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): July 8, 2004
CHEETAH OIL & GAS LTD.
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(Formerly Bio-American Capital Corporation)
(Exact name of registrant as specified in its charter)
Nevada
________________________
(State of Incorporation)
000-26907
________________________
(Commission File Number)
93-1118938
_______________________________________
(I.R.S. Employer Identification Number)
498 Ellis Street, 2nd Floor
Penticton, British Columbia V2A 4M2 Canada
____________________________________________________________
(Address of principal executive offices, including zip code)
(250)497-6072
____________________________________________________
(Registrant's telephone Number, including area code)
INFORMATION TO BE INCLUDED IN THE REPORT
Items 1, 3, 4, 5, 6, 8, 9, 10, 11 and 12 are not applicable and are omitted from
this report.
Item 2. Acquisition or Disposition of Assets
On June 24, 2004, Cheetah Oil & Gas Ltd.'s (the "Company") wholly owned
subsidiary Cheetah Oil & Gas Ltd. (B.C.) entered into an acquisition agreement
with the controlling shareholders of Scotia Petroleum Inc. ("Scotia") to acquire
31,018,829 Scotia common shares or an 84% controlling interest (of a total of
37,018,829 Scotia shares issued and outstanding). As consideration, Cheetah Oil
& Gas Ltd. has paid the sum of $400,000 Canadian dollars to the selling Scotia
shareholders. Cheetah Oil & Gas Ltd. (B.C.) has also acquired an option to
purchase an additional 14%, or 5,000,000 shares, of the issued shares of Scotia
for a period of two years for $1,000,000.
Scotia has become a majority controlled subsidiary of the Company. The principal
assets of Scotia are two Petroleum Prospecting Licenses (PPL) - PPL #245 and PPL
#246 - issued by the Minister of Petroleum Energy for Papua New Guinea. The
licenses require Scotia to engage in exploratory and developmental activities by
certain dates, including obtaining seismic data, drilling an exploratory well,
drilling an appraisal well and conducting related activities. Scotia will be
required to expend certain minimum amounts in respect of the licenses. The
initial term of the licenses is six years.
PPL-245 covers a total of 2,501,750 acres and is located along the Northern
coast of Papua New Guinea, adjacent to Cheetah's existing PPL-249. It straddles
both the East and West Sepik sub-basins. Preliminary evaluation indicates both
oil and gas seeps in parts of PPL-245; and potential for Miocene carbonate and
Pliocene basin floor fans plays. No source rocks have been intersected in the
Sepik Basin wells, however the occurrence of seeps and shows confirm a potential
Tertiary source bed. Theorized reef prospects similar to those in the Salawati
Basin will be explored and targeted. PPL-245 was originally issued on October
15, 2003 and will remain valid until October 15, 2009 subject to minimum work
expenditures and accomplishments being made. Maximum forecast expenditures to
retain this license in good standing for the 6 year period will be $ 18,900,000.
PPL-246 covers 540,378 acres located in the south-central region of Papua New
Guinea, located south of Cheetah's existing PPL-250. The property is within the
Papuan Basin. The western part of PPL-246 is rated to be prospective with
potential for similar proven Mesozoic petroleum systems as in the current oil
fields of Kutubu, Gobe, and Moran; as well as the Barikewa and Iehi gas
discoveries. Potential reservoir rocks include Late Jurassic to Early Cretaceous
deltaic to shallow marine sandstones. There is potential for gas accumulations
in the western part of PPL-246 with additional potential for hydrocarbon
accumulation in the foot-wall traps. PPL-246 was originally issued on October
15, 2003 and will remain valid until October 15, 2009 subject to minimum work
expenditures and accomplishments being made. Maximum forecast expenditures to
retain this license in good standing for the 6 year period will be $19,900,000.
To maintain these assets, the Company or Scotia will have to raise significant
capital. Neither the Company nor Scotia has any arrangements for the required
capital at this time. The failure to raise the required capital at the times
specified in the licenses and the inability to modify the agreements or extend
the time periods could result in termination of the licenses and the loss of any
benefit to the Company or Scotia.
Item 7. Financial Statements and Exhibits
Financial statements for Scotia Petroleum Inc. will be filed by amendment to
this Form 8K within 60 days of the date of this Form 8K.
Exhibit Number Description
2.1 Sample form of agreement for acquisition of Scotia
Petroleum Inc.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CHEETAH OIL & GAS LTD.
(formerly Bio-American Capital Corporation)
Per: /s/Ted Kozub
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Ted Kozub, President
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