8-K

Filed by Royale Energy Holdings, Inc., Pursuant to Rule 425

under the Securities Act of 1933, as amended.

Subject Companies:  Royale Energy, Inc.,

Royale Energy Holdings, Inc., and

Matrix Oil Management Corporation

Date:  October 17, 2017

This filing relates to a proposed business

combination involving Royale Energy, Inc.,

Royale Energy Holdings, Inc., and

Matrix Oil Management Corporation

SEC File No. 333-216055

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: October 17, 2017

(Date of earliest event reported)

Royale Energy, Inc.

(Exact name of registrant as specified in its charter)

CALIFORNIA	0-22750	33-02224120
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1870 Cordell Court, Suite 210

El Cajon, California 92020

(Address of principal executive offices) (Zip Code)

(619) 383-6600

 (Registrant’s telephone number, including area code)

(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:

 ■          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 Section13(a) of the Exchange Act.          □

Item 8.01.          Other Events

On October 17, 2017, Royale Energy, Inc. (“Royale”), and Matrix Oil Management Corporation (“Matrix”) jointly announced the successful completion of the Sansinena 9A-4 well in the press release filed as an exhibit to this Report.  This is the first well drilled in the Sansinena Field since Matrix acquired the field in June 2016.

Additional Information

On October 16, 2017, a Registration Statement on Form S-4/A of Royale Energy Holdings, Inc. (“Holdings”), was declared effective by the Securities and Exchange Commission.  The Registration Statement describes the proposed Agreement and Plan of Merger and Reorganization between Royale, Holdings, Royale Merger Sub, Inc., and Matrix Merger Sub, Inc. (two wholly-owned subsidiaries of Holdings), and Matrix Oil Management Corporation, (“Matrix”).  The Registration Statement also describes a series of related exchanges of Holdings common stock and Series B preferred stock with certain partnerships and debt holders affiliated with Matrix in exchange for their partnership interests and debt.  A copy of the Registration Statement is available at www.sec.gov under information filed by Holdings, File No. 333-216055.

The S-4/A which was filed by Royale Energy Holdings, Inc., on October 13, 2017, and declared effective on October 16, 2017, includes a definitive proxy statement of Royale relating to the proposed transaction and incorporates other relevant documents filed with the SEC regarding the proposed transaction. INVESTORS AND SECURITY HOLDERS ARE URGED TO CAREFULLY READ THE REGISTRATION STATEMENT, THE PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT ROYALE, MATRIX AND THE PROPOSED TRANSACTION. Investors and security holders may obtain these documents free of charge at the SEC’s website at www.sec.gov .  In addition, the documents filed with the SEC by Royale can be obtained free of charge from Royale’s website at www.royl.com.

Participants in the Solicitation

Royale and its executive officers and directors may be deemed to be participants in the solicitation of proxies from the shareholders of Royale in respect of the proposed transaction.  Information regarding Royale’s directors and executive officers is available in its annual report on Form 10-K/A for the year ended December 31, 2016, as amended, which was filed with the SEC on April 28, 2017, and its quarterly report on Form 10-Q for the period ended June 30, 2017, which was filed with the SEC on August 10, 2017. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available.

Item 9.01.          Financial Statements and Exhibits

Exhibit 99.1          Press Release

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.

	ROYALE ENERGY, INC.
Date: October 20, 2017	By:	/s/ Jonathan Gregory
	Name:	Jonathan Gregory
	Title:	Chief Executive Officer

EX-99.1

Exhibit 99.1

(ROYL)

NEWS FOR IMMEDIATE RELEASE

ROYALE ENERGY ANNOUNCES INITIAL RATE OF 350 BARRELS PER DAY FOR SANSINENA 9A-4 

SAN DIEGO, October 17, 2017 (GLOBE NEWSWIRE) -- Royale Energy, Inc. (OTCQB : ROYL) and Matrix Oil Management Corporation jointly announced the successful completion of the Sansinena 9A-4 well. This is the first well drilled in Sansinena Field since Matrix acquired the field in June 2016.

The 9A-4 initially flowed at a rate of 15 barrels per hour which equates to a daily rate of over 350 barrels of oil per day.   The well which encountered original pressure of 1500 psi was perforated at approximately 4500 feet (with 320 feet of net pay). Matrix is currently producing the well at a restricted rate of 8 to 9 barrels per hour which equates to around 200 barrels of oil per day. The current rate and initial flow rate are more than twice management’s initial internal projections.  Matrix’s and Royale’s management believe that the test results support drilling of more than 70 additional development well locations in the Sansinena field.

“We are extremely pleased with the results of this well and what it may mean for the Royale and Matrix shareholders. The initial rate is more than twice our expectation”, said Johnny Jordan of Matrix. Subject to permitting and capital requirements, Royale and Matrix plan to drill a minimum of six additional wells in Sansinena in 2018.

Don Hosmer of Royale commented, “Matrix’s Sansinena development in the LA Basin is a great compliment to Royale’s successful natural gas development in prolific Rio Vista gas field. Together, these two projects provide a diversified asset base that can be developed into long term cash flow for Royale’s drilling investors and shareholders.”

About Royale Energy, Inc.

Founded in 1986, Royale Energy, Inc. (OTCQB : ROYL) is an independent exploration and production company focused on the acquisition, development, drilling and marketing of oil and natural gas. Royale typically sells fractional working interests to accredited investors in wells drilled by Royale. Royale has its primary operations in the Sacramento and San Joaquin basins in California and has royalty interests in Alaska.

About Matrix Oil Management Corp.

Matrix is a private independent oil and natural gas production company based in Santa Barbara, California.  The company formed in 1999 is focused on the acquisition and development of long-life, low-risk producing oil leases that have drilling upside or operations optimization opportunities. The company owns and operates oil-producing properties in the Los Angeles and San Joaquin Basins of California. It owns non-operated natural-gas producing properties in the Sacramento Basin of California and oil-producing royalty and non-operated leases in the Permian Basin and Midland Basin of West Texas. The company’s largest property is the Sansinena Field in Los Angeles Basin.

Forward-Looking Statements

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Statements that are not strictly historical statements constitute forward-looking statements and may often, but not always, be identified by the use of such words such as "expects," "believes," "intends," "anticipates," "plans," "estimates," "potential," "possible," or "probable" or statements that certain actions, events or results "may," "will," "should," or "could" be taken, occur or be achieved. The forward-looking statements include statements about future operations. However, whether actual results and developments will conform with expectations is subject to a number of risks and uncertainties, including but not limited to risks and uncertainties involving geology of oil and gas deposits; the uncertainty of reserve estimates; revisions to reserve estimates as a result of changes in commodity prices; the uncertainty of estimates and projections relating to future production, costs and expenses; and potential delays or changes in plans with respect to exploration or development projects or capital expenditures.

For more information, please contact:

Royale Energy, Inc.

Chanda Idano

(619) 383-6600

ir@royl.com

http://www.royl.com

Source: Royale Energy, Inc.