-----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, VmiGl0bcDGUiHD0nAFBMNr7stHN3RakmxWypw72kC1iznU86QNlqYpCa7BwdxExS xPfeF8PyzS2/RIocHtJ7rQ== 0001144204-08-003941.txt : 20080125 0001144204-08-003941.hdr.sgml : 20080125 20080125110030 ACCESSION NUMBER: 0001144204-08-003941 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080121 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080125 DATE AS OF CHANGE: 20080125 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Aurora Oil & Gas CORP CENTRAL INDEX KEY: 0000933157 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 870306609 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32888 FILM NUMBER: 08549643 BUSINESS ADDRESS: STREET 1: 4110 COPPER RIDGE DRIVE STREET 2: SUITE 100 CITY: TRAVERSE CITY STATE: MI ZIP: 49684 BUSINESS PHONE: (231) 941-0073 MAIL ADDRESS: STREET 1: 4110 COPPER RIDGE DRIVE STREET 2: SUITE 100 CITY: TRAVERSE CITY STATE: MI ZIP: 49684 FORMER COMPANY: FORMER CONFORMED NAME: CADENCE RESOURCES CORP DATE OF NAME CHANGE: 20010815 FORMER COMPANY: FORMER CONFORMED NAME: ROYAL SILVER MINES INC DATE OF NAME CHANGE: 19960223 FORMER COMPANY: FORMER CONFORMED NAME: CONSOLIDATED ROYAL MINES INC DATE OF NAME CHANGE: 19950908 8-K 1 v100770_8k.htm Unassociated Document
 

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):
January 21, 2008
 
AURORA OIL & GAS CORPORATION
(Exact name of registrant as specified in its charter)
 
UTAH
000-25170
87-0306609
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
4110 Copper Ridge Drive, Suite 100, Traverse City, MI
49684
(Address of principal executive offices)
(Zip Code)
 
Registrant’s telephone number, including area code:
(231) 941-0073
     
 
(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):

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 5.02 (c) and (d)
Appointment of Certain Officers and Directors.

Aurora Oil & Gas Corporation (“AOG”) today announced that its board of directors has named John E. McDevitt (age 61) to serve as the company’s President, Chief Operating Officer and Director effective as of January 22, 2008. Mr. McDevitt has over 40 years of experience in a variety of industries, including oil and gas exploration and production, real estate development and finance, equipment leasing and finance, investment banking and lending, computer software development, wholesale distribution of products, and television and radio production.

Since 2006, Mr. McDevitt has been a Manager and President of Acadian Energy, LLC, a private company focused on unconventional natural gas exploration and production in the New Albany Shale. From 2003 to 2007, Mr. McDevitt was President of CDX Resources, a rig fleet and directional services company that was owned by CDX Gas, LLC. Prior to that, he held positions with CDX Gas, LLC as CFO and Senior Vice President of Strategic Planning. CDX Gas, LLC was an independent oil and gas company focused on the onshore exploration and production of unconventional natural gas, which was sold in 2006. Mr. McDevitt’s initial salary will be $250,000 per year with additional incentives to be negotiated later.

The board of directors has also named Barbara E. Lawson (age 49) as Chief Financial Officer effective as of January 22, 2008. Ms. Lawson has over 26 years of progressive accounting experience and has managed all facets of accounting, finance, internal audit, and treasury. She has worked for AOG since March 2006 as SEC Reporting Manager. From 2005 to 2006, Ms. Lawson was Vice President of Simple Financial Solutions, Inc. providing consulting services that covered public equity offerings and Sarbanes-Oxley Section 404 implementation. From 1988 to 2004, Ms. Lawson was employed with Midland Cogeneration Venture, LLP, an independent power producer, where her last position was Treasurer and Manager of Internal Audit. In connection with Ms. Lawson’s promotion, her annual salary will increase to $150,000 per year with additional incentives to be negotiated later.

The board of directors has also named Gilbert A. Smith (age 60) as Vice President of Business Development effective as of February 1, 2008. Mr. Smith has nearly 38 years of domestic and international oil and gas experience with expertise in land management, negotiations and government relations. Since January 2007, Mr. Smith has been a Manager and Chief Operating Officer of Acadian Energy, LLC. From 2002 to 2006, Mr. Smith was Vice President of Land and Contract Administration for CDX Gas, LLC. From 1999 to 2001, Mr. Smith worked as a independent consultant, performing international strategic contract negotiation and business development. Mr. Smith worked for Sun Exploration and Production Company (subsequently named Oryx Energy Company) from 1978 through 1999 where he served in various senior management positions. Mr. Smith’s initial salary will be $200,000 per year with additional incentives to be negotiated later.

AOG has signed a non-binding Letter of Intent to acquire Acadian Energy, LLC by means of a merger into AOG. Mr. McDevitt (through a controlled entity) and Mr. Smith are the sole members of Acadian Energy, LLC (60% and 40% respectively) . The proposed acquisition is valued at approximately $12.5 million and will include over 10,000 acres of New Albany Shale properties, 4 development wells, and approximately 7 bcf in proved reserves.

2


Item 5.02 (b) and (e)
Departure of Certain Officers and Directors; Amendment to Contract.

Ronald E. Huff has resigned as President, Chief Financial Officer and Director of AOG effective January 21, 2008. Mr. Huff’s employment agreement will be honored by AOG through its June 18, 2008 termination date. However, this agreement has been modified to accelerate the award of Mr. Huff’s stock bonus in the amount of 500,000 shares of common stock from January 1, 2009 to June 18, 2008.

Mr. John V. Miller has submitted his resignation as Vice President of Business Development of AOG, to be effective January 31, 2008.

 
A copy of the press release is attached as Exhibit 99.1 to this report.

 
Item 9.01
Financial Statements and Exhibits.

(c)
Exhibits.

Exhibit No.
Description
99.1
Aurora Oil & Gas Corporation press release dated January 25, 2008, entitled “Aurora Oil & Gas Corporation Announces Acquisition and Management Changes.”


SIGNATURE

According 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.
     
  AURORA OIL & GAS CORPORATION
 
 
 
 
 
 
Date: January 25, 2008  By:   /s/ William W. Deneau 
 
By: William W. Deneau
  Its: Chief Executive Officer 
 
3

 
EX-99.1 2 v100770_ex99-1.htm Unassociated Document
 

Aurora Oil & Gas Corporation Announces Acquisition and Management Changes

TRAVERSE CITY, MICHIGAN, January 25, 2008 - Aurora Oil & Gas Corporation (AMEX: AOG) is pleased to announce that the Company has signed a non-binding Letter of Intent to acquire Acadian Energy, LLC and has made key changes to Aurora’s management team.

William W. Deneau, Chairman and CEO, commented, “These strategic changes are coordinated with the ongoing work being performed by Johnson Rice & Company, L.L.C. Together, we are creating a stronger foundation from which we can take Aurora to the next level.”

Business Acquisition and Management Appointment

Aurora Oil & Gas Corporation has signed a non-binding Letter of Intent to acquire Acadian Energy, LLC, a private company focused on unconventional natural gas exploration and production in the New Albany Shale. The acquisition will include over 10,000 acres of New Albany Shale properties, 4 development wells, and approximately 7 bcf in proved reserves. Consideration is expected to be approximately $12.5 million paid primarily in restricted stock. Additionally, the founder and President of Acadian Energy, Mr. John E. McDevitt, has agreed to join Aurora Oil & Gas Corporation as its President and Chief Operating Officer and has been appointed to Aurora’s Board of Directors, effective immediately.

Mr. McDevitt has over 40 years of experience in a variety of industries, including oil and gas exploration and production, real estate development and finance, equipment leasing and finance, investment banking and lending, computer software development, wholesale distribution of products, and television and radio production. Notably, Mr. McDevitt has been an executive leader within several startup companies which were built into major industry players.

From 2001 to 2006, Mr. McDevitt served in the senior management of CDX Gas, LLC, an independent oil and gas company focused on the onshore exploration and production of unconventional natural gas. Mr. McDevitt’s responsibilities included international operations, new technology development, strategic planning, engineering, and land operations. Mr. McDevitt also served as Chief Financial Officer, raising over $1 billion in debt and equity financing to facilitate the company’s growing business. In addition, as President of CDX Resources, LLC, a subsidiary of CDX Gas, LLC, Mr. McDevitt managed the nation’s 12th largest onshore drilling rig fleet and an in-house directional drilling company. With his assistance, CDX was sold in 2006 to a private equity group for $835 million.

While at CDX, Mr. McDevitt formed a relationship with the management team of Aurora Oil & Gas Corporation. CDX and Aurora jointly developed several projects, most of which targeted the New Albany Shale.
 
After the sale of CDX, Mr. McDevitt formed Acadian Energy, LLC, acquired all of the New Albany Shale mineral leases and gas wells from his former employer, and raised financing for a 100-well drilling program beginning in the second quarter of 2008.

From 1982 to 1991, as Chief Financial Officer and one of the managing directors of Domino’s Pizza, Mr. McDevitt played an instrumental role in managing the growth of the company from $25 million in revenues and 140 outlets to over $2.5 billion in revenues and 5,000 stores worldwide.

Also, beginning in 1978, Mr. McDevitt served on the Board of Directors of Spring Arbor Distributors, which became the world’s largest distributor of Christian books and media. In his capacity as a board member, Mr. McDevitt was instrumental in raising financing and helping to manage the dramatic growth of the enterprise. In 1997, Mr. McDevitt assisted in the sale of Spring Arbor Distributors to Ingram Industries Inc., a large privately held company based in Nashville, Tennessee.

William W. Deneau, Chairman and CEO, commented, “John McDevitt brings to Aurora a wealth of experience and a history of proven success with emerging enterprises. In addition, John has spent the past several years building an extensive database of information on the New Albany Shale. His work supports the predictable nature of this exciting play. We are very pleased to have him join our team and integrate his experience, network of professional contacts, and enthusiasm for our natural gas prospects.”
 

 
Additional Management Appointments

The Company’s Board of Directors has also appointed Barbara E. Lawson to Chief Financial Officer and Gilbert A. Smith to Vice President of Business Development.

As Chief Financial Officer, Ms. Lawson offers over 26 years of experience in accounting, internal audit, project management, treasury, benefits administration, Sarbanes-Oxley compliance, and SEC reporting. Nearly 16 years of Ms. Lawson’s career was spent at Midland Cogeneration Venture, LLP, an independent power producer with annual revenues of $625 million. During her tenure, Ms. Lawson successfully developed and implemented accounting systems and policies, managed a $450 million investment portfolio, implemented an SEC reporting structure, administered compliance on $1.7 billion of bond debt, implemented Sarbanes-Oxley compliance requirements, and managed at least 12 internal audits annually.

As Vice President of Business Development, Mr. Smith brings nearly 40 years of experience in the oil and gas industry. The predominant part of Mr. Smith’s career was spent at Oryx Energy Company where he served in senior management in the company’s domestic and international businesses. His areas of responsibility included land management, negotiations, and government relations. After Oryx was acquired by Kerr-McGee, Mr. Smith worked as a consultant, performing international strategic contract negotiation and business development, and eventually developed a relationship with CDX Gas, LLC. At CDX, Mr. Smith served as Vice President of Land and Contract Administration. Mr. Smith left CDX in 2006, shortly after the company was sold. At that time, Mr. Smith joined Mr. McDevitt at Acadian Energy, LLC as its Chief Operating Officer.

Management Departures

Effective immediately, Mr. Ronald E. Huff has resigned from his roles as President, Chief Financial Officer, and Director of Aurora Oil & Gas Corporation.

Mr. Deneau remarked, “Ron stepped into a challenging role during a critical moment in the Company’s history. We appreciate the stability that his leadership brought to the organization and wish him well in his future endeavors.”

Also, effective January 31, 2008, Mr. John V. Miller has resigned from his role as Vice President of Business Development to lead a privately held oil and gas exploration company.

Mr. Deneau commented, “John Miller is one of the co-founders of Aurora and will always be a great personal friend and supporter of the Company. I am delighted to see him have the opportunity to do what he loves and build a new enterprise with his sons. We wish him the very best in his new adventure.”

About Aurora Oil & Gas Corporation

Aurora Oil & Gas Corporation is an independent energy company focused on unconventional natural gas exploration, acquisition, development and production with its operations based in the Michigan Antrim Shale, Indiana New Albany Shale and Oklahoma Woodford Shale.

Cautionary Note on Forward-Looking Statements

Statements regarding future events, occurrences, circumstances, activities, performance, outcomes and results, including changes in strategy or business structure, anticipated capital expenditures, the availability of capital, and plans for future growth through drilling and production are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Although we believe that the forward-looking statements described are based on reasonable assumptions, we can give no assurance that they will prove accurate. Important factors that could cause our actual results to differ materially from those included in the forward-looking statements include the timing and extent of changes in commodity prices for oil and gas, interest rates, drilling and operating risks, the availability of drilling rigs, changes in laws or government regulations, unforeseen engineering and mechanical or technological difficulties in drilling the wells, operating hazards, weather-related delays, the loss of existing credit facilities, availability of capital, and other risks more fully described in our filings with the Securities and Exchange Commission. All forward-looking statements contained in this release, including any forecasts and estimates, are based on management’s outlook only as of the date of this release and we undertake no obligation to update or revise these forward-looking statements, whether as a result of subsequent developments or otherwise.
 

 
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Contact:
Aurora Oil & Gas Corporation
Jeffrey W. Deneau, Investor Relations
(231) 941-0073
www.auroraogc.com

____________________________
Source: Aurora Oil & Gas Corporation
 

 
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