UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 2)
(Amendment No. 2)
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 12, 2017
Fortem Resources Inc.
(Exact name of registrant as specified in its charter)
| Nevada | 000-52645 | 20-4119257 | ||||
| (State or other jurisdiction | (Commission | (IRS Employer | ||||
| of incorporation) | File Number) | Identification No.) |
777 N. Rainbow Blvd., Suite 250, Las Vegas, Nevada 89107
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code 403.241.8912
Not Applicable
(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-4(c))
Explanatory Note
On April 17, 2017, we filed a Current Report on Form 8-K to disclose the acquisition of all of the outstanding membership interest of Black Dragon, LLC (“Black Dragon”) on April 12, 2017. Black Dragon’s sole asset consists of the rights and obligations arising from a Purchase and Sale Agreement dated effective March 1, 2017 between WEM Dragon, LLC and Black Dragon.
This Amendment No. 2 on Form 8-K/A is being filed to file unaudited pro forma financial statements of Fortem Resources Inc. at February 28, 2017 giving effect to the acquisition of Colony Energy, LLC as Exhibit 99.3 (which is incorporated by reference from our current report on Form 8-K/A filed on June 23, 2017).
| Item 9.01 | Financial Statements and Exhibits. |
(a) | Financial Statements of Businesses Acquired. |
The audited financial statements of Black Dragon at April 11, 2017 and for the period ended April 11, 2017 are filed hereto as Exhibit 99.1. | |
| (b) | Pro Forma Financial Information. |
The unaudited pro forma financial statements of Fortem Resources Inc. at February 28, 2017 giving effect to the acquisition of Black Dragon and Colony Energy, LLC are filed hereto as Exhibit 99.2. The unaudited pro forma financial statements of Fortem Resources Inc. at February 28, 2017 giving effect to the acquisition of Colony Energy, LLC are filed hereto as Exhibit 99.3. | |
| (d) | Exhibits. |
| 99.1 | Audited financial statements of Black Dragon at April 11, 2017 and for the period ended April 11, 2017 (incorporated by reference from our current report on Form 8-K/A filed on June 28, 2017) |
| 99.2 | Unaudited pro forma financial statements of Fortem Resources Inc. at February 28, 2017 giving effect to the acquisition of Black Dragon and Colony Energy, LLC (incorporated by reference from our current report on Form 8-K/A filed on June 28, 2017) |
| 99.3 | Unaudited pro forma financial statements of Fortem Resources Inc. at February 28, 2017 giving effect to the acquisition of Colony Energy, LLC (incorporated by reference from our current report on Form 8-K/A filed on June 23, 2017) |
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.
FORTEM RESOURCES INC.
By:
/s/ Michael Caetano
Michael Caetano
Chief Executive Officer
Date: June 30, 2017