-----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, KjOHQaWsvOqOIU/Gtl4aqvotfhixJ74b8b041wSIC7SOuZh0+VGpk628HdMmRxyP LKeecbRcQytJx88Eez3Jnw== 0001062993-00-000184.txt : 20001206 0001062993-00-000184.hdr.sgml : 20001206 ACCESSION NUMBER: 0001062993-00-000184 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20001205 ITEM INFORMATION: FILED AS OF DATE: 20001205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMG OIL LTD CENTRAL INDEX KEY: 0001109504 STANDARD INDUSTRIAL CLASSIFICATION: OIL AND GAS FIELD EXPLORATION SERVICES [1382] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-30087 FILM NUMBER: 783391 BUSINESS ADDRESS: STREET 1: 700 6TH AVENUE SW, SUITE 700 STREET 2: CALGARY, ALBERTA, CANADA T2P OT8 BUSINESS PHONE: 4035319706 MAIL ADDRESS: STREET 1: 700 6TH AVENUE SW, SUITE 700 STREET 2: CALGARY, ALBERTA, CANADA T2P 0T8 8-K 1 0001.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Act of 1934 Date of Report (date of earliest event reported): November 20, 2000 AMG OIL LTD. (Exact name of registrant as specified in its charter) Nevada 000-30087 N/A (State or other (Commission (I.R.S. Employer jurisdiction File Number) Identification No.) of incorporation) Suite 700, 700 - 6th Avenue, SW Calgary, AB, T2P-0T8 (Address of Principal Executive Offices, including Zip Code) (403) 531-9718 (Registrant's Telephone Number, including Area Code) (Former name or former address, if changed since last report) Item 5. Other Events. On November 20, 2000 AMG Oil Ltd.'s (the "Company") board of directors ratified a letter agreement earlier entered into with Durum Cons. Energy Corp. "Durum". Pursuant to the agreement the Company shall grant Durum a twenty percent (20%) beneficial interest in the North Area of PEP 38256, which includes the site of the Arcadia-1 well, with effect from the date on which the Arcadia-1 well spudded ("Effective Date"); The material terms of the agreement provide: 1. In consideration of the grant of the beneficial interest Durum shall contribute: (1) forty percent (40%) of the costs incurred under the PEP 38256 Joint Venture Operating Agreement, dated 5 October 2000 ("JVOA"), on the drilling and the plugging and abandoning or the setting of casing to total depth ("Drilling and Casing") of the Arcadia-1 well. (2) thereafter, contribute twenty percent (20%) of the cost of joint operations on the Arcadia-1 well, if any; (3) 20% of the past costs incurred in the North Area being NZ$160,000. (4) 20% of ongoing costs for the North Area per the JVOA. 2. From the Effective Date, Durum shall be entitled to a twenty percent (20%) vote on all decisions relating to joint operations under the JVOA in which it is participating; 3. Durum shall be responsible only for obligations and liabilities attaching to the interest under the JVOA which accrue as and from the Effective Date; and After completing this farm in the Registrant had sufficient funding in place to fund the second well ( the Arcadia-1 well) in its two well obligation pursuant to the terms an option agreement granted to Registrant by the operator of permit, Indo-Pacific Energy Ltd. Under the terms of the agreement the Registrant agreed to fund the drilling of two wells in order to earn an 80% interest in the permit. The Arcadia-1 well was spudded on November 12, 2000. The well reached its target depth of 4852 feet on November 23, 2000. While reservoir quality sandstones were encountered , no effective top seal to these was present, and there was no evidence for commercial hydrocarbons and the well is to be plugged and abandoned. After giving effect to this transaction, the interests in PEP 38256 are the following: Company North Area PEP 38256 South Area PEP 38256 AMG Oil Ltd. 50% 58% Indo-Pacific Energy Ltd. 20% 20% Magellan Petroleum Australia Limited 12% Durum Cons. Energy Corp. 20% Orion Exploration Ltd. 10% 10% Durum is a Canadian based junior exploration company. Two of the Registrant's directors, Dr. David Bennett and Mr. Michael Hart are also directors of Durum, but neither own any common shares in Durum. Mr. Alex Guidi, a former director of the Registrant, and a major shareholder in the Registrant, owns 200,000 common shares of Durum. Item 7(c). Exhibits. List of Exhibits Exhibit No. Exhibit Description Page No 99.1 Letter Agreement amongst AMG Oil Ltd. and Durum Cons. Energy Ltd. signed on November 20, 2000; Exhibit 99.1 EP 38265 Farmin Page 1 - -------------------------------------------------------------------------------- 10 November 2000 Dr. David Bennett Chief Executive Officer AMG Oil (NZ) Limited 284 Karen Road, Karori WELLINGTON, New Zealand Dear Dr. Bennett PEP 38256 - Arcadia-1 Well -------------------------- Further to the various discussions during recent weeks regarding the drilling of the Ealing-1 and the Arcadia-1 wells in PEP 38256 in the onshore Canterbury Basin of New Zealand, Durum Cons Energy Corp advises that, subject to Board approval, it is prepared to farmin to PEP 38256, through a wholly owned New Zealand subsidiary ("Durum"), on the following terms: 1. AMG Oil (NZ) Limited ("AMG") shall grant Durum a twenty percent (20%) beneficial interest in the North Area of PEP 38256 (as shown on the attached map) with effect from the date on which the Arcadia-1 well spuds ("Effective Date"); 2. In consideration of the grant of the beneficial interest referred to in paragraph 1, Durum shall contribute: (i) forty percent (40%) of the costs incurred under the PEP 38256 Joint Venture Operating Agreement, dated 5 October 2000 ("JVOA"), on the drilling and the plugging and abandoning or the setting of casing to total depth ("Drilling and Casing") of the Arcadia-1 well; (ii) thereafter, contribute twenty percent (20%) of the cost of joint operations on the Arcadia-1 well, if any; (iii) 20% of the past costs incurred in the North Area being NZ$160,000. (iv) 20% of ongoing costs for the North Area per the JVOA. 3. From the Effective Date, Durum shall be entitled to a twenty percent (20%) vote on all decisions relating to joint operations under the JVOA in which it is participating; 4. Durum shall be responsible only for obligations and liabilities attaching to the interest under the JVOA which accrue as and from the Effective Date; and EP 38265 Farmin Page 2 - -------------------------------------------------------------------------------- Please confirm your acceptance of the above farmin terms and conditions by signing, dating and returning the duplicate copy of this letter. Yours sincerely, Signed for and on behalf of AMG Oil (NZ) Limited /s/ Bernhard Zinkhofer /s/ David Bennett Bernhard Zinkhofer David Bennett President Durum Cons Energy Corp. Chief Executive Officer Dated: November 20, 2000 -------------------- 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. AMG OIL LTD. Date: December 4, 2000 By: /s/Cameron Fink -------------------------------------------- Cameron Fink President -----END PRIVACY-ENHANCED MESSAGE-----