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: March 22, 2006
Gulf United Energy, Inc.
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(Exact name of registrant as specified in its charter)
Nevada 333-121571 Pending
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(State or other Commission IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
203 Bannerman Street North, Box 219, Porcupine, Ontario P0N 1C0
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(Address of principal executive offices) (Postal Code)
Registrant's telephone number, including area code: (807) 826-2610
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(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.
[_] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR240.14d-2(b))
[_] Soliciting material pursuant to Rule 14a-12 under Exchange Act
(17 CFR240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR240.13e-4(c))
Section 1 - Registrant's Business and Operations
Item 1.01 Entry into a Material Definitive Agreement
On March 22, 2006, we entered into a letter of intent with Cia. Mexicana de Gas
Natural, S.A. de C.V. ("CMGN"), a private Mexican corporation, whereby we may
acquire an initial equity participation of 24% in a joint venture to design,
construct, operate and maintain an open access natural gas pipeline between
Valladoloid, Cancun and Punta Venado,as well as a liquidfied natural gas storage
and regasification facility. The pipeline system will cover the gas demands of
the productive and residential sectors in the region, as well as the power
generation plants in Valladolid, Cancun and Nizuc.
In order to earn our equity participation in the joint venture agreement, we
must pay CMGN $200,000 upon the execution of the letter of intent (paid) and an
additional $1,169,336.12 upon the execution of a formal joint venture agreement,
which shall occur within 60 days of the execution of the letter of intent, or
May 22, 2006. In addition, we must issue 300,000 shares of our restricted stock
to CMGN within 15 days following the execution of a joint venture agreement. We
are in the process of negotiating a finder's fee payable in connection with our
introduction to CMGN. Such finder's fee will only be payable if we execute a
joint venture agreement with CMGN.
In order to make the $200,000 that was due upon the execution of the letter of
intent with CMGN, James Askew and Edward Walker, two individuals who are at
arm's length to us, loaned these funds to us. The loan is unsecured, bears
interest at a rate of 10% per annum and is due on May 1, 2006. We may satisfy
the loan in its entirety by transferring our interest in the letter of intent to
Mssrs. Askew and Walker.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
A. Financial Statements - None
B. Exhibits - 10.1 Letter of Intent
- 10.2 Loan 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 thereunto duly authorized.
Date: April 4, 2006 Gulf United Energy, Inc.
By: /s/ Bruno Fruscalzo
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Bruno Fruscalzo, Director