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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 (Date of earliest event reported): May 1, 2006
UNIVERSAL PROPERTY DEVELOPMENT AND ACQUISITION CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Nevada 000-25416 20-3014499
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(State of Incorporation) (Commission File No.) (I.R.S. Employer
Identification Number)
14255 U.S. Highway 1, Suite 209
Juno Beach, Florida 33408
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(Address of Principal Executive Offices)
(561) 630-2977
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(Registrant's Telephone Number, including area code)
14255 U.S. Highway 1, Suite 2180
Juno Beach, Florida 33408
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(Former Name or Former Address, if Changed Since Last Report)
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Item 2.01 Completion of Acquisition or Disposition of Assets.
On April 6, 2006, Canyon Creek Oil & Gas, Inc. ("CCOG"), a Nevada corporation
and a sixty-five percent (65%) owned joint venture subsidiary of Universal
Property Development and Acquisition Corporation (the "Registrant"), and Avalon
Oil and Gas, Inc. ("Avalon") entered into a Letter of Intent (the "LOI")
pursuant to which Avalon agreed to acquire fifty percent (50%) of CCOG's working
interest in the oil and gas leaseholds of CCOG described on Exhibit "A" to the
LOI (the "Leaseholds"), for an aggregate purchase price of $75,000.00 in cash
and 7,500,000 shares of Avalon's common stock. The LOI was intended to indicate
Avalon's intention to proceed with a due diligence investigation of the
Leaseholds and to negotiate with CCOG in good faith the complete final terms and
conditions of a definitive asset purchase agreement. However, Avalon has
subsequently completed its due diligence review of the Leaseholds to its
satisfaction. As a result, the parties have effectively agreed to close the
transaction under the terms of the LOI, and are proceeding to draft an operating
agreement, pursuant to which CCOG will manage the Leaseholds.
In furtherance of the completion of the transaction outlined in the LOI, on
April 24, 2006, Avalon issued and delivered 7,500,000 shares of its common stock
to CCOG. On the date of issuance, the closing price of Avalon's common stock
exceeded $0.16 per share, giving the 7,500,000 shares issued to CCOG an
aggregate market value of more than $1,200,000.00.
Furthermore, on April 27, 2006, CCOG received the $75,000.00 cash portion of the
purchase price from Avalon. As a result, the total value received by CCOG in
connection with the sale of fifty percent (50%) of its working interest in the
Leaseholds was nearly $1,300,000.00.
On May 1, 2006, CCOG transferred and assigned to Avalon fifty percent (50%) of
CCOG's working interest in the Leaseholds which it had originally purchased for
the total sum of $94,000.00.
The foregoing description of the LOI and the transactions contemplated thereby
is a summary of terms, is not intended to be complete and is qualified in its
entirety by the complete text of that document, including the exhibits thereto,
a copy of which is attached as Exhibit 10.1 to this Report. The reader is
advised to reference Exhibit 10.1 for the complete terms of the LOI, and for the
full description of the Leaseholds contained in the Exhibit A thereto.
Item 5.02 Departure of Directors or Principal Officers.
Effective on or about March 24, 2006, Mr. Donald Orr resigned from all of his
positions as an officer and a member of the Board of Directors of CCOG.
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Section 9. Financial Statement and Exhibits.
(c) Exhibits.
The following Exhibits are hereby filed as part of this Current Report on Form
8-K:
Exhibit Description
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10.1 Letter of Intent by and between Canyon Creek Oil & Gas, Inc. and Avalon
Oil and Gas, Inc. dated April 6, 2006, and the exhibits thereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Universal Property Development and Acquisition Corporation has duly caused this
report to be signed on its behalf by the undersigned hereunto duly authorized.
UNIVERSAL PROPERTY DEVELOPMENT
AND ACQUISITION CORPORATION
By: /s/ Kamal Abdallah
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Kamal Abdallah
President and Principal Executive Officer
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EXHIBIT INDEX
The following Exhibits are filed herewith:
Exhibit Description
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10.1 Letter of Intent by and between Canyon Creek Oil & Gas, Inc. and Avalon
Oil and Gas, Inc. dated April 6, 2006, and the exhibits thereto.