-----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, SjfcPcAjahpoU0I++7rWDzssIaysos4lAyWCU0L4uZdKbhz2C4R+zeQ01MU5FmXC 13N5oQHR/YBDcRNxB9t30A== 0001214782-09-000353.txt : 20091215 0001214782-09-000353.hdr.sgml : 20091215 20091215130808 ACCESSION NUMBER: 0001214782-09-000353 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091210 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091215 DATE AS OF CHANGE: 20091215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BLACK HAWK EXPLORATION CENTRAL INDEX KEY: 0001349371 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 000000000 FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51988 FILM NUMBER: 091241080 MAIL ADDRESS: STREET 1: PO BOX 363 STREET 2: 1174 MANITO DRIVE CITY: FOX ISLAND STATE: WA ZIP: 98333 FORMER COMPANY: FORMER CONFORMED NAME: AINSWORTH GARRETT DATE OF NAME CHANGE: 20060110 8-K 1 black-hawk8k121009.htm BLACK HAWK EXPLORATION, INC. FORM 8-K REPORT DATED DECEMBER 10, 2009 black-hawk8k121009.htm


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)
December 10, 2009
 
BLACK HAWK EXPLORATION, INC.
(Exact name of registrant as specified in its charter)
 
Nevada
000-51988
27-0670160
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
1174 Manito Drive NW, PO Box 363, Fox Island, WA
98333
(Address of principal executive offices)
(Zip Code)
 
 
Registrant’s telephone number, including area code
253-973-7135
 
n/a
(Former name or former address, if changed since last report.)
 
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:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
Item 2.01
 
Entry into a Material Definitive Agreement
 
Completion of Acquisition of Assets
 
On December 10, 2009, (the “Effective Date”), we entered into a property interest purchase option agreement (the “Option Agreement”) with Hunt Mountain Resources Ltd. (“Hunt Mountain”).

Hunt Mountain holds a 100% interest in a total of 73 mining claims (the “Claims”) in Pershing County in the State of Nevada, which Claims are more particularly described in Exhibit “B” attached to the Option Agreement.  The Claims are hereafter referred to as the “Property”.
 
We have acquired an option entitling us to acquire certain legal and beneficial interests in and to the Property, and to participate in the further exploration and, if deemed warranted, the development of the Property.  Specifically, we have acquired a right and option to acquire undivided legal and beneficial interests of up to 75% in the Property free and clear of all liens, charges and claims of others.


In order for us to exercise the option and acquire the 75% interest we are required to make the following payments to Hunt Mountain, and incur the expenses indicated, prior to the fourth anniversary of the date of the Option Agreement (the “Option Deadline”):

(1)
an initial payment of $50,000, which has been paid by us and issue 250,000 restricted shares of common stock;
   
(2)
pay a further $25,000 on the first anniversary of the Effective Date and issue 100,000 restricted shares of common stock;
   
(3)
pay a further $25,000 on the second anniversary of the Effective Date; and
   
(4)
incur or fund expenditures on the Property prior to the Option Deadline of not less than  $700,000 on or before the fourth anniversary of the Effective Date.

 

Notice Regarding Forward-Looking Statements

This current report contains "forward-looking statements," as that term is defined in Section 27A of the United States Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Statements in this press release which are not purely historical are forward-looking statements and include any statements regarding beliefs, plans, expectations or intentions regarding the future, including but not limited to, making the required payments to Hunt Mountain or making the required expenditures in regards to the Property for the completion of the acquisition of the interests in the Property, and the anticipated expenses and capital costs associated with the exploration of the Property.

 
Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, the inherent uncertainties associated with mineral exploration. We are not in control of metals prices and these could vary to make exploration and development uneconomic and inhibit any required financing activities. These forward-looking statements are made as of the date of this current report, and we assume no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements. Although we believe that the beliefs, plans, expectations and intentions contained in this press release are reasonable, there can be no assurance that such beliefs, plans, expectations or intentions will prove to be accurate. Investors should consult all of the information set forth herein and should also refer to the risk factors disclosure outlined in our most recent annual report for our last fiscal year, our quarterly reports, and other periodic reports filed from time-to-time with the Securities and Exchange Commission.
 

Item 9.01
Financial Statements and Exhibits
   
10.01
Property Interest Purchase Agreement between Black Hawk Exploration, Inc. and Hunt Mountain Resources, dated, December 10, 2009.
 

 
 
 
 
 
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.


BLACK HAWK EXPLORATION, INC.

/s/ Kevin Murphy                       
Kevin Murphy
President
 
Date  December 15, 2009
 
 
 
 
 
 
 
 
 
 
 
 

 

EX-10.01 2 ex10-01.htm ex10-01.htm
Property Interest Purchase Option
Between
Black Hawk Exploration
And
HuntMountain Resources
Covering
Dun Glen Project

[All dollars herein in United States currency]

 
1.
Black Hawk Exploration (hereinafter referred to as "BHE") and HuntMountain Resources (hereinafter referred to as “HNTM”) are together referred to as the “Parties” in this document.
 
 
2.
The purpose of this document is to create a binding agreement between the Parties that provides for the purchase of HNTM’s interest in the Dun Glen properties in Pershing County in the state of Nevada (Location Map attached as Exhibit A).
 
 
3.
The Property consists of 73 unpatented mining claims,  along with any additional claims staked within a 1 mile radius from these claims by HNTM and/or BHE or their agents, together with all rights that are associated with those mining claims,.  All of the existing known claims are identified in Exhibit B hereto (hereinafter referred to as the “Property”).
 
 
4.
By making the payments and work commitments noted below, BHE will exercise its exclusive option to acquire a 75% interest in the Property (the “Option”), subject to conditions of HNTM’s underlying lease to purchase option agreement with claim owners (agreement(s) attached as Exhibit C)
 
 
5.
The Property will be maintained in good standing at the expense of BHE, including the timely filing or payment of all claims maintenance fees or taxes and all underlying lease payments as prescribed in Exhibit C.
 
 
6.
BHE will pay a lease payment of $50,000 to HNTM upon signing this agreement.
 
 
7.
On or before the one-year anniversary of the signing of this agreement, BHE will pay an additional lease payment of $25,000 to HNTM.
 
 
8.
On or before the two-year anniversary of the signing of the agreement, BHE will pay a final lease payment of $25,000 to HNTM.
 
 
9.
BHE will issue 250,000 restricted common shares to HNTM upon the signing of this agreement
 
10.
BHE will issue an additional 100,000 restricted common shares to HNTM on or before the one year anniversary of signing this agreement
 
 
 

 
11.
BHE agrees to expend $700,000 as a work commitment on the Property over a four year period from the date of signing this agreement
 
12.
Upon completion of the terms outlined herewith in this agreement, BHE will earn a 75% interest from HNTM on the Property.
 
13.
At anytime during the term period of this agreement should BHE or agents of BHE process and/or remove material from tailings, dumps or stock piles located on the Property, any net revenues recovered from this material will be divided between BHE and HNTM at ratio of 75% for BHE and 25% for HNMT.
 
 
14.
After signing this agreement, and during the term of this option, HNMT will not initiate discussions with, respond to inquiries, negotiate with, provide any information to or enter into any oral or written agreement, understanding or transaction with any other person or entity regarding the sale, assignment, or other disposition of any economic interest or other investment or participation in the Property or any part thereof without the expressed written consent of BHE.
 
 
15.
HNTM guarantees the Property is 100% controlled as prescribed in Exhibit C by HNTM and is free and clear of all liens and encumbrances.
 
16.
This is an option only agreement and with a 90 day advance written notice from BHE to HNTM, BHE can elect not to proceed with the acquisition of any, or any further, interest in the Property without further obligation to HNTM.
 

 
Agreed to and dated as of December 10, 2009.



HuntMountain Resources Ltd.



By    /s/ Tim Hunt                                           
Tim Hunt, President




Black Hawk Exploration



By   /s/ Kevin Murphy                                      
Kevin Murphy, CEO

 
 
 
 
 
 


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