-----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, MSWePSZP8tzZfWhKipLfRMD8/iCaaY9l7p9WNDzgv7shag5IVicKELsnAg1ytNGZ kKugaJb1LT1O6akMI0f2MA== 0001050502-07-000439.txt : 20071121 0001050502-07-000439.hdr.sgml : 20071121 20071121154543 ACCESSION NUMBER: 0001050502-07-000439 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071113 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071121 DATE AS OF CHANGE: 20071121 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Avalon Oil & Gas, Inc. CENTRAL INDEX KEY: 0000918573 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 841168832 STATE OF INCORPORATION: CO FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12850 FILM NUMBER: 071263347 BUSINESS ADDRESS: STREET 1: 7807 CREEKRIDGE CIRCLE STREET 2: SUITE 105 CITY: MINNEAPOLIS STATE: MN ZIP: 55439 BUSINESS PHONE: 6123599020 MAIL ADDRESS: STREET 1: 7807 CREEKRIDGE CIRCLE STREET 2: SUITE 105 CITY: MINNEAPOLIS STATE: MN ZIP: 55439 FORMER COMPANY: FORMER CONFORMED NAME: XDOGS COM INC DATE OF NAME CHANGE: 20000225 FORMER COMPANY: FORMER CONFORMED NAME: SLED DOGS CO DATE OF NAME CHANGE: 19950112 FORMER COMPANY: FORMER CONFORMED NAME: SNOWRUNNER INC DATE OF NAME CHANGE: 19940203 8-K 1 avalon8k11-13.txt 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 Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 13, 2007 Avalon Oil & Gas, Inc. ---------------------- (Exact Name of registrant as specified in charter) Nevada 1-12850 84-1168832 ------ ------- ---------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 7808 Creekridge Circle, Suite 105 Minneapolis, MN 55439 ------------------------------------------------------- (Address of principal executive offices) (952) 746-9652 -------------- (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 (see General Instruction A.2. below): |_| 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-14(c). Section 7 - Regulation FD Item 7.01 Regulation FD Disclosure. Avalon Oil & Gas, Inc. (the "Company") in a press release dated November 13, 2007 provided additional details with respect to the oil properties which were the subject of a Letter of Intent which was detailed in the Company's Current Report on Form 8-K filed on November 2, 2007. Pursuant to the terms of the Letter of Intent, the Company will acquire a 15% interest in the 74,000 acre Mecaya Block in Colombia. The Mecaya 1 well was drilled by the Colombian National Oil Company, Ecopetrol, in 1989. It tested approximately 665 BOPD (barrels of oil per day) of 27 (degree) API oil, with no water from a sand reservoir at approximately 7,200 feet. While the full extent of the Mecaya discovery is not known at this time, based upon the existing seismic data it is believed to range from 3 to 10 million barrels of recoverable oil. The Letter of Intent also provides for the Company to acquire a 20% interest in the Talora Block, which is located in the Middle Magdalena basin of Colombia. This 108,000 acre block is near several producing oil fields, including the 117 million barrel Guando field which is operated by Petrobras. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press Release dated November 13, 2007 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. Avalon Oil & Gas, Inc. Date: November 21, 2007 By: /s/ Kent Rodriguez -------------------------------- Kent Rodriguez, President EX-99.1 2 avalon8k11-13991.txt PRESS RELEASE Exhibit 99.1 Avalon Expands into Colombian Oil Operations Tuesday November 13, 3:00 am ET MINNEAPOLIS--(BUSINESS WIRE)--Avalon Oil and Gas, Inc. (Avalon) (OTCBB:AOGN - News)(FWB:A3MA.F) announced the company has executed a Letter of Intent for the acquisition of an interest in the Mecaya 1 oil discovery in Colombia. This acquisition is the result of a two year search to evaluate suitable development projects in Colombia, one of the most active exploration areas in Latin America. Under the terms of the Letter of Intent, Avalon will acquire a 15% interest in the 74,000 acre Mecaya Block in Colombia. This concession contains the Mecaya 1 oil discovery and two other wells which have tested oil. Avalon's acquisition further benefits from its qualification for the highly favorable National Hydrocarbon Agency (ANH) fiscal terms. The Mecaya 1 well was drilled by the Colombian National Oil Company, Ecopetrol, in 1989. It tested approximately 665 BOPD (barrels of oil per day) of 27 (degree) API oil, with no water from a sand reservoir at approximately 7,200 feet. Mecaya Discovery The Mecaya discovery is offset by the Caiman 3 well located 1.6 kilometers to the west, which tested 38 BOPD of 25 (degree) API oil from a separate sand reservoir. The consortium holding this block plans to reenter the Mecaya 1 well and place it on long term production test within six months to establish a stable production rate and assess the size of the oil accumulation. While the full extent of the Mecaya discovery is not known at this time, based upon the existing seismic data it is believed to range from 3 to 10 million barrels of recoverable oil. Kent A. Rodriguez, Avalon's President and CEO, commented, "This participation in the Mecaya contract is an important addition to Avalon's portfolio of oil and gas properties. We believe that obtaining access to high-quality producing concessions in Latin America will greatly enhance shareholder value." "At current oil prices, it is rare for a company to be able to acquire an interest in a development project at near ground floor terms, especially in an area which has among the best fiscal terms in Latin America, as is the case with the Mecaya project," added Avalon Director, Stephen Newton. Talora Block The Letter of Intent also provides for Avalon to earn a 20% interest in the Talora Block, which is located in the Middle Magdalena basin of Colombia. This 108,000 acre block is located 75 kilometers west of Bogota and is near several producing oil fields, including the 117 million barrel Guando field which is operated by Petrobras. It is also adjacent to the Mana field which contains 10 wells which typically flow 500 to 600 BOPD of 30 (degree) API oil from high quality sands at approximately 5500 feet. Partners in the Talora Block include PEI, a Colombian operator of several exploration and development blocks in the country, and PetroSouth Energy (OTCBB:PSEG - News). According to PetroSouth, the Talora Block contains 5 prospects with combined potential reserves of 209 MMBO. "Avalon is extremely fortunate to be able to layer the rich potential reserves in Talora on top of the existing production that will be realized in the short term from the Mecaya Block," commented Menno Wiebe, Avalon's Colombian exploration strategist. "We will continue to identify additional investment opportunities in Colombia to complement our expanded portfolio." Colombian Oil Industry Colombia is currently the scene of one of the highest levels of exploration and development activity in Latin America, with investment at a 20-year high. This recent surge in activity is the result of the country's dramatically improved fiscal terms which were introduced in 2004; along with greatly enhanced security in most parts of the country. The new fiscal terms include: the elimination of the state oil company back-in right; reduced, field size-adjusted royalties; and low annual ground rents. Colombia has recently augmented these bold initiatives by eliminating the remittance tax and reducing the corporate tax rate to 35%. Avalon moved to invest in the expanding oil industry as the resilience of the positive new operating environment conditions was demonstrated. The recent success in Colombia of a number of small companies such as: Gran Tierra Energy (OTCBB:GTRE - News), Pacific Stratus, Solana Resources Ltd. (TSX-V:SOR / AIM:SORL), C & C, Lewis Energy Group, and PetroSouth Energy, as well as the entry into the country of large players such as ExxonMobil and BHP Billiton validates this assertion. Avalon's management looks forward to participating in this exciting new exploration arena. About Avalon Oil & Gas, Inc. Avalon Oil & Gas, Inc. is an oil and gas investment company engaged in the acquisition of oil and gas producing properties. In addition, Avalon's technology group acquires and develops oil production enhancing technologies. Avalon is building an asset portfolio of innovative technologies in the oil and gas industry to maximize enhancement opportunities through Oiltek, Inc., Avalon's majority-owned subsidiary. Forward-Looking Statements This press release contains statements, which may constitute "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. Those statements include statements regarding the intent, belief or current expectations of Avalon Oil & Gas, Inc., and members of its management as well as the assumptions on which such statements are based. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results. FOR FURTHER INFORMATION, please visit the company's website at www.avalonoil.com. Contact: Avalon Oil & Gas, Inc., Minneapolis Kent A. Rodriguez, CEO, 952-746-9655 F: 952-746-5216 - -------------------------- Source: Avalon Oil & Gas, Inc. -----END PRIVACY-ENHANCED MESSAGE-----