-----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, SKEnfT+J7MfU4VEqtptnkSqWeYSIbBD2j9jgVnWAWhjFDNizT4eT0ftDkjzXpcjC IH77Y4rGNEJHaKn2EMBePg== 0001144204-05-030252.txt : 20050929 0001144204-05-030252.hdr.sgml : 20050929 20050929100417 ACCESSION NUMBER: 0001144204-05-030252 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050926 ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050929 DATE AS OF CHANGE: 20050929 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DEEP WELL OIL & GAS INC CENTRAL INDEX KEY: 0000869495 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 133087510 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24012 FILM NUMBER: 051109905 BUSINESS ADDRESS: STREET 1: 10117 JASPER AVENUE STREET 2: SUITE 510 CITY: EDMONTON STATE: A0 ZIP: T5J 1W8 BUSINESS PHONE: (403) 686-6104 MAIL ADDRESS: STREET 1: 10117 JASPER AVENUE STREET 2: SUITE 510 CITY: EDMONTON STATE: A0 ZIP: T5J 1W8 FORMER COMPANY: FORMER CONFORMED NAME: ALLIED DEVICES CORP DATE OF NAME CHANGE: 19930328 FORMER COMPANY: FORMER CONFORMED NAME: ILLUSTRIOUS MERGERS INC DATE OF NAME CHANGE: 19600201 8-K 1 v026452_8k.txt ================================================================================ 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): September 26, 2005 DEEP WELL OIL & GAS, INC. (Exact name of Registrant as specified in its Charter) Nevada 0-24012 13-3087510 (State or other Jurisdiction) (Commission (IRS Employer of Incorporation) File Number) Identification No.) 10117 Jasper Avenue, Suite 510, Edmonton, Alberta, Canada T5J 1W8 (Address of principal executive offices) Registrant's telephone number, including area code: (780) 409-8144 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)) ================================================================================ ITEM 1.02 Termination of a Material Definitive Agreement On February 25, 2005 Deep Well Oil & Gas, Inc. ("Deep Well") signed a farmout agreement (the "Agreement") with Surge Global Energy, Inc and Surge Global Energy (Canada), Ltd. (collectively "Surge"). The Agreement allowed Surge to earn up to a 40% working interest in the farmout lands if it met certain conditions, including that it "spud" a first well on the farmout lands or before the deadline contained in the Agreement. The Agreement was amended by the parties on July 14, 2005 to provide Surge with an extension, to September 25, 2005, to meet its obligations under the Agreement. Surge did not "spud" the first well on or prior to September 25, 2005. On September 26, 2005, Deep Well notified Surge that Surge was in default (the "Notice") under the Agreement, and terminated the Agreement. In the Notice, Deep Well notified Surge that Surge failed to meet the Agreement's condition that Surge spud a test well on the farmout lands on or prior to September 25, 2005, and was in breach of other provisions of the Agreement. Item 9.01 Financial Statements and Exhibits (a) Financial statements of business acquired. Not applicable. (b) Pro forma financial information. Not applicable. (c) Exhibits. 99.1 Press Release, dated September 28, 2005. ================================================================================ 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. DEEP WELL OIL & GAS, INC. Date: September 28, 2005 By: /s/ Dr. Horst A. Schmid ------------------------------ Name: Dr. Horst A. Schmid Title: President EXHIBIT INDEX Exhibit Description - ------- ----------- 99.1 Press Release, dated September 28, 2005. EX-99.1 2 v026452_ex99-1.txt DEEP WELL OIL & GAS NOTES FARMOUT AGREEMENT IN DEFAULT Edmonton, Alberta----September 28, 2005--Deep Well Oil & Gas, Inc. ("Deep Well") (PINK SHEETS:DWOG - News) wishes to announce that it has informed Surge that they are in default of the terms of the Farmout agreement on Deep Well's lands. On February 25, 2005 Deep Well Oil & Gas, Inc. ("Deep Well") and its subsidiary, Northern Alberta Oil Ltd., signed a farmout agreement with Surge Global Energy, Inc and Surge Global Energy (Canada), Ltd. (collectively "Surge"). This agreement allowed Surge to earn up to a 40% working interest in the farmout lands. The agreement was amended on July 14, 2005 by Deep Well and Surge to allow Surge an extension to the February 25, 2005 agreement until September 25, 2005. Surge did not "spud" the first well by September 25, 2005 so the farmout agreement has been noted in default for this and other reasons. Deep Well Oil & Gas, Inc. is a Nevada corporation based in Alberta Canada. Deep Well and its subsidiary Northern Alberta Oil have an 80% working interest in 63 contiguous sections of oil sands leases in the Sawn Lake oil sands in North Central Alberta, Canada. This press release contains forward-looking statements. The words or phrases "would be," "will allow," "intends to," "will likely result," "are expected to," "will continue," "is anticipated," "estimate," "project," or similar expressions are intended to identify "forward-looking statements." Actual results could differ materially from those projected in the Company's proposed oil and gas related business. The Company's business is subject to various risks, which are discussed in the Company's filings with the Securities and Exchange Commission ("SEC"). The Company's filings may be accessed at the SEC's Edgar system at www.sec.gov. Statements made herein are as of the date of this press release and should not be relied upon as of any subsequent date. The Company cautions readers not to place reliance on such statements. Unless otherwise required by applicable law, we do not undertake, and we specifically disclaim any obligation, to update any forward-looking statements to reflect occurrences, developments, unanticipated events or circumstances after the date of such a statement. Deep Well Oil & Gas, Inc. (PINK SHEETS:DWOG - News) Contact: Deep Well Oil & Gas, Inc. Dr. Horst A. Schmid President (780)-409-8144 -----END PRIVACY-ENHANCED MESSAGE-----