8-K

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 and Exchange Act of 1934

(Date of earliest event reported): May 24, 2010

IMPERIAL PETROLEUM, INC.

(Exact name of Registrant as specified in its charter)

Nevada	0-9923	95-3386019
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification)

329 Main Street, Suite 801

Evansville, IN 47708

(Address of principal executive office and zip code)

(812) 867-1433

(Registrant’s telephone number, including area code)

Check the appropriate box below if the 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

¨ Written communication 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)).

ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS:

The Registrant completed the acquisition of 100% of the capital stock of e-biofuels, LLC on May 24, 2010 in accordance with that certain Stock Purchase Agreement (“Agreement”) dated February 24, 2010 with e-biofuels, LLC and its shareholders (collectively “e-biofuels”), as amended. The Registrant paid the shareholders of e-biofuels. LLC a total of 2.0 million shares of its restricted common stock and Convertible Promissory Notes totaling $3.75 million with accrued interest and principal due in four years. As a result of the acquisition, e-biofuels, LLC is a wholly-owned subsidiary of the Registrant. E-biofuels is engaged in the manufacture and sale of biodiesel at its plant in Middletown, Indiana and has a plant capacity of 15 million gallons per year. As of its most recent fiscal year ending December 31, 2009, e-biofuels, LLC has total assets of $10.0 million. Revenues for the most recent fiscal year end were $20.4 million resulting in a net loss of $1.96 million.

Attached hereto are the unaudited balance sheets and income statements of e-biofuels, LLC for its two fiscal years ending December 21, 2008 and December 31, 2009 and pro forma unaudited balance sheets and income statements of the Registrant for its most recent fiscal year ended July 31, 2009 and the six months ended January 31, 2010 including e-biofuels, LLC. Audited financial statements will be provided when available but in no event later than 75 days from the date of the closing.

ITEM 9.01 EXHIBITS

(d) Exhibits

Exhibit Number	Description of Exhibit
99.1	Press Release
99.2	Financial Statements of e-biofuels, LLC.
99.3	Pro forma combined financial statements including e-biofuels, LLC.

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, thereunto duly authorized.

Imperial Petroleum, Inc.
By:	/s/ Jeffrey T. Wilson
	Jeffrey T. Wilson
Title:	President

Dated: May 25, 2010

EX-99.1

Exhibit 99.1

Imperial Petroleum Closes Acquisition of e-biofuels, LLC

Evansville, IN, …. May 24, 2010 (Symbol ….IPMN) Imperial Petroleum, Inc. , announced that it has closed the purchase of 100% of the stock of e-biofuels, LLC, a Middletown, Indiana biodiesel producer with a production capacity of 15 million gallons per year. Imperial paid 2.0 million shares of its common stock and issued Promissory Notes in an amount of $3.75 million to the owners of e-biofuels, LLC for 100% control of the company. E-biofuels has approximately $15 million in debt and payables. As a result of the purchase, e-biofuels is a 100% wholly-owned subsidiary of Imperial. The fiscal 2009 revenues of e-biofuels were approximately $20.0 million with a net loss of about $1.96 million on throughput volumes of 7 million gallons.

“The e-biofuels purchase allows us to expand our biofuels presence from the pilot and laboratory stage into manufacturing,” commented Jeffrey T. Wilson, President of Imperial. “In February of this year, President Obama announced directives aimed at increasing America’s biofuels initiatives (http://www.whitehouse.gov/the-press-office/obama-announces-steps-boost-biofuels-clean-coal) and we are very excited to do our part in advancing the biofuels efforts in the United States. We’re pleased to add the management of e-biofuels to our Company and the production expertise that they bring with them as we now accelerate our presence in this industry. We expect to proceed quickly now to expand the biodiesel production to 25 MMGPY and convert the plant over to our more-efficient process technology and add bio-jet fuel capabilities. Our goal is to add slow pyrolysis equipment into the facility over the next year to produce both electricity for re-sale to the power grid and bio-oil for inclusion in our renewable boiler fuel and renewable heating oil products.”

Imperial Petroleum is an energy and minerals company headquartered in Evansville, Indiana.

This press release may contain “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements are based on management’s current expectations and are subject to a number of factors and uncertainties which could cause actual results to differ materially from those described herein. Although the Company believes that the expectations in such statements are reasonable, there can be no assurance that such expectations will prove to be correct.

CONTACT:	Imperial Petroleum, Inc.
	http://www.imperialpetroleuminc.com
	Jeffrey T. Wilson, CEO
	Phone 812-867-1433    Toll Free 866-854-8530
	Fax 812-867-1678
	email: jtwilsonx1@aol.com or info@imperialpertroeuminc.com

EX-99.2

Exhibit 99.2

e-biofuels, LLC

Comparative Balance Sheets

For the Years Ended

12/31/09 and 12/31/08

UNAUDITED

	31-Dec 2009			31-Dec 2008
ASSETS
Current Assets
Cash	$	449,365		$	49,883
Accounts Receivable		162,983			249,021
Inventories		87,665			166,131
Prepaids		38,225			86,490
Total Current Assets	$	738,238		$	551,525
Property, Plant & Equipment
Fixed Assets		10,750,084			10,215,617
		10,750,084			10,215,617
Less: accumulated DD&A		(1,459,030	)		(796,282	)
Net property, plant & equipment		9,291,054			9,419,335
Other Assets		—			—
Total Assets	$	10,029,292		$	9,970,860
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts Payable	$	3,206,258		$	1,976,304
Accrued expenses		2,345,038			830,231
Notes payable-current portion		11,278,908			—
Notes payable- related parties		89,211			—
Line of credit		—			3,248,397
Total current liabilities		16,919,415			6,054,932
Long Term Liabilities
Senior debt		2,306,547			10,795,262
Long Term Notes		1,406,947			1,453,956
Total long term liabilities		3,713,494			12,249,218
STOCKHOLDERS’ EQUITY
Paid In Capital		(745,925	)		(343,231	)
Retained Deficit		(9,857,692	)		(7,990,059	)
Treasury Stock		—			—
Total Stockholders’ Equity		(10,603,617	)		(8,333,290	)
Total Liabilities and Stockholders’ Equity	$	10,029,292		$	9,970,860

e-biofuels, LLC

Income Statement

For the fiscal years ending

12/31/08 and 12/31/09

UNAUDITED

	Fiscal Year Ending 12/31/2009			Fiscal Year Ending 12/31/2008
Operating income:
Biofuels Revenue	$	20,433,951		$	45,002,187
Total operating income		20,433,951			45,002,187
Operating expenses:
Biofuels Expenses		18,739,743			44,120,402
General and administrative expenses		1,604,139			2,831,776
Depreciation, depletion and amortization		698,286			564,579
Total operating expenses		21,042,168			47,516,757
Gain/ Loss from operations		(608,217	)		(2,514,570	)
Other income(loss):
Interest expense		(898,061	)		(1,065,761	)
Interest income		—			4,370
Amortization of loan fees		—			(40,000	)
Other income (expense)		(458,650	)		(2,956,643	)
Gain (loss) on sale of assets		—			—
Total other income and (expense)		(1,356,711	)		(4,058,034	)
Net income (loss) before income taxes		(1,964,928	)		(6,572,604	)
Provision for income taxes:		—			—
Net Income (Loss)	$	(1,964,928	)	$	(6,572,604	)

EX-99.3

Exhibit 99.3

IMPERIAL PETROLEUM, INC.

Pro Forma Consolidated Balance Sheet

(Unaudited)

	Imperial			e-biofuels				Consolidated
	31-Jul 2009			31-Jul 2009			Adjustments	31-Jul 2009
ASSETS
Current Assets
Cash	$	17,153		$	224,282			$	241,435
Certificates of deposit		52,500			—				52,500
Accounts Receivable		60,651			646,625				707,276
Inventories		—			164,165				164,165
Prepaids		—			145,603				145,603
Total Current Assets	$	130,304		$	1,180,675			$	1,310,979
Property, Plant & Equipment
Fixed Assets		—			10,917,611				10,917,611
Oil & gas properties (full cost method)		3,509,514			—				3,509,514
		3,509,514			10,917,611				14,427,125
Less: accumulated DD&A		(501,009	)		(1,251,730	)			(1,752,739	)
Net property, plant & equipment		3,008,505			9,665,881				12,674,386
Other Assets
Deferred financing expense, net of accumulated amortization of $3,212,333		—			—				—
Total Assets	$	3,138,809		$	10,846,556			$	13,985,365
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts Payable	$	471,948		$	2,570,894			$	3,042,842
Accrued expenses		718,444			794,168				1,512,612
Notes payable-current portion		12,858			—				12,858
Notes payable- related parties		515,618			42,193				557,811
Line of credit		—			3,248,397				3,248,397
Other current liabilities		120,819			1,207,170				1,327,989
Total current liabilities		1,839,687			7,862,822				9,702,509
Long Term Liabilities
Asset retirement obligation		406,562			—				406,562
Senior debt		—			1,436,891				1,436,891
Long Term Notes		—			10,548,825				10,548,825
Total long term liabilities		406,562			11,985,716				12,392,278
STOCKHOLDERS’ EQUITY
Common Stock		101,788			—				101,788
Paid In Capital		11,511,265			(574,925	)			10,936,340
Retained Deficit		(10,013,189	)		(8,427,057	)			(18,440,246	)
Treasury Stock		(707,304	)		—				(707,304	)
Total Stockholders’ Equity		892,560			(9,001,982	)			(8,109,422	)
Total Liabilities and Stockholders’ Equity	$	3,138,809		$	10,846,556			$	13,985,365

Imperial Petroleum, Inc.

Pro Forma Income Statement

For the year ended 7/31/2009

UNAUDITED

	Imperial Petroleum			e-biofuels LLC		Total
Operating income:
Biofuels Revenue		—		29,370,636			29,370,636
Oil & Gas Revenue		1,069,361		—			1,069,361
Other		—		—			—
Total operating income		1,069,361		29,370,636			30,439,997
Operating expenses:
Biofuels Expenses		—		30,043,380			30,043,380
Oil & Gas Expenses		985,753		—			985,753
General and administrative expenses		383,101		2,405,923			2,789,024
Merger expenses		—		—			—
Depreciation, depletion and amortization		137,043		780,102			917,145
Total operating expenses		1,505,897		33,229,405			34,735,302
Gain/ Loss from operations		(436,536	)	(3,858,769	)		(4,295,305	)
Other income(loss):
Interest expense		(1,600,431	)	(1,200,475	)		(2,800,906	)
Interest income		2,594		989			3,583
Amortization of loan fees		(246,146	)	—			(246,146	)
Other income (expense)		(14,615	)	(3,100,563	)		(3,115,178	)
Gain (loss) on sale of assets		13,080,577		—			13,080,577
Total other income and (expense)		11,221,979		(4,300,049	)		6,921,930
Net income (loss) before income taxes		10,785,443		(8,158,818	)		2,626,625
Provision for income taxes:		—		—			—
Net Income (Loss)	$	10,785,443		(8,158,818	)		2,626,625
Wt Avg Shares		16,694,441		—			16,694,441
Income/Loss per Share	$	0.646				$	0.157

IMPERIAL PETROLEUM, INC.

(as of 1-31-10)

Pro Forma Consolidated Balance Sheet

(Unaudited)

	Imperial			e-biofuels				Consolidated
	31-Jan 2010			31-Jan 2010			Adjustments	31-Jan 2010
ASSETS
Current Assets
Cash	$	29,673		$	306,578			$	336,251
Certificates of deposit		53,326			—				53,326
Accounts Receivable		100,847			166,796				267,643
Inventories		—			216,638				216,638
Prepaids		—			28,667				28,667
Total Current Assets	$	183,846		$	718,679			$	902,525
Property, Plant & Equipment
Fixed Assets		—			10,750,084				10,750,084
Oil & gas properties (full cost method)		3,586,144			—				3,586,144
		3,586,144			10,750,084				14,336,228
Less: accumulated DD&A		(513,123	)		(1,517,780	)			(2,030,903	)
Net property, plant & equipment		3,073,021			9,232,304				12,305,325
Other Assets
Deferred financing expense, net of accumulated amortization of $3,212,333		—			—				—
Total Assets	$	3,256,867		$	9,950,983			$	13,207,850
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts Payable	$	719,376		$	3,287,315			$	4,006,691
Accrued expenses		813,850			2,588,776				3,402,626
Notes payable-current portion		111,358			11,251,874				11,363,232
Notes payable- related parties		514,618			77,876				592,494
Other current liabilities		120,819			—				120,819
Total current liabilities		2,280,021			17,205,841				19,485,862
Long Term Liabilities
Asset retirement obligation		406,562			—				406,562
Senior debt		—			2,297,795				2,297,795
Long Term Notes		—			1,460,105				1,460,105
Total long term liabilities		406,562			3,757,900				4,164,462
STOCKHOLDERS’ EQUITY
Common Stock		108,388			—				108,388
Paid In Capital		11,657,233			(785,975	)			10,871,258
Retained Deficit		(10,488,033	)		(10,226,783	)			(20,714,816	)
Treasury Stock		(707,304	)		—				(707,304	)
Total Stockholders’ Equity		570,284			(11,012,758	)			(10,442,474	)
Total Liabilities and Stockholders’ Equity	$	3,256,867		$	9,950,983			$	13,207,850

Imperial Petroleum, Inc.

Pro Forma Income Statement

(Six Months Ending 1/31/2010)

UNAUDITED

	Imperial Petroleum			e-biofuels LLC		Total
Operating income:
Biofuels Revenue		—		5,610,480			5,610,480
Oil & Gas Revenue		98,271		—			98,271
Total operating income		98,271		5,610,480			5,708,751
Operating expenses:
Biofuels Expenses		—		5,464,306			5,464,306
Oil & Gas Expenses		292,420		—			292,420
General and administrative expenses		237,407		666,231			903,638
Merger expenses		—		—			—
Depreciation, depletion and amortization		12,114		341,633			353,747
Total operating expenses		541,941		6,472,170			7,014,111
Gain/ Loss from operations		(443,670	)	(861,690	)		(1,305,360	)
Other income(loss):
Interest expense		(31,207	)	(344,714	)		(375,921	)
Interest income		528		—			528
Other income (expense)		—		(128,586	)		(128,586	)
Gain (loss) on sale of assets		—		—			—
Total other income and (expense)		(30,679	)	(473,300	)		(503,979	)
Net income (loss) before income taxes		(474,349	)	(1,334,990	)		(1,809,339	)
Provision for income taxes:		—		—			—
Net Income (Loss)	$	(474,349	)	(1,334,990	)		(1,809,339	)
Wt Avg Shares		17,250,155		—			17,250,155
Income/Loss per Share	$	(0.027	)			$	(0.105	)