Filed Pursuant to Rule 424(b)(3)
Registration No. 333-265883
Prospectus Supplement
(to Prospectus dated August 12, 2022)
Permex Petroleum Corporation
Up to 98,970,113 Shares of Common Stock
This prospectus supplement supplements the prospectus, dated August 12, 2022 (the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-265883). This prospectus supplement is being filed to update, amend and supplement the information included in the Prospectus with the information contained in our current report on Form 8-K, filed with the Securities and Exchange Commission (the “Commission”) on April 28, 2023 (the “Current Report”). Accordingly, we have attached the Current Report to this prospectus supplement.
The Prospectus and this prospectus supplement relates to the sale of up to 98,970,113 shares of our common stock including 51,841,488 shares of our common stock issuable upon exercise of outstanding warrants which may be resold from time to time by the selling shareholders identified in the Prospectus. We are not selling any common stock under the Prospectus and this prospectus supplement and will not receive any of the proceeds from the sale or other disposition of shares by the selling shareholders.
This prospectus supplement should be read in conjunction with the Prospectus. This prospectus supplement updates, amends and supplements the information included or incorporated by reference in the Prospectus. If there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement.
Our common stock is listed for quotation on the OTCQB quotation system under the symbol “OILCF.” The last bid price of our common stock on April 28, 2023 was $3.02 per share.
Investing in our common stock involves a high degree of risk. You should review carefully the risks and uncertainties described under the heading “Risk Factors” of the Prospectus, and under similar headings in any amendment or supplements to the Prospectus.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of the Prospectus or this prospectus supplement. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is May 1, 2023.
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): April 24, 2023
Permex Petroleum Corporation
(Exact Name of Registrant as Specified in Its Charter)
British Columbia, Canada
(State or Other Jurisdiction of Incorporation)
| 001-41558 | 98-1384682 | |
(Commission File Number) | (IRS Employer Identification No.) | |
2911 Turtle Creek Blvd., Suite 925 Dallas, Texas 75219 | 75219 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(469) 804-1306
(Registrant’s Telephone Number, Including Area Code)
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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
None
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On April 24, 2023, Greg Montgomery informed the Board of Directors (the “Board”) of Permex Petroleum Corporation (the “Company”) that he was revoking his consent pursuant to Section 123(3)(a) of the Business Corporations Act (British Columbia) to stand for re-election and act as a director of the Company at the annual general meeting of the Company’s shareholders held on April 24, 2023 (the “Annual Meeting”) and that he was resigning as a director of the Company effective immediately. Mr. Montgomery’s resignation was not the result of any disagreement between Mr. Montgomery and the Company, its management, the Board or any committee of the Board, or with respect to any matter relating to the Company’s operations, policies or practices. As there are no disagreements as contemplated by Item 5.02(a) of Form 8-K, the Company is disclosing this information pursuant to Item 5.02(b) of Form 8-K.
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
At the Annual Meeting held on April 24, 2023, the Company’s shareholders were requested to: 1) fix the number of directors to be elected at the Annual Meeting at eight (8), 2) elect eight directors to serve for a one-year term on the Board to expire at the 2024 annual meeting of shareholders; 3) appoint Marcum LLP as the Company’s auditor for the ensuring fiscal year and authorize the directors of the Company to fix the remuneration of the auditor; and 4) approve the Company’s Stock Option Plan. A total of 257,991 shares of the Company’s common stock were represented in person or by proxy at the Annual Meeting, which represented 13.349% of the total shares of the Company’s common stock outstanding.
The results of the voting on the matters submitted to the Company’s shareholders are as follows:
Proposal 1
The proposal to fix the number of directors to be elected at the Annual Meeting at eight (8) was approved based on the following votes:
| For | Against | Abstentions | Broker Non-Votes | |||||||||||
| 256,304 | 20 | - | - | |||||||||||
Proposal 2
The shareholders elected the following seven directors (as discussed above, Greg Montgomery revoked his consent to serve on the Board), to hold office until the 2024 annual meeting of shareholders or until their successors are duly elected and qualified, based on the following votes:
| Director | For | Withheld | Broker Non-Votes | |||||||||
| Mehran Ehsan | 255,804 | 520 | - | |||||||||
| Scott Kelly | 256,304 | 20 | - | |||||||||
| Barry Whelan | 256,304 | 20 | - | |||||||||
| Melissa Folz | 256,304 | 20 | - | |||||||||
| Douglas Charles Urch | 256,304 | 20 | - | |||||||||
| James Perry Bryan | 256,304 | 20 | - | |||||||||
| John James Lendrum | 256,304 | 20 | - | |||||||||
Proposal 3
The proposal to appoint Marcum LLP as the Company’s independent registered public accounting firm for the year ending September 30, 2023, and to authorize the directors of the Company to fix the remuneration paid to Marcum LLP was approved based on the following votes:
| For | Against | Abstentions | ||||||||
| 256,324 | 0 | - | ||||||||
Proposal 4
The proposal to approve the Company’s Stock Option Plan was approved based on the following votes:
| For | Against | Abstentions | Broker Non-Votes | |||||||||||
| 256,324 | 20 | - | - | |||||||||||
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.
| Permex Petroleum Corporation | ||
| April 28, 2023 | By: | /s/ Mehran Ehsan |
| Mehran Ehsan | ||
| Chief Executive Officer | ||
