-99.1 2 EXHIBIT 99.1 EXHIBIT 99.1 On April 30, 1999, the Registrant issued the following press release: "PYR ENERGY RECEIVES $5,468,000 THROUGH PRIVATE PLACEMENT DENVER -- PYR Energy Corporation (EBB: PYRX) today announced receipt of an aggregate $5,468,000 of private placement funding through the sale of 3,417,500 shares of the Company's common stock and 341,750 5-year warrants to purchase an additional share of the Company's Common Stock at a price of $2.50. The securities sold in the private placement have not been registered under the Securities Act of 1933 and may not be offered or sold absent registration or an applicable exemption from the registration requirements of the Securities Act of 1933. Within 60 days of completing the private placement, the Company intends to file a registration statement covering the possible resale of the shares. The purpose of the private placement is to provide the Company with funds for a combination of exploitation and development costs related to its East Lost Hills project in the San Joaquin Basin of California, for additional exploration opportunities in the San Joaquin Basin and in select areas of the Rocky Mountains, and for general and administrative expenses. The Company also reports that consummation of this portion of the private placement means that, upon presentation of an updated balance sheet showing the private placement funding, the Company's common stock will no longer be defined as a "penny stock" and therefore open market transactions in the stock will not be subject to the brokers' sales practice requirements for low-priced securities that are set forth in Rule 15g-9 promulgated under the Securities Exchange Act of 1934. PYR intends to close on the sale of approximately $1 million to $1.5 million of additional shares and warrants on or before May 14, 1999, pursuant to the same private placement terms. Denver based PYR Energy is a natural gas and oil exploration company with activities focused in the San Joaquin Basin of California and in select areas of the Rocky Mountain region. # # # This release contains forward-looking statements regarding PYR Energy Corporation's future plans and expected performance based on assumptions the Company believes to be reasonable. A number of risks and uncertainties could cause actual results to differ materially from these statements, including, without limitation, the success rate of exploration efforts and the timeliness of development activities, fluctuations in oil and gas prices, and other risk factors described from time to time in the Company's reports filed with the SEC. In addition, the Company operates in an industry sector where securities values are highly volatile and may be influenced by economic and other factors beyond the Company's control." -----END PRIVACY-ENHANCED MESSAGE-----