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) - August 1, 2008 (July 28, 2008)
MAR KED MINERAL EXPLORATION, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 0-52522 | 98-0550352 |
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | file number) | Identification No.) |
11005 Anderson Mill Road, Austin, Texas 78750
(Address of principal executive offices) (Zip Code)
(512) 944-9115
Registrant’s telephone number
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 1.01: ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On July 28, 2008, Mar Ked Mineral Exploration, Inc. (the “Company”) entered into a stock purchase agreement with the shareholders of North American Energy Exploration, Inc. (“NAEE”). The Company acquired 100% of the issued and outstanding common stock of NAEE by delivering 21,000,000 restricted shares of its common stock to the shareholders of NAEE.
NAEE is an oil and gas exploration company that is currently focused on obtaining and developing leases in Northern Oklahoma and Southern Kansas. NAEE’s focus is the development of coal bed methane wells whose geological structures for development range from 650 feet to 1,500 feet in depth.
ITEM 2.01: COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
See Item 1.01.
ITEM 3.02: UNREGISTERED SALES OF EQUITY SECURITIES
See Item 1.01.
ITEM 5.01: CHANGES IN CONTROL OF REGISTRANT
See Item 1.01.
Prior to the acquisition of NAEE, the Company had 16,350,000 shares of its common stock outstanding. After the acquisition of NAEE and the retirement of 7,500,000 shares owned by the previous Chief Executive Officer, the Company had 29,850,000 shares of its common stock outstanding, which resulted in the former shareholders of NAEE owning 70.4% of the common stock after the acquisition.
There are no arrangements or understandings among the members of both the former and new control groups and their associates with respect to election of directors or other matters.
ITEM 9.01: FINANCIAL STATEMENTS AND EXHIBITS
| (a) | Financial Statements of Business Acquired - No financial statements are filed herewith. The Registrant shall file any required financial statements by amendment hereto not later than 71 days after the date that the acquisition is consummated and the related initial report on Form 8-K must be filed. |
| (b) | Pro Forma Financial Information - Required pro forma financial information will be filed by amendment hereto not later than 71 days after the date that the acquisition is consummated and the related initial report on Form 8-K must be filed. |
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| (c) | Exhibits - |
| 10.1 | Stock Purchase Agreement dated July 28, 2008, by and among Mar Ked Mineral Exploration, Inc. (“Buyer”) and Joel C. Holt, Agent and Double Eagle Holdings, Ltd. (“Seller”), being the sole shareholders of North American Exploration, Inc. The Registrant has not filed the exhibits to the Stock Purchase Agreement on the basis that these are not material for the purpose of this filing; however, Registrant agrees to furnish such documents to the Securities and Exchange Commission upon request. |
| 99.1 | Mar Ked Mineral Exploration, Inc. press release on July 29, 2008. |
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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.
| MAR KED MIDERAL EXPLORATION, INC. | ||
| | | |
| By: /s/ Ross E. Silvey | ||
Ross E. Silvey, Chief Executive Officer | ||
Date: August 1, 2008
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