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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: February 20, 1997
QUEEN SAND RESOURCES, INC.
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(Exact name of registrant as specified in charter)
Delaware 0-21179 75-2615565
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Jurisdiction of Commission File I.R.S. Employer
Incorporation Number Identification
Number
3500 Oak Lawn, Suite 380, LB #31, Dallas, TX 75219-4398
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(Address of principal executive offices)
Registrant's telephone number: (214) 521-9959
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On February 5, 1997 the Company, through Corrida Resources, Inc., a Nevada
corporation and a wholly owned subsidiary of Queen Sand Resources, Inc.
(Nevada), acquired from a group of associated companies and family members
related to Mr. David Robertson of Tickfaw, Louisiana and Mr. Keith Robertson of
Baton Rouge, Louisiana 60 gross productive wells (48.4 net productive wells) and
two developmental properties located in Mississippi, Louisiana and Texas (the
"core properties purchase"). The acquisition comprises 6,569 gross acres (5,779
net).
LOUISIANA
ABBEVILLE FIELD, VERMILION PARISH
The Company has a 1.3% net revenue interest in a single well producing
317 bbls (net) of oil per month from a depth of 12,500 feet in the Duhon
formation.
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RAMOS FIELD, ST. MARY PARISH
The Company has a 68.007% net revenue interest in two wells, one of
which is producing at a rate of 364 bbls. (net) of oil per month from a depth of
14,200 feet in the Canerina formation.
WAX LAKE FIELD, ST. MARY PARISH
The Company has net revenue interests of approximately 18.05% and .05%,
respectively, in two wells producing 44 bbls (net) and 3538 mcf (net) of gas per
month from a depth of 14,800 feet in the Rob Sand formation.
MISSISSIPPI
BARBER CREEK FIELD, SCOTT COUNTY
The Company has 75% net revenue interests in four wells producing 2313
bbls (net) of oil per month from a depth of 13,000 feet in the Smackover
formation.
BARBER CREEK EAST, SCOTT COUNTY
The Company has a 75% net revenue interest in one well that is not
currently in production.
EAST FORK FIELD, AMITE COUNTY
The Company has a 75% net revenue interest in one well that is
producing 719 bbls (net) of oil per month from a depth of 11,000 feet in the
Lower Tuscaloosa formation.
SW EAST FORK FIELD, AMITE COUNTY
The Company has net revenue interests ranging from 38.2% to 69.2% in
nine wells of which two are producing a total of 494 bbls (net) of oil per
month. A waterflood has been planned based on engineering reports which estimate
that 500,000 bbls of oil can be recovered for a $300,000 capital investment.
GILLSBURG FIELD, AMITE COUNTY
The Company has net revenue interests of 4.65% and 3.04% respectively
in two wells not currently in production.
EAST NANCY FIELD, CLARKE COUNTY
The Company has net revenue interests ranging from 37.2% to 76.33% in
seven wells producing from depths between 13,500 and 14,500 in the Smackover and
Norphlet formations. The field offers several recompletion and development
drilling opportunities.
STAFFORD SPRINGS FIELD, JASPER COUNTY
The Company has net revenue interests of approximately .0314%, 2.78%
and 77.258% respectively in three wells. One well is currently producing 281
bbls (net) of oil per month from a depth of 13,500 in the Smackover formation.
TALLAHALA CREEK FIELD, SMITH COUNTY
The Company has a net revenue interest of 4.3% in one well producing 24
bbls (net) of oil per month from a depth of 12,000 in the Sligo formation.
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TEXAS
LONGWOOD FIELD, HARRISON COUNTY
The Company has net revenue interests ranging from 75% to 83.6% in
seven wells producing 371 bbls (net) of oil per month from a depth of 2,500 in
the Goodland Lime formation. Additional drilling locations have been located in
the Goodland Lime formation at 2,500 feet.
WASKOM FIELD, HARRISON COUNTY
The Company has an 80% net revenue interest in each of twelve wells
producing 26,849 mcf (net) of gas per month from a depth of 1,900 feet in the
Blossom formation.
The purchase price consisted of cash of $1,900,000, four notes payable
totaling $2,400,000, secured by a lien on the properties, and 659,000 shares of
restricted common stock. Two of these notes, totaling $400,00, bear no interest
and are due not earlier that June 5, 1997 and not later than August 4, 1997. The
remaining two notes are payable not later than February 4, 2000. Such notes bear
no interest for the first two years and 9% for the final year payable in stock
of the Company to be calculated at a value equivalent to 75% of the average
closing bid price of the Company's common stock over the 30 days preceding the
maturity date. These remaining two notes are repayable commencing on the first
anniversary of the notes and semi-annually thereafter, at the option of the
holder and on 60 days written notice, in the amount of $400,000. In the event
that the holder exercises his right to defer payment of the semi-annual
installment, he may, on 120 days written notice, demand payment of not more than
two such installments. Each such semi-annual payment shall be for not more than
one-sixth of the original amount.
These notes are convertible to shares of common stock of the Company,
at the option of the holder, on notice provided 15 days prior to maturity. The
conversion must be for an amount not less than that required to convert to not
less than 100,000 common shares, and at a value equivalent to 75% of the average
closing bid price of the Company's common stock over the 30 days preceding the
notice to convert.
ITEM 7 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS
Financial Statements
(a) It is impractical to provide the required financial statements of
the acquired properties at this time. The Company plans to file such information
by amendment within sixty days.
(b) It is impractical to provide the required pro forma financial
information at this time. The Company plans to file such information by
amendment within sixty days.
Exhibits
10.a Robertson Acquisition Agreements.
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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.
QUEEN SAND RESOURCES, INC.
By: /s/ Edward J. Munden
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Edward J. Munden,
President and Chief Executive Officer
Dated: February 20, 1997
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EXHIBIT INDEX
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Item No. Description
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10.a Robertson Acquisition Agreements.