-----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, DrZ9wkYPMtusMXfDjMPUCm/CFGqAUP8XzJRMciqVtO5fwodZX6r95REasEmI4+bv el63PjuLdyMSpb7jQBmdyg== 0001144204-08-021503.txt : 20080410 0001144204-08-021503.hdr.sgml : 20080410 20080410103258 ACCESSION NUMBER: 0001144204-08-021503 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080404 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080410 DATE AS OF CHANGE: 20080410 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: 08749031 BUSINESS ADDRESS: STREET 1: 10117 JASPER AVENUE STREET 2: SUITE 510 CITY: EDMONTON STATE: A0 ZIP: T5J 1W8 BUSINESS PHONE: (780) 409-8144 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 v110228_8-k.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 report): April 4, 2008

DEEP WELL OIL & GAS, INC.
(Exact name of registrant as specified in its charter)
 

NEVADA
 
0-24012
 
13-3087510
(State or other jurisdiction of
 
(Commission File Number)
 
(IRS Employer
incorporation)
     
Identification No.)

10117 Jasper Avenue, Suite 510,
Edmonton, Alberta, Canada
 
T5J 1W8
(Address of principal executive offices)
 
(Zip Code)

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:
 
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 8.01
Other Events.

On April 4, 2008, the Company commenced a lawsuit against Tamm Oil and Gas Corp. (hereinafter referred to as “Tamm”). The Company filed a Complaint with the United States District Court for the District of Nevada alleging that Tamm has violated United States federal and Nevada state law in connection with Tamm’s recent public statements and activities related to the Company, its operations and the ownership of its common shares. On April 7, 2008, the Company issued a press release with respect to the commencement of the lawsuit. A copy of the press release is attached hereto as Exhibit 99.1.


ITEM 9.01
Financial Statements and Exhibits.

(d)   Exhibits.

Exhibit No.
 
Description
     
99.1
 
Press Release issued by Deep Well Oil & Gas, Inc., dated April 7, 2008

 
 

 

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 hereto duly authorized.

         
 
DEEP WELL OIL & GAS, INC.
 
       
       
Date: April 9, 2008
By:
/s/ Horst A. Schmid
 
   
Dr. Horst A. Schmid
 
   
President and CEO
 

 
 

 
EX-99.1 2 v110228_ex99-1.htm
DEEP WELL OIL & GAS, INC. COMMENCES LAWSUIT AGAINST TAMM OIL AND GAS CORP.
 
Alleges Violations of Federal Securities, Defamation and Other Laws
 
April 7, 2008 - 08:00 EDT
 
EDMONTON, ALBERTA - (Marketwire - April 7, 2008) Deep Well Oil & Gas, Inc. (“Deep Well”) announced today that it has filed a Complaint (the “Complaint”) with the United States District Court for the District of Nevada alleging that Tamm Oil and Gas Corp. (“Tamm”) has violated United States federal and Nevada state law in connection with Tamm’s recent public statements and activities related to Deep Well, its operations and the ownership of its common shares.
 
Since December 2007, Tamm and its agents have issued multiple public statements with respect to Tamm’s acquisition of a significant interest in Deep Well and the Sawn Lake heavy oil region in North Central Alberta.
 
Deep Well is not, and has not been, a party to any of Tamm’s public statements or purported acquisitions of Deep Well common shares. Deep Well alleges that Tamm’s recent public statements contain materially false or misleading statements about Tamm’s ownership interests in Deep Well and Sawn Lake, and that such statements and Tamm’s activities with respect to Deep Well and its common shares violate United States federal and Nevada state law.
 
In order to assist in protecting Deep Well and its shareholders, Deep Well commenced the Complaint, which alleges that:
 
 
·
Tamm’s public statements about and purported acquisitions of Deep Well common shares constitute an illegal tender offer in violation of Section 14(d) of the United States Securities Exchange Act of 1934, as amended (the “Exchange Act”);
 
 
·
Tamm’s public statements about Deep Well and the acquisition of Deep Well common shares contain materially false and/or misleading statements or omissions, in violation of United States federal securities laws and Nevada state law;
 
 
·
Tamm failed to timely file with the Securities and Exchange Commission a required statement of beneficial ownership on Schedule 13D, and subsequently filed a materially deficient Schedule 13D;
 
 
·
Tamm has defamed Deep Well by making false statements concerning Deep Well and its interests in Sawn Lake that were published to the public and/or third parties without permission by Deep Well; and Tamm has violated the Lanham Act by making false and misleading representations of fact in connection with its and Deep Well’s business in the oil and gas industry and its tender offer for Deep Well shares or solicitation of shareholders in favor of its tender offer.
 
 
 

 
 
Deep Well is seeking injunctive relief and/or other damages in connection with the Complaint.
 
Deep Well Oil & Gas, Inc. is a Nevada corporation based in Alberta Canada. Deep Well and its subsidiaries Northern Alberta Oil Ltd. and Deep Well Oil & Gas (Alberta) Ltd. have an 80% working interest in 51 contiguous sections of oil sands development leases, 40% working interest in an additional 12 sections of oil sands development leases and a 80% working interest in 6.5 sections of oil sands permits in the Sawn Lake heavy oil area in North Central Alberta. The permits and leases cover 43,964 acres. A previously published independent engineering report estimated that, there are 819.5 million original barrels of oil in place.
 
This press release may contain forward-looking statements. Actual results could differ materially from those contemplated by such forward-looking statements. Such statements are subject to various risks, including, without limitation, that the Complaint is not successful or that Deep Well fails to obtain the relief sought in the Complaint. Statements made herein are as of the date of this press release and should not be relied upon as of any subsequent date. Deep Well cautions readers not to place reliance on such statements. Unless otherwise required by applicable law, Deep Well does not undertake, and specifically disclaims 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.
Investor Relations
1 888 - OILSAND (1-888-645-7263)
www.deepwelloil.com

 
 

 
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