US Energy Corp. Files 8-K for Material Definitive Agreement

TL;DR

US Energy Corp. signed a big deal, details to come.

AI Summary

On July 9, 2024, US Energy Corp. entered into a material definitive agreement, the details of which are not fully disclosed in this filing. The company, incorporated in Delaware with its principal executive offices in Houston, Texas, is involved in the crude petroleum and natural gas industry.

Why It Matters

This filing indicates a significant new agreement for US Energy Corp., which could impact its future operations and financial performance in the oil and gas sector.

Risk Assessment

Risk Level: medium — The filing is a standard 8-K for a material agreement, but the lack of specific details about the agreement introduces some uncertainty.

Key Players & Entities

• US ENERGY CORP. (company) — Registrant
• July 9, 2024 (date) — Date of Report
• 1616 S. Voss, Suite 725 , Houston , Texas 77057 (location) — Principal Executive Offices
• CRUDE PETROLEUM & NATURAL GAS (industry) — Standard Industrial Classification

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock , $0.01 par value USEG NASDAQ Stock Market
• $6 m — e of April 1, 2024, a purchase price of $6 million, subject to certain customary tru
• $600,000 — a deposit of 10% of the purchase price ($600,000)(the " Deposit "). If the closing occu

Filing Documents

• useg20240708_8k.htm (8-K) — 52KB
• ex_696394.htm (EX-99.1) — 31KB
• pic1.jpg (GRAPHIC) — 6KB
• pic2.jpg (GRAPHIC) — 3KB
• 0001437749-24-022413.txt ( ) — 241KB
• useg-20240709.xsd (EX-101.SCH) — 3KB
• useg-20240709_def.xml (EX-101.DEF) — 11KB
• useg-20240709_lab.xml (EX-101.LAB) — 15KB
• useg-20240709_pre.xml (EX-101.PRE) — 11KB
• useg20240708_8k_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On July 9, 2024, New Horizon Resources LLC, a wholly-owned subsidiary of U.S. Energy Corp. (the " Company ", " we " and " us "), entered into a Purchase and Sale Agreement (the " Purchase Agreement ") with Warwick-Artemis, LLC (" Warwick-Artemis "). Pursuant to the Purchase Agreement, we agreed to sell oil and gas producing properties, including all oil and gas leases, wells and facilities, associated therewith located in Karnes County, Texas (the " Property "). The Purchase Agreement includes an effective date of April 1, 2024, a purchase price of $6 million, subject to certain customary true-up rights for post-closing true ups for operating costs, taxes, and revenues prior to the effective date, and required Warwick-Artemis to pay us a deposit of 10% of the purchase price ($600,000)(the " Deposit "). If the closing occurs, the Deposit is to be applied towards the adjusted purchase price. The Company may terminate the Purchase Agreement if (i) Warwick-Artemis is in breach of any of its covenants, representations, and warranties contained therein and such breach would have a material adverse effect; or (ii) if the closing does not occur as provided in the Purchase Agreement, assuming that failure to close by such date is not the fault of the Company and the Company stands, ready, willing, and able to close, and if the Company is not then in breach of its representations and warranties contained therein, then the Company may retain the Deposit as liquidated damages in lieu of all other damages and as the Company's sole remedy in such event, and neither party shall have any further obligation to the other party. Warwick-Artemis may terminate the Purchase Agreement if (i) the Company is in breach of any of its covenants, representations, and warranties contained therein and such breach would have a material adverse effect; or (ii) if the closing does not occur as provided in the Purchase Agreement, assuming that

01 Other Events

Item 8.01 Other Events. As previously disclosed in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on July 1, 2024 (the " July 1 st Form 8-K "), management plans to hold a conference call on Wednesday, July 10, 2024, at 10:00 a.m. ET/9:00 a.m. CT to discuss the completion of a recent acquisition and the entry into a letter of intent (each as discussed in greater detail in the July 1 st Form 8-K) and to conduct a question-and-answer session in connection therewith. On July 9, 2024, the Company filed a press release disclosing the entry into the Purchase Agreement, and certain other matters, a copy of which is attached hereto as Exhibit 99.2 , which is incorporated by reference into this Item 8.01 in its entirety. Additionally, because of the effects from Hurricane Beryl, the Company announced it rescheduled its previously announced conference call from Wednesday, July 10, 2024, to Wednesday, July 17, 2024, at 10:00 a.m. ET/9:00 a.m. CT.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits . Exhibit No. Description 10.1** # Purchase and Sale Agreement by and between New Horizon Resources LLC, as seller, and Warwick-Artemis, LLC, as buyer, dated July 9, 2024 99.1* Press Release dated July 9, 2024 104 Inline XBRL for the cover page of this Current Report on Form 8-K * Filed herewith. ** To be filed as an amendment to this Current Report Form 8-K. # Certain schedules and exhibits have been omitted pursuant to Item 601(b)(5) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished supplementally to the Securities and Exchange Commission upon request; provided, however, that U.S. Energy Corp. may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any schedule or exhibit so furnished.

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS Certain of the matters discussed in this communication and in Exhibits 99.1 and 99.2 included herewith, which are not statements of historical fact constitute forward-looking statements that involve a number of risks and uncertainties and are made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Words such as " strategy, " " expects, " " continues, " " plans, " " anticipates, " " believes, " " would, " " will, " " estimates, " " intends, " " projects, " " goals, " " targets " and other words of similar meaning are intended to identify forward-looking statements but are not the exclusive means of identifying these statements. Important factors that may cause actual results and outcomes to differ materially from those contained in such forward-looking statements include, without limitation: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the agreement relating to the Purchase Agreement and/or negotiations and any subsequent definitive agreements with respect to the proposed Synergy Offshore, LLC (" Synergy ") acquisition, and the possibility that the terms and conditions set forth in any definitive agreements with respect to the proposed acquisition may differ materially from the terms and conditions set forth in a prior letter of intent entered into with Synergy (the " LOI "); (2) the outcome of any legal proceedings that may be instituted against the parties following the announcement of the proposed Synergy acquisition and any definitive agreements with respect thereto; (3) the inability to complete the proposed transactions, including due to failure to obtain approval of the stockholders of the Company; (4) the receipt of an unsolicited offer from another party for an alternative business transaction that could interfere with the proposed transaction; (5) the risk that the proposed transactions disrupt current plans and operations

SIGNATURES

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. U.S. ENERGY CORP. By: /s/ Ryan Smith Ryan Smith Chief Executive Officer Dated: July 9, 2024

View Full Filing

View this 8-K filing on SEC EDGAR