UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
AUGUST 20, 2009
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Date of Report (Date of earliest event reported)
AMERICAN EXPLORATION CORP.
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(Exact name of registrant as specified in its charter)
NEVADA 333-141060 98-0518266
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
407 - 2ND STREET SW
SUITE 700
CALGARY, ALBERTA, CANADA T2P 2Y3
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(Address of principal executive offices) (Zip Code)
(403) 233-8484
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Registrant's telephone number, including area code
N/A
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ] 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))
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SECTION 1. REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Effective on November 3, 2008, the Board of Directors (the "Board") of American
Exploration Corp., a Nevada corporation (the "Company"), authorized the
execution of an option agreement (the "Option Agreement") with Westrock Land
Corp, a private Texas corporation ("Westrock"). In accordance with the terms and
provisions of the Option Agreement: (i) Westrock owned all right, title and
interest in and to approximately 5,000 net acres in oil and gas leases (the
"Leases"), located in the onshore region of the Gulf Coast of the United States;
(ii) Westrock disclosed to the Company that a well must be spudded (commencement
of drilling) no later than May 31, 2009; (iii) the Company desired to acquire a
75% net revenue interest in the Leases at $625.00 per net acre for a total
purchase price of approximately $3,125,000; and (iv) the Company had until
November 17, 2008 to complete its due diligence (the "Option Period").
Effective on January 8, 2009, the Company entered into an amendment to the
Option Agreement (the "Amended Option Agreement") with Westrock. Pursuant to the
Amended Option Agreement, Westrock granted to the Company until February 2, 2009
to complete its due diligence.
Effective on April 29th, 2009, the Company entered into a further amendment to
the Option Agreement ("the"Second Amended Option Agreement") with Westrock.
Pursuant to the Second Amended Option Agreement: (i) Westrock granted to the
Company until May 15, 2009 to complete its due diligence; (ii) the Company shall
have until October 1st, 2009 to spud a well; and (iii) the effective date of the
conveyance of the revenue interest in the Leases to the Company shall be no
later than May 15, 2009.
Effective on August 19, 2009, the Company entered into a further amendment to
the Option Agreement (the "Third Amended Option Agreement") with Westrock.
Pursuant to the Third Amended Option Agreement: (i) the Company agrees to issue
an aggregate of 4,037,500 shares of its restricted common stock to Westrock as
satisfaction for an aggregate amount of $2,018,750 , which remains due and owing
from the aggregate purchase price of $3,125,000 (the "Purchase Price"); and (ii)
the Company agrees to drill and complete a minimum of at least one well on the
properties in the Haynesville geological zone no later than December 31, 2010.
As of the date of this Current Report, the Company has paid an aggregate of
$1,106,250 for the Purchase Price under the terms and provisions of the Option
Agreement. All other terms and provisions of the Option Agreement remain valid
and binding.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(A) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
Not applicable.
(B) PRO FORMA FINANCIAL INFORMATION.
Not applicable.
(C) SHELL COMPANY TRANSACTION.
Not applicable.
(D) EXHIBITS.
10.1 Option Purchase Agreement
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.
AMERICAN EXPLORATION CORP.
DATE: AUGUST 20, 2009. /s/ STEVEN HARDING
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NAME: STEVEN HARDING
TITLE: PRESIDENT/CHIEF EXECUTIVE OFFICER
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