Mga Batayang Estadistika
| CIK | 1140414 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Legend Oil and Gas, Ltd.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| May 11, 2017 |
Legend Oil and Gas TERMINATION OF REGISTRATION UNDER SECTION 12(G) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0167 Expires: March 31, 2018 Estimated average burden hours per response . . . . . 1.50 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF |
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| April 5, 2017 |
8-K 1 logl-8k040517.htm CURRENT REPORT 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 April 5, 2017 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Com |
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| April 4, 2017 |
Original Discount Senior Convertible Debenture Due March 1, 2018. EX-4.1 2 ex-41.htm ORIGINAL DISCOUNT SENIOR CONVERTIBLE DEBENTURE DUE MARCH 1, 2018. LEGEND OIL AND GAS 8-K EXHIBIT 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED |
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| April 4, 2017 |
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 April 3, 2017 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS Em |
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| April 4, 2017 |
Securities Purchase Agreement dated April 3, 2017. LEGEND OIL AND GAS 8-K EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of April 3, 2017, between Legend Oil and Gas, Ltd., a Colorado corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subject to |
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| April 4, 2017 |
EX-99.1 2 v463491ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that this Statement on Schedule 13D with respect to the beneficial ownership of shares of Common Stock of Legend Oil and Gas, Ltd., Inc. is filed jointly, on behalf of each of them. Dated: April 3, 2017 Hillair Capital Investments L.P. By: /s/ Sean M. McAvoy Name: Sean M. McAvoy Title: Authori |
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| April 4, 2017 |
LOGL / Legend Oil and Gas, Ltd / Hillair Capital Investments LP - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Legend oil and gas, ltd. (Name of Issuer) Common Stock (Title of Class of Securities) 52490C101 (CUSIP Number) Sean M. McAvoy c/o Hillair Capital Management LLC 345 Lorton Ave, Suite 303 Burlingame, California 94010 United States of America Tel. No.: (415) 306-6945 (Name |
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| March 31, 2017 |
10-K 1 logl10k-123116.htm ANNUAL REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number |
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| March 31, 2017 |
Legend Oil and Gas, Ltd. 10-K Exhibit 21.1 SUBSIDIARIES Black Diamond Energy Holdings LLC Maxxon Logistics LLC Black Diamond Energy LLC BDE Tractor Leasing I, LLC BDE Tractor Leasing II, LLC BDE Trailer Leasing I, LLC BDE Trailer Leasing II, LLC BDE Trailer Leasing III, LLC BDE Trailer Leasing IV, LLC Treeline Diesel Center LLC |
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| March 28, 2017 |
Legend Oil and Gas DEFINITIVE INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14(c) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission only (as permitted by Rule 14c-5(d) (2)) ? Definitive Information Statement LEGEND OIL & GAS, LTD. (Name of Reg |
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| January 27, 2017 |
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 January 25, 2017 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS |
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| January 27, 2017 |
LOGL / Legend Oil and Gas, Ltd / Hillair Capital Investments LP - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Legend oil and gas, ltd. (Name of Issuer) Common Stock (Title of Class of Securities) 52490C101 (CUSIP Number) Sean M. McAvoy c/o Hillair Capital Management LLC 345 Lorton Ave, Suite 303 Burlingame, California 94010 United States of America Tel. No.: (415) 306-6945 (Name |
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| January 27, 2017 |
EX-99.1 2 v457742ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that this Statement on Schedule 13D with respect to the beneficial ownership of shares of Common Stock of Legend Oil and Gas, Ltd., Inc. is filed jointly, on behalf of each of them. Dated: January 26, 2017 Hillair Capital Investments L.P. By: /s/ Sean M. McAvoy Name: Sean M. McAvoy Title: Auth |
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| January 27, 2017 |
Original Discount Senior Convertible Debenture Due March 1, 2018. Legend Oil and Gas, Ltd. 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PU |
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| January 27, 2017 |
Securities Purchase Agreement dated January 25, 2017. Legend Oil and Gas, Ltd. 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of January 25, 2017, between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, su |
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| January 11, 2017 |
---------- JOINT FILING AGREEMENT EX-99.1 2 v456693ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that this Statement on Schedule 13D with respect to the beneficial ownership of shares of Common Stock of Legend Oil and Gas, Ltd., Inc. is filed jointly, on behalf of each of them. Dated: January 9, 2017 Hillair Capital Investments L.P. By: /s/ Sean M. McAvoy Name: Sean M. McAvoy Title: Aut |
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| January 11, 2017 |
LOGL / Legend Oil and Gas, Ltd / Hillair Capital Management Llc - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Legend oil and gas, ltd. (Name of Issuer) Common Stock (Title of Class of Securities) 52490C101 (CUSIP Number) Sean M. McAvoy c/o Hillair Capital Management LLC 345 Lorton Ave, Suite 303 Burlingame, California 94010 United States of America Tel. No.: (415) 306-6945 (Name |
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| January 5, 2017 |
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 January 1, 2017 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS |
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| January 5, 2017 |
Securities Purchase Agreement dated January 3, 2017. Legend Oil & Gas, Ltd. ? 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of January , 2017, between Legend Oil and Gas, Ltd., a Colorado corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subj |
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| January 5, 2017 |
Legend Oil and Gas, Ltd. ? 8-K Exhibit 3.1 UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS AND THE SOLE HOLDER OF SERIES B CONVERTIBLE PREFERRED STOCK OF LEGEND OIL AND GAS LTD. The undersigned, being all of the members of the Board of Directors (the ?Board?) and the sole holder of Series B Convertible Preferred Stock of Legend Oil and Gas Ltd, a Colorado corporation (the ?Corporation?), actin |
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| January 5, 2017 |
Original Discount Senior Convertible Debenture Due March 1, 2018. EX-4.1 3 ex4-1.htm ORIGINAL DISCOUNT SENIOR CONVERTIBLE DEBENTURE Legend Oil and Gas, Ltd. – 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECU |
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| December 21, 2016 |
8-K 1 logl-8k121616.htm CURRENT REPORT 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 December 16, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 |
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| December 21, 2016 |
Original Discount Senior Convertible Debenture Due March 1, 2018. Legend Oil and Gas, Ltd. 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PU |
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| December 21, 2016 |
Securities Purchase Agreement dated December 16, 2016. EX-10.1 3 ex10-1.htm SECURITIES PURCHASE AGREEMENT Legend Oil and Gas, Ltd. 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of December 16, 2016, between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchas |
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| December 2, 2016 |
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 November 29, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IR |
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| December 2, 2016 |
Securities Purchase Agreement dated November 29, 2016 Legend Oil and Gas, Ltd. - 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of November , 2016, between Legend Oil and Gas, Ltd., a Colorado corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, s |
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| December 2, 2016 |
Original Discount Senior Convertible Debenture Due March 1, 2018 Legend Oil and Gas, Ltd. - 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT |
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| December 1, 2016 |
8-K 1 logl-8k112516.htm CURRENT REPORT 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 November 25, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 |
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| November 10, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. |
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| November 2, 2016 |
Securities Purchase Agreement dated October 31, 2016 with Hillair. EX-10.2 5 ex10-2.htm SECURITIES PURCHASE AGREEMENT Legend Oil and Gas, Ltd. 8-K Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of October 31, 2016, between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchase |
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| November 2, 2016 |
Addendum to Securities Purchase Agreement dated September 30, 2016 with Lorton. Legend Oil and Gas, Ltd. 8-K Exhibit 10.1 ADDENDUM TO SECURITIES PURCHASE AGREEMENT This Addendum to Securities Purchase Agreement (this ?Addendum?) is dated as of October 27, 2016, between Legend Oil and Gas, Ltd., a Colorado corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Pu |
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| November 2, 2016 |
Original Issue Discount Senior Convertible Debenture Due March 1, 2018 to Hillair Legend Oil and Gas, Ltd. 8-K Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PU |
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| November 2, 2016 |
Senior Secured Debenture Due September 30, 2019 to Lorton. EX-4.1 2 ex4-1.htm SENIOR SECURED DEBENTURE Legend Oil and Gas, Ltd. 8-K Exhibit 4.1 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTI |
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| November 2, 2016 |
8-K 1 logl8k-102716.htm CURRENT REPORT 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 October 27, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 ( |
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| October 27, 2016 |
Legend Oil and Gas PRELIMINARY INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION INFORMATION STATEMENT PURSUANT TO SECTION 14(c) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission only (as permitted by Rule 14c-5(d) (2)) ? Definitive Information Statement LEGEND OIL & GAS, LTD. (Name of Reg |
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| October 6, 2016 |
EX-10.4 6 ex10-4.htm LETTER AGREEMENT Legend Oil & Gas, Ltd. 8-K Exhibit 10.4 October 1st, 2016 Legend Oil and Gas, Ltd. 555 North Point Center E. Suite 400 Alpharetta, GA 30022 Gentlemen: This letter agreement (the “Agreement”) amends the prior letter Agreement dated September 2015, and sets forth the understanding between Andrew Reckles (or his designee) and Legend Oil & Gas, Ltd. and its affili |
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| October 6, 2016 |
Legend Oil and Gas, Ltd. 8-K Exhibit 10.2 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of September 30, 2016 (this ?Agreement?), is by and among Legend Oil and Gas, Ltd., a Colorado corporation (the ?Company?), all of the Subsidiaries of the Company (such subsidiaries, the ?Guarantors? and together with the Company, the ?Debtors?) and the holders of the Company?s Senior Secured Debentures |
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| October 6, 2016 |
8-K 1 logl8k-093016.htm CURRENT REPORT 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 September 30, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 |
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| October 6, 2016 |
Legend Oil and Gas, Ltd. - 8-K EX-10.1 3 ex10-1.htm SECURITIES PURCHASE AGREEMENT Legend Oil and Gas, Ltd. - 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of September 30, 2016, between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purc |
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| October 6, 2016 |
Legend Oil and Gas, Ltd. - 8-K EX-10.3 5 ex10-3.htm SUBSIDIARY GUARANTEE Legend Oil and Gas, Ltd. - 8-K Exhibit 10.3 SUBSIDIARY GUARANTEE SUBSIDIARY GUARANTEE, dated as of September 30, 2016 (this “Guarantee”), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the purchasers signatory (together with their permitted assigns, th |
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| October 6, 2016 |
Senior Secured Debenture Due September 30, 2019. EX-4.1 2 ex4-1.htm SENIOR SECURED DEBENTURE Legend Oil and Gas, Ltd. 8-K Exhibit 4.1 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTI |
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| August 23, 2016 |
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 August 22, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS |
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| August 23, 2016 |
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 August 22, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS |
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| August 23, 2016 |
Securities Purchase Agreement dated August 21, 2016. Legend Oil and Gas, Ltd. 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of August 21, 2016, between Legend Oil and Gas, Ltd., a Colorado corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, sub |
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| August 23, 2016 |
Securities Purchase Agreement dated August 21, 2016. Legend Oil and Gas, Ltd. 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of August 21, 2016, between Legend Oil and Gas, Ltd., a Colorado corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, sub |
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| August 23, 2016 |
Original Discount Senior Convertible Debenture Due March 1, 2018. Legend Oil and Gas, Ltd. 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PU |
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| August 23, 2016 |
Original Discount Senior Convertible Debenture Due March 1, 2018. Legend Oil and Gas, Ltd. 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PU |
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| August 15, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, |DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. |
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| August 15, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, |DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. |
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| August 1, 2016 |
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 July 27, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS Em |
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| August 1, 2016 |
Original Issue Discount Senior Convertible Debenture Due March 1, 2018. EX-4.1 2 ex4-1.htm ORIGINAL ISSUE DISCOUNT SENIOR CONVERTIBLE DEBENTURE Legend Oil and Gas, Ltd. 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ |
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| August 1, 2016 |
LOGL / Legend Oil and Gas, Ltd / Hillair Capital Investments LP - SC 13D/A Activist Investment SC 13D/A 1 v445564sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Legend oil and gas, ltd. (Name of Issuer) Common Stock (Title of Class of Securities) 52490C101 (CUSIP Number) Sean M. McAvoy c/o Hillair Capital Management LLC 345 Lorton Ave, Suite 303 Burlingame, California 94010 United States of |
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| August 1, 2016 |
Securities Purchase Agreement dated July 27, 2016. Legend Oil and Gas, Ltd. 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of July , 2016, between Legend Oil and Gas, Ltd., a Colorado corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subject |
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| August 1, 2016 |
EX-99.1 2 v445564ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that this Statement on Schedule 13D with respect to the beneficial ownership of shares of Common Stock of Legend Oil and Gas, Ltd., Inc. is filed jointly, on behalf of each of them. Dated: July 29, 2016 Hillair Capital Investments L.P. By: /s/ Sean M. McAvoy Name: Sean M. McAvoy Title: Authori |
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| July 8, 2016 |
LOGL / Legend Oil and Gas, Ltd / Hillair Capital Investments LP - SC 13D/A Activist Investment SC 13D/A 1 v443861sc13d-a.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Legend oil and gas, ltd. (Name of Issuer) Common Stock (Title of Class of Securities) 52490C101 (CUSIP Number) Sean M. McAvoy c/o Hillair Capital Management LLC 345 Lorton Ave, Suite 303 Burlingame, California 94010 United States of |
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| July 8, 2016 |
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that this Statement on Schedule 13D with respect to the beneficial ownership of shares of Common Stock of Legend Oil and Gas, Ltd., Inc. is filed jointly, on behalf of each of them. Dated: July 6, 2016 Hillair Capital Investments L.P. By: /s/ Sean M. McAvoy Name: Sean M. McAvoy Title: Authorized Signatory Hillair Capital Management L |
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| July 7, 2016 |
Securities Purchase Agreement dated July 5, 2016. EX-10.1 3 ex10-1.htm SECURITIES PURCHASE AGREEMENT Legend Oil and Gas, Ltd. 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July , 2016, between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” an |
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| July 7, 2016 |
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 July 5, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado 000-49752 84-1570556 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Emp |
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| July 7, 2016 |
Original Issue Discount Senior Convertible Debenture Due March 1, 2018 Legend Oil and Gas, Ltd. - 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT |
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| June 3, 2016 |
LOGL / Legend Oil and Gas, Ltd / Hillair Capital Investments LP - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Legend oil and gas, ltd. (Name of Issuer) Common Stock (Title of Class of Securities) 52490C101 (CUSIP Number) Sean M. McAvoy c/o Hillair Capital Management LLC 345 Lorton Ave, Suite 303 Burlingame, California 94010 United States of America Tel. No.: (415) 306-6945 (Name |
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| June 3, 2016 |
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that this Statement on Schedule 13D with respect to the beneficial ownership of shares of Common Stock of Legend Oil and Gas, Ltd., Inc. is filed jointly, on behalf of each of them. Dated: June 3, 2016 Hillair Capital Investments L.P. By: /s/ Sean M. McAvoy Name: Sean M. McAvoy Title: Authorized Signatory Hillair Capital Management L |
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| June 3, 2016 |
Original Discount Senior Convertible Debenture Due March 1, 2018. Legend Oil and Gas, Ltd. 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PU |
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| June 3, 2016 |
Securities Purchase Agreement dated May 27, 2016. Legend Oil and Gas, Ltd. 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of May 27, 2016, between Legend Oil and Gas, Ltd., a Colorado corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subjec |
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| June 3, 2016 |
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 May 27, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS Emp |
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| June 1, 2016 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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 May 25, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS Emp |
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| June 1, 2016 |
16.1 Letter of GBH CPA's PC dated June 1, 2016 EX-16.1 2 ex16-1.htm LETTER OF GBH CPA'S PC Legend Oil and Gas, Ltd. 8-K EXHIBIT 16.1 June 1, 2016 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Legend Oil and Gas, Ltd.'s Form 8-K dated June 1, 2016 and are in agreement with the statements concerning our firm contained therein. We have no basis to agree or disagree with |
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| May 23, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. |
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| May 17, 2016 |
Legend Oil and Gas NOTICE OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING Commission File # 000-49752 (Check One) ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR For Fiscal Quarter Ended: March 31, 2016 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition R |
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| April 11, 2016 |
Original Issue Discount Senior Convertible Debenture Due March 1, 2018. Legend Oil and Gas, Ltd. 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PU |
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| April 11, 2016 |
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 April 7, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS Em |
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| April 11, 2016 |
Securities Purchase Agreement dated April 7, 2016. EX-10.1 3 ex10-1.htm SECURITIES PURCHASE AGREEMENT Legend Oil and Gas, Ltd. 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of April 7, 2016, between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” |
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| April 7, 2016 |
Articles of Amendment to the Articles of Incorporation dated December 21, 2015. EX-3.5 2 ex3-5.htm ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION Legend Oil and Gas, Ltd. 10-K Exhibit 3.5 ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF LEGEND OIL AND GAS, LTD. Pursuant to Section 7-107-1104 of the Colorado Revised Statutes, Legend Oil and Gas, Ltd., a Colorado corporation, does hereby adopt the following Articles of Amendment. ARTICLE ONE The name of the cor |
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| April 7, 2016 |
Amended and Restated Secured Promissory Note payable to Sher Trucking, LLC Legend Oil and Gas, Ltd. 10-K Exhibit 10.37 Execution Version AMENDED AND RESTATED SECURED PROMISSORY NOTE April 5, 2016 $3,246,700.00 Maturity Date: April 3, 2018 FOR VALUE RECEIVED, the undersigned, Legend Oil and Gas, Ltd., a Colorado corporation (“Legend”) and Black Diamond Energy Holdings LLC, a Delaware limited liability company (“Black Diamond”) (Legend and Black Diamond hereinafter collect |
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| April 7, 2016 |
Legend Oil and Gas, Ltd. 10-K Exhibit 21.1 SUBSIDIARIES Black Diamond Energy Holdings LLC Maxxon Logistics LLC Black Diamond Energy LLC BDE Tractor Leasing I, LLC BDE Tractor Leasing II, LLC BDE Trailer Leasing I, LLC BDE Trailer Leasing II, LLC BDE Trailer Leasing III, LLC BDE Trailer Leasing IV, LLC Treeline Diesel Center LLC |
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| April 7, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-49752 LEGEND OIL AND GAS, LTD. (Ex |
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| March 31, 2016 |
Securities Purchase Agreement dated March 25, 2016. EX-10.1 3 ex10-1.htm SECURITIES PURCHASE AGREEMENT DATED MARCH 25, 2016. Legend Oil and Gas, Ltd. 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March , 2016, between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and as |
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| March 31, 2016 |
Original Discount Senior Convertible Debenture Due March 1, 2018. Legend Oil and Gas, Ltd. 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PU |
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| March 31, 2016 |
8-K 1 logl-8k032516.htm CURRENT REPORT 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 March 25, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Co |
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| March 30, 2016 |
Legend Oil and Gas NOTICE UNDER RULE 12B25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING Commission File # 000-49752 (Check One) ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR For Fiscal Year Ended: December 31, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition R |
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| March 10, 2016 |
8-K 1 logl-8k030716.htm CURRENT REPORT 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 March 7, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Com |
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| February 2, 2016 |
Original Discount Senior Convertible Debenture Due March 1, 2018. EX-4.1 2 ex4-1.htm DEBENTURE Legend Oil and Gas, Ltd. 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT |
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| February 2, 2016 |
Securities Purchase Agreement dated January 29, 2016. Legend Oil and Gas, Ltd. 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of January 29, 2016, between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, su |
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| February 2, 2016 |
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 January 29, 2016 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS |
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| December 21, 2015 |
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 December 16, 2015 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IR |
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| November 30, 2015 |
Legend Oil and Gas DEFINITIVE INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Definitive Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) LEGEND O |
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| November 20, 2015 |
Legend Oil and Gas, Ltd. 10-Q Exhibit 10.1 November 16, 2015 Legend Oil and Gas, Ltd. 555 North Point Center E. Suite 400 Alpharetta, GA 30022 Gentlemen: This letter agreement (the ?Agreement?) amends the prior letter Agreement dated September 2015, and sets forth the understanding between Northpoint Energy Partners, LLC (?Northpoint?) and Legend Oil & Gas, Ltd. and its affiliated entities (collec |
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| November 20, 2015 |
Legend Oil and Gas, Ltd. 10-Q Exhibit 10.2 November 16, 2015 Binderman Group, LLC Mr. Warren S. Binderman, CPA 2090 Dunwoody Club Drive Suite 106-215 Atlanta, Georgia 30350 Dear Warren: This Amended letter agreement (the “Agreement”) amends the prior letter agreement dated December 3, 2014, and sets forth the understanding between Legend Oil & Gas, Ltd. (the “Company”) and you regarding the Compan |
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| November 20, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. |
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| November 16, 2015 |
Legend Oil and Gas PRELIMINARY INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Definitive Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) LEGEND O |
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| November 16, 2015 |
Legend Oil and Gas NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING Commission File # 000-49752 (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Fiscal Quarter Ended: September 30, 2015 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transiti |
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| October 28, 2015 |
Assignment of Oil And Gas Lease and Bill Of Sale EX-10.4 8 ex10-4.htm ASSIGNMENT OF OIL AND GAS LEASE AND BILL OF SALE LEGEND OIL AND GAS, LTD. 8-K Exhibit 10.4 ASSIGNMENT OF OIL AND GAS LEASE AND BILL OF SALE KNOW ALL MEN BY THESE PRESENTS, that LEGEND OIL AND GAS, LTD, a Colorado corporation, at 555 Northpoint Center East, Suite 470, Alpharetta, GA 30022, hereinafter called “Assignor,” for valuable consideration, the receipt of which is hereby |
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| October 28, 2015 |
LEGEND OIL AND GAS, LTD. 8-K Exhibit 10.2 SECURITIES EXCHANGE AGREEMENT This SECURITIES EXCHANGE AGREEMENT (this ?Agreement?) is made and entered into effective as of the 21st day of October, 2015, by and between LEGEND OIL AND GAS, LTD., a Colorado corporation (the ?Company?), and HILLAIR CAPITAL INVESTMENTS, L.P. (the ?Exchanging Holder?). W I T N E S S E T H : WHEREAS, the Exchanging Holder is |
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| October 28, 2015 |
Securities Purchase Agreement dated October 21, 2015. LEGEND OIL AND GAS, LTD. 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of October 21, 2015, between Legend Oil and Gas, Ltd., a Colorado corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, su |
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| October 28, 2015 |
Promissory Note dated October 22, 2015 in the original principal amount of $1,928,740. LEGEND OIL AND GAS, LTD. 8-K Exhibit 4.2 PROMISSORY NOTE October 21, 2015 $1,928,740 Maturity Date: November 30, 2015 FOR VALUE RECEIVED, the undersigned, LEGEND OIL AND GAS, LTD., a Colorado corporation (hereinafter referred to as ?Maker?), hereby executes this Promissory Note (this ?Note?) and hereby unconditionally promises to pay to the order of HILLAIR CAPITAL INVESTMENTS, L.P., a Cayman Isla |
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| October 28, 2015 |
Purchase and Sale Agreement dated October 28, 2015, between the Company and HPH Kansas LLC. LEGEND OIL AND GAS, LTD. 8-K Exhibit 10.3 PURCHASE AND SALE AGREEMENT Seller: Legend Oil and Gas, Ltd. Buyer: HPH Kansas LLC a Colorado corporation a Delaware limited liability company 555 Northpoint Center East, Suite 470 c/o Corporation Service Company Alpharetta, GA 30022 2900 SW Wanamaker Dr., Suite 2014 Topeka, KS 66614 Purchase Price: $1,928,740.00 Closing Date: October 27, 2015 1. CONSIDERA |
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| October 28, 2015 |
LEGEND OIL AND GAS, LTD. 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PU |
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| October 28, 2015 |
EX-3.1 2 ex3-1.htm CERTIFICATE OF DESIGNATION OF PREFERENCES LEGEND OIL AND GAS, LTD. 8-K Exhibit 3.1 legend oil and gas, ltd. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES B CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTIONS 7-110-101 AND 7-110-102 OF THE COLORADO BUSINESS CORPORATION ACT The undersigned, Warren S. Binderman, does hereby certify that: 1. He is the Pres |
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| October 28, 2015 |
EX-99.1 9 ex99-1.htm PRESS RELEASE LEGEND OIL AND GAS, LTD. 8-K Exhibit 99.1 Legend Oil and Gas, Ltd. Announces Conversion of Over $9 Million in Debt to Preferred Stock ALPHARETTA, GEORGIA– October 27, 2015– Legend Oil and Gas, Ltd. (“Legend” or the “Company”) (OTC: LOGL), an oil exploration and production, and midstream provider of crude oil transportation services in the Bakken region, is please |
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| October 28, 2015 |
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 October 22, 2015 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS |
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| September 11, 2015 |
Legend Oil and Gas DEFINITIVE INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Definitive Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) LEGEND O |
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| August 28, 2015 |
Legend Oil and Gas PRELIMINARY INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Definitive Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) LEGEND O |
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| August 19, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q 10-Q 1 logl-10q063015.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No.: 000-49752 Legend |
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| August 17, 2015 |
Legend Oil and Gas NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING Commission File # 000-49752 (Check One) ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form N-SAR For Fiscal Quarter Ended: June 30, 2015 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10-Q ¨ Transition Re |
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| August 13, 2015 |
8-K 1 logl-8k081215.htm CURRENT REPORT 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 August 9, 2015 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Co |
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| July 6, 2015 |
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 June 30, 2015 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS Em |
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| July 6, 2015 |
Original Discount Senior Secured Convertible Debenture Due March 1, 2016. EX-4.1 2 ex4-1.htm DEBENTURE Legend Oil & Gas, Inc. 8-K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT B |
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| July 6, 2015 |
Securities Purchase Agreement dated June 30, 2015. Legend Oil & Gas, Inc. 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of June 30, 2015, between Legend Oil and Gas, Ltd., a Colorado corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subject |
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| June 19, 2015 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Legend Oil and Gas, Ltd. 8-K/A Exhibit 99.1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Members of Black Diamond Energy Holdings, LLC (dba Maxxon Energy) Salt Lake City, Utah We have audited the accompanying consolidated balance sheets of Black Diamond Energy Holdings, LLC (dba Maxxon Energy) as of December 31, 2014 and 2013, and the related consolidated s |
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| June 19, 2015 |
UNAUDITED PRO FORMA CONDENSED FINANCIAL INFORMATION Legend Oil and Gas, Ltd. 8-K/A Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED FINANCIAL INFORMATION On April 3, 2015, Legend Oil and Gas Ltd. (the ?Company?) entered into an Membership Interest Purchase Agreement (the ?Agreement?) with Sher Trucking, LLC (?Sher?), Albert Valentin (?Valentin?) and Steven Wallace (?Wallace?), all of the members of Black Diamond Energy Holdings LLC, Delaware limited liab |
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| June 19, 2015 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 3, 2015 Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 8 |
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| June 8, 2015 |
Legend Oil and Gas DEFINITIVE INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Definitive Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) LEGEND O |
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| May 20, 2015 |
Employment Agreement between the Company and Albert Valentin dated as of April 1, 2015 Legend Oil and Gas, Ltd. 10-Q EXHIBIT 10.2 April 1st, 2015 Mr. Albert Valentin 8684 Franklin Drive Eagle Mountain, UT 84005 Dear Al: This letter agreement (the “Agreement”) sets forth the understanding between Legend Oil & Gas, Ltd. (the “Company”) and you regarding the Company employing you to serve as Executive Vice President of Legend, Chief Executive Officer of Maxxon Energy (a wholly owned su |
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| May 20, 2015 |
Letter Agreement between the Company and Steven Wallace dated April 3, 2015 Legend Oil and Gas, Ltd. 10-Q EXHIBIT 10.1 April 3, 2015 Mr. Steven Wallace Dear Steve: This will confirm the understanding between you and Legend Oil and Gas, Ltd. (the ?Company?) that notwithstanding Section 2.01(c) of that certain Membership Interest Purchase Agreement dated the date hereof (the ?Agreement?) among Sher Trucking, LLC, Albert Valentin, you and the Company to the effect that you w |
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| May 20, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. |
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| May 14, 2015 |
Legend Oil and Gas NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING Commission File # 000-49752 (Check One) ?Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q ? Form N-SAR For Fiscal Quarter Ended: March 31, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Re |
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| May 12, 2015 |
Legend Oil and Gas PRELIMINARY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Definitive Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) LEGEND O |
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| May 11, 2015 |
LOGL / Legend Oil and Gas, Ltd / Hillair Capital Investments LP - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Legend oil and gas, ltd. (Name of Issuer) Common Stock (Title of Class of Securities) 52490C101 (CUSIP Number) Sean M. McAvoy c/o Hillair Capital Management LLC 345 Lorton Ave, Suite 303 Burlingame, California 94010 United States of America Tel. No.: (415) 306-6945 (Name, |
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| May 11, 2015 |
Material Modification to Rights of Security Holders, Financial Statements and Exhibits 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 May 7, 2015 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS Empl |
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| May 11, 2015 |
EX-99.1 2 v410152ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that this Statement on Schedule 13D with respect to the beneficial ownership of shares of Common Stock of Legend Oil and Gas, Ltd., Inc. is filed jointly, on behalf of each of them. Dated: May 8, 2015 Hillair Capital Investments L.P. By: /s/ Sean M. McAvoy Name: Sean M. McAvoy Title: Authori |
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| May 11, 2015 |
4.1 Articles of Amendment to the Articles of Incorporation of the Company dated May 1, 2015. LEGEND OIL AND GAS, LTD. Exhibit 4.1 ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF LEGEND OIL AND GAS, LTD. Pursuant to Section 7-110-101et seq. of the Colorado Revised Statutes, Legend Oil and Gas, Ltd., a Colorado corporation, does hereby adopt the following Articles of Amendment. ARTICLE ONE The name of the corporation is Legend Oil and Gas, Ltd. (the “Corporation”). ARTICLE TWO The |
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| May 5, 2015 |
Unregistered Sales of Equity Securities 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 May 1, 2015 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS Empl |
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| April 29, 2015 |
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 April 25, 2015 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS E |
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| April 29, 2015 |
Securities Purchase Agreement dated April 28, 2015. Legend Oil and Gas, Ltd. - 8K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of April , 2015, between Legend Oil and Gas, Ltd., a Colorado corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subje |
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| April 29, 2015 |
Original Discount Senior Secured Convertible Debenture Due March 1, 2016. Legend Oil and Gas, Ltd. - 8K Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT P |
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| April 7, 2015 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of April 2, 2015, between Legend Oil and Gas, Ltd., a Colorado corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subject to the terms and condition |
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| April 7, 2015 |
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 December April 2, 2015 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-157055 |
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| April 7, 2015 |
Secured Promissory Note dated April 3, 2015, issued by the Company to Sher Trucking, LLC Legend Oil and Gas, Ltd. 8-K Exhibit 10.2 Execution Version SECURED PROMISSORY NOTE April 3, 2015 $2,854,000.00 Maturity Date: April 3, 2016 FOR VALUE RECEIVED, the undersigned, Legend Oil and Gas, Ltd., a Colorado corporation (?Legend?) and Black Diamond Energy Holdings LLC, a Delaware limited liability company (?Black Diamond?) (Legend and Black Diamond hereinafter collectively referred to as ?M |
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| April 7, 2015 |
EX-2.1 2 ex2-1.htm MEMBERSHIP INTEREST PURCHASE AGREEMENT Exhibit 2.1 MEMBERSHIP INTEREST PURCHASE AGREEMENT among BLACK DIAMOND ENERGY HOLDINGS LLC, SHER TRUCKING L.L.C., ALBERT VALENTIN, STEVEN WALLACE, (SELLERS) and LEGEND OIL AND GAS, LTD. (BUYER) dated as of APRIL 3, 2015 TABLE OF CONTENTS Article I Definitions 1 Article II Purchase and sale 9 Section 2.01 Purchase Price 9 Section 2.02 Transa |
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| April 7, 2015 |
Letter Agreement between the Company and Sher Trucking, LLC dated April 13, 2015 EX-2.3 3 ex2-3.htm MIPA SIDE LETTER Legend Oil and Gas, Ltd. 8-K Exhibit 2.3 Execution Version Sher Trucking L.L.C. 3111 Bel Air Dr. #21A Las Vegas, NV 89109 April 3, 2015 Legend Oil and Gas, Ltd 555 NorthPoint Center East Suite 410 Alpharetta, GA 30022 Attn: Warren S. Binderman Ladies and Gentlemen: Reference is made to the Membership Interest Purchase Agreement (the “Purchase Agreement”) of even |
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| April 7, 2015 |
Security Agreement dated April 3, 2015 between the Company and Sher Trucking Exhibit 10.3 SECURITY AGREEMENT THIS SECURITY AGREEMENT (this ?Agreement?) is made and entered into as of April 3, 2015, by and among Sher Trucking L.L.C., a Nevada limited liability company (?Secured Party?), and Black Diamond Energy Holdings LLC, a Delaware limited liability company (?Black Diamond?), and its wholly-owned subsidiaries: Black Diamond Energy LLC, a Delaware limited liability compa |
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| April 7, 2015 |
Original Issue Discount Senior Secured Debenture Due May 16, 2016 dated April 2, 2015 EX-4.1 4 ex4-1.htm ORIGINAL ISSUE DISCOUNT SENIOR SECURED DEBENTURE DUE MAY 16, 3016 Exhibit 4.1 Original Issue Date: April 2, 2015 $2,499,975.00 Original ISSUE DISCOUNT SENIOR SECURED DEBENTURE DUE May 16, 2016 THIS ORIGINAL ISSUE DISCOUNT SENIOR SECURED DEBENTURE is one of a series of duly authorized and validly issued Original Issue Discount Senior Secured Debentures of LEGEND OIL AND GAS, LTD. |
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| April 6, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-49752 LEGEND OIL AND GAS, LTD. (Ex |
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| April 6, 2015 |
Reserve Report of KLH Consulting, dated March 2, 2015. LEGEND OIL AND GAS, LTD. 10-K Exhibit 99.1 |
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| March 31, 2015 |
Legend Oil and Gas NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING Commission File # 000-49752 (Check One) x Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR For Fiscal Year Ended: December 31, 2014 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition R |
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| February 25, 2015 |
LEGEND OIL AND GAS LTD. (LOGL) Acquiring Maxxon Energy in Equity Purchase Legend Oil and Gas, Ltd. 8-K Exhibit 99.1 LEGEND OIL AND GAS LTD. (LOGL) Acquiring Maxxon Energy in Equity Purchase Alpharetta, Georgia. –February 25, 2015- Legend Oil and Gas Ltd. (OTC Markets: LOGL) (“Legend”, the “Company”) is pleased to announce that it has entered into a nonbinding letter of intent (LOI) with Black Diamond Energy Holdings, LLC (dba Maxxon Energy and related companies- togethe |
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| February 25, 2015 |
Other Events, Financial Statements and Exhibits 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 December February 24, 2015 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-15 |
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| January 22, 2015 |
Securities Purchase Agreement dated January 21, 2015. EX-10.1 3 ex10-1.htm SECURITIES PURCHASE AGREEMENT LEGEND OIL AND GAS, LTD. 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of January 21, 2015, between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchase |
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| January 22, 2015 |
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 January 21, 2015 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS |
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| January 22, 2015 |
8.5% Senior Secured Debenture Due March 1, 2016. EX-4.1 2 ex4-1.htm DEBENTURE LEGEND OIL AND GAS, LTD. 8-K Exhibit 4.1 Original Issue Date: January 21, 2015 $400,000.00 8.5% SENIOR SECURED DEBENTURE DUE March 1, 2016 THIS 8.5% SENIOR SECURED DEBENTURE is one of a series of duly authorized and validly issued 8.5% Senior Secured Debentures of LEGEND OIL AND GAS, LTD., a Colorado corporation (the “Company”), having its principal place of business a |
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| December 5, 2014 |
10.2 .Letter Agreement between the Company and Warren S. Binderman. Legend Oil & Gas, Ltd. 8-K Exhibit 10.2 December 3, 2014 Mr. Warren S. Binderman, CPA 7835 Fawndale Way Atlanta, Georgia 30350 Dear Warren: This letter agreement (the “Agreement”) sets forth the understanding between Legend Oil & Gas, Ltd. (the “Company”) and you regarding the Company contracting with you to serve as Executive Vice President, Chief Financial Officer, and Board Secretary/Treasurer |
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| December 5, 2014 |
10.1 Letter Agreement between the Company and Marshall Diamond-Goldberg. EX-10.1 2 ex10-1.htm LETTER AGREEMENT BETWEEN THE COMPANY AND MARSHALL DIAMOND-GOLDBERG Legend Oil & Gas, Ltd. 8-K Exhibit 10.1 November 1, 2014 Mr. Marshall Diamond-Goldberg 14217 Highway 76 Pauma Valley, CA 92061 Dear Marshall: This letter agreement (the “Agreement”) sets forth the understanding between Legend Oil & Gas, Ltd. (the “Company”) and you regarding the Company contracting with you to |
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| December 5, 2014 |
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 December 3, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS |
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| November 19, 2014 |
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 November 13, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado 000-49752 84-1570556 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IR |
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| November 19, 2014 |
EX-4.2 3 ex4-2.htm CERTIFICATE OF DESIGNATION Legend Oil and Gas, Ltd. 8-K Exhibit 4.2 legend oil and gas, ltd. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES A CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTIONS 7-110-101 AND 7-110-102 OF THE COLORADO GENERAL CORPORATION LAW The undersigned, Warren S. Binderman, does hereby certify that: 1. He is the Executive Vice Presi |
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| November 19, 2014 |
8.5% Senior Secured Debenture Due March April 1, 2016 EX-4.1 2 ex4-1.htm SENIOR SECURED DEBENTURE Legend Oil and Gas, Ltd. 8-K Exhibit 4.1 Original Issue Date: November 13, 2014 $6,060,000.00 8.5% SENIOR SECURED DEBENTURE DUE March 1, 2016 THIS 8.5% SENIOR SECURED DEBENTURE is one of a series of duly authorized and validly issued 8.5% Senior Secured Debentures of LEGEND OIL AND GAS, LTD., a Colorado corporation (the “Company”), having its principal p |
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| November 19, 2014 |
Legend Oil and Gas, Ltd 8-K Exhibit 99.1 LOGL 10-Q Released for 3rd Quarter 2014 Legend Oil and Gas, Ltd. Releases Results as of and for the Quarter Ended September 30, 2014 Alpharetta, Georgia, Nov. 19, 2014 (GLOBE NEWSWIRE) - The Legend Oil and Gas, Ltd.(LOGL) ("Company") quarterly report at September 30, 2014, continues to indicate many items that reflect the corporate restructuring which began |
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| November 19, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. |
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| November 19, 2014 |
Securities Purchase and Exchange Agreement dated November 13, 2014 Legend Oil and Gas, Ltd. 8-K Exhibit 10.1 SECURITIES PURCHASE AND EXCHANGE AGREEMENT This Securities Purchase and Exchange Agreement (this “Agreement”) is dated as of November 13, 2014, between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the |
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| November 14, 2014 |
LOGL / Legend Oil and Gas, Ltd NT 10-Q - - NOTIFICATION OF LATE FILING NT 10-Q 1 logl-nt10q093014.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING Commission File # 000-49752 (Check One) ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form N-SAR For Period Ended: September 30, 2014 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Fo |
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| October 6, 2014 |
Letter Agreement between the Company and Northpoint Energy Partners, LLC EX-10.1 2 ex10-1.htm EX-10.1 Exhibit 10.1 555 North Point Center E Suite 400 Alpharetta, GA 30022 678.366.4400 www.northpointep.com September 26, 2014 Legend Oil and Gas, Ltd. 1218 Third Avenue Suite 505 Seattle, WA 98101 Attn: Marshal D. Goldberg, CEO Gentlemen: This letter agreement (the “Agreement”) sets forth the understanding between Northpoint Energy Partners, LLC (‘Northpoint”) and Legend O |
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| October 6, 2014 |
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 October 1, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS |
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| October 6, 2014 |
LEGEND OIL AND GAS LTD. (LOGL) Director and Management Appointments Exhibit 99.1 LEGEND OIL AND GAS LTD. (LOGL) Director and Management Appointments Alpharetta, Georgia. – October 7, 2014 - Legend Oil and Gas Ltd. (OTC Markets: LOGL) (“Legend”, the “Company”) announces changes to its Management and Board of Directors. On October 1, 2014, the Company’s sole Board Member, Marshall Diamond-Goldberg, appointed Andrew S. Reckles, previously Chief Restructuring Officer, |
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| October 2, 2014 |
8-K 1 legendoilgas8k093014.htm 8-K 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 September 29, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Co |
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| October 2, 2014 |
8% Original Issue Discount Senior Secured Debenture Due April 1, 2016 Exhibit 4.1 Original Issue Date: September 29, 2014 $1,556,800.00 8% ORIGINAL ISSUE DISCOUNT SENIOR SECURED DEBENTURE DUE APRIL 1, 2016 THIS 8% ORIGINAL ISSUE DISCOUNT SENIOR SECURED DEBENTURE is one of a series of duly authorized and validly issued 8% Original Issue Discount Senior Secured Debentures of Legend Oil & Gas, Ltd., a Colorado corporation (the “Company”), having its principal place of |
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| October 2, 2014 |
Common Stock Purchase Warrant dated September 29, 2014 Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| October 2, 2014 |
Securities Purchase Agreement dated September 29, 2014 EX-10.1 4 ex10-1.htm EX-10.1 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of September 29, 2014, between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, |
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| September 26, 2014 |
District of: Alberta x Original o Amended Division No. 02 - Calgary Exhibit 99.1 District of: Alberta x Original o Amended Division No. 02 - Calgary Form 78 Statement of Affairs (Business Bankruptcy) made by an entity (Subsection 49(2) and Paragraph 158(d) of the Act / Subsections 50(2) and 62(1) of the Act) In the matter of the bankruptcy of Legend Energy Canada Ltd. of the City of Calgary, in the Province of Alberta To the bankrupt: You are required to carefully |
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| September 26, 2014 |
Financial Statements and Exhibits, Bankruptcy or Receivership UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 19, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 |
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| September 25, 2014 |
Assignment for the General Benefit of Creditors Exhibit 2.1 District of Division No. Court No. Estate No. ASSIGNMENT FOR THE GENAL BENEFIT OF CREDITORS This indenture made this 17th day of September , 2014 Between Legend Energy Canada Ltd. hereinafter called “the debtor” and KPMG Inc. hereinafter called “the trustee”. WHEREAS the debtor is insolvent and desires to assign and to abandon all its property for distribution among its creditors in pu |
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| September 25, 2014 |
Financial Statements and Exhibits, Bankruptcy or Receivership 8-K 1 legendoilgas8k092514.htm 8-K 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 September 19, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Co |
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| September 25, 2014 |
Exhibit 99.1 LEGEND OIL AND GAS LTD. (LOGL) Announces its Assignment of Legend Energy Canada, Ltd. (Its Wholly Owned Subsidiary) into Canadian Bankruptcy Courts Alpharetta, Georgia. – September 25, 2014 - Legend Oil and Gas Ltd. (OTC Markets: LOGL) (“Legend”, the “Company”) announced that on September 19, 2014, Legend Oil and Gas, Ltd. (the "Company" or "Legend") has placed its wholly owned subsid |
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| September 17, 2014 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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 September 16, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (I |
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| September 17, 2014 |
16.1 Letter of Peterson Sullivan LLP dated September 17, 2014. Exhibit 16.1 September 17, 2014 United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Commissioners: We have read Item 4.01 of Form 8-K dated on or around September 17, 2014, of Legend Oil and Gas Ltd. and are in agreement with the statements contained therein concerning our firm. /S/ PETERSON SULLIVAN LLP |
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| September 11, 2014 |
Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities 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 September 4, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IR |
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| September 5, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Legend Oil and Gas, Ltd. (Exact name of registrant as specified in its charter) Colorado (State or other jurisdiction of incorporation or organization) 84-1570556 (I.R.S. Employer Identification No.) 555 Northpoint Center East, S |
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| September 5, 2014 |
Legend Oil and Gas, Ltd. 2014 Stock Incentive Plan, as amended Exhibit 99.1 AMENDMENT NO. 1 TO THE LEGEND OIL & GAS, LTD. 2014 STOCK INCENTIVE PLAN WHEREAS, Legend Oil & Gas, Ltd., a corporation organized under the laws of Colorado (the “Company”), originally adopted the Legend Oil & Gas, Ltd. 2014 Stock Incentive Plan on May 15, 2014 (the “Plan”). WHEREAS, the Board of Directors of the Company (the “Board”) may amend the Plan provided that such amendment doe |
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| August 21, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. |
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| August 20, 2014 |
LEGEND OIL AND GAS LTD. (LOGL) Announces Exhibit 99.1 LEGEND OIL AND GAS LTD. (LOGL) Announces Mutual Settlement and Release Agreement with the National Bank of Canada. Alpharetta, Georgia. – August 20th, 2014 - Legend Oil and Gas Ltd. (OTC Markets: LOGL) (“Legend”, the “Company”) is pleased to announce that Legend and National Bank of Canada (“NBC”) have signed a mutual release and settlement agreement (the “Agreement”). NBC is the Seni |
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| August 20, 2014 |
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 August 14, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS |
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| August 20, 2014 |
EX-99.2 3 ex99-2.htm EX-99.2 Exhibit 99.2 THIS MUTUAL RELEASE AND DISCHARGE is dated August , 2014 BETWEEN: NATIONAL BANK OF CANADA (“NBC”) OF THE FIRST PART, - and - LEGEND OIL AND GAS, LTD. (“Legend US”) OF THE SECOND PART, - and - LEGEND ENERGY CANADA LTD. (“Legend Canada”, collectively, Legend Canada and Legend US are referred to as, the “Debtors”) OF THE THIRD PART, WHEREAS NBC and Legend Can |
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| August 15, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING Commission File # 000-49752 (Check One) ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form N-SAR For Period Ended: June 30, 2014 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10-Q ¨ Transition Report on |
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| August 4, 2014 |
LOGL / Legend Oil and Gas, Ltd DEF 14C - - DEF 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information statement pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: o Preliminary Information Statement x Definitive Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) Legend Oil and Gas, Ltd. (Exact Nam |
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| July 23, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information statement pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement o Definitive Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5 (d)(2)) Legend Oil and Gas, Ltd. (Exact Nam |
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| July 7, 2014 |
Legend Oil & Gas, Ltd. Announces New Chief Financial Officer Exhibit 99.1 Legend Oil & Gas, Ltd. Announces New Chief Financial Officer July 7, 2014 Legend Oil and Gas, Ltd. is pleased to announce the appointment of Warren S. Binderman, CPA, as its Executive Vice President, Chief Financial Officer, and Principal Accounting Officer. Mr. Binderman, 50, has over 25 years accounting, finance and business experience to add value to Legend. He has worked for Natio |
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| July 7, 2014 |
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 July 2, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS Emp |
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| June 4, 2014 |
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 May 29, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS Emp |
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| June 4, 2014 |
Letter Agreement by and between the Company and Northpoint Energy Partners, LLC, dated May 20, 2014 Exhibit 10.3 May 20th, 2014 Legend Oil and Gas, Ltd. 1218 Third Avenue Suite 505 Seattle, WA 98101 Attn: Marshal Diamond-Goldberg, CEO Gentlemen: This letter agreement (the “Agreement”) sets forth the understanding between Northpoint Energy Partners, LLC (‘Northpoint”) and Legend Oil & Gas, Ltd. and its affiliated entities (collectively, the “Company”) for the engagement of Andrew Reckles, Managin |
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| June 4, 2014 |
Amendment Agreement, dated May 29, 2014 EXHIBIT 10.2 AMENDMENT AGREEMENT THIS AMENDMENT AGREEMENT (this “Agreement”), dated as of May 29, 2014 is entered into by and between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”) and Hillair Capital Investments L.P. (the “Holder”). Capitalized terms used herein, but not otherwise defined, shall have the meanings ascribed to such terms in the Purchase Agreements (each as defined |
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| June 4, 2014 |
Securities Purchase Agreement, dated May 29, 2014 EX-10.1 2 ex10-1.htm EX-10.1 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 29, 2014, between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subjec |
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| May 29, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Legend Oil and Gas, Ltd. (Exact name of registrant as specified in its charter) Colorado (State or other jurisdiction of incorporation or organization) 84-1570556 (I.R.S. Employer Identification No.) 1218 Third Avenue, Suite 505 Seattle, Washington 98101 (Address |
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| May 29, 2014 |
Legend Oil and Gas, Ltd. 2014 Stock Incentive Plan Exhibit 99.1 LEGEND OIL AND GAS, LTD. 2014 STOCK INCENTIVE PLAN SECTION 1. PURPOSE The purpose of the LEGEND OIL AND GAS, LTD. 2014 Stock Incentive Plan (the “Plan”) is to enhance the long term stockholder value of LEGEND OIL AND GAS, LTD., a Colorado corporation (the “Company”), by offering opportunities to selected Persons to participate in the Company’s growth and success, and to encourage them |
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| May 28, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. |
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| May 15, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING Commission File # 000-49752 (Check One) ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form N-SAR For Period Ended: March 31, 2014 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10-Q ¨ Transition Report on |
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| May 2, 2014 |
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 May 1, 2014 Date of Report (date of earliest event reported) LEGEND OIL AND GAS LTD. (Exact name of registrant as specified in its charter) Colorado 000-49752 84-1570556 (State or other jurisdiction of incorporation) (Commission File |
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| May 1, 2014 |
Termination of a Material Definitive Agreement 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 April 30, 2014 Date of Report (date of earliest event reported) LEGEND OIL AND GAS LTD. (Exact name of registrant as specified in its charter) Colorado 000-49752 84-1570556 (State or other jurisdiction of incorporation) (Commission F |
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| April 29, 2014 |
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 April 25, 2014 Date of Report (date of earliest event reported) LEGEND OIL AND GAS LTD. (Exact name of registrant as specified in its charter) Colorado 000-49752 84-1570556 (State or other jurisdiction of incorporation) (Commission F |
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| April 18, 2014 |
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 April 17, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS E |
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| April 18, 2014 | ||
| April 18, 2014 | ||
| April 18, 2014 |
EX-99.1 2 ex99-1pdf.htm EX-99.1 Exhibit 99.1 Filed as a PDF Reference. |
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| April 18, 2014 |
EX-99.2 4 ex99-2pdf.htm EX-99.2 Exhibit 99.2 Filed as a PDF Reference. |
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| April 15, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-49752 LEGEND OIL AND GAS, LTD. (Ex |
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| April 1, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING Commission File # 000-49752 (Check One) x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form N-SAR For Fiscal Year Ended: December 31, 2013 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10-Q ¨ Transition R |
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| January 27, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K 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 January 23, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS |
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| January 27, 2014 |
Exhibit 2.01 AGREEMENT AND PLAN OF MERGER BY AND AMONG NEW WESTERN ENERGY CORPORATION NEW WESTERN ENERGY MERGER CORP. AND LEGEND OIL AND GAS, LTD. DATED: JANUARY 23, 2014 TABLE OF CONTENTS PAGE ARTICLE ITHE MERGER 1 SECTION 1.1 The Merger 1 SECTION 1.2 Closing 1 SECTION 1.3 Effective Time 1 SECTION 1.4 Effects of the Merger 2 SECTION 1.5 Articles of Incorporation and By-laws of the Surviving Corpo |
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| January 7, 2014 |
Exhibit 99.1 New Western Energy Corporation Announces Non-Binding Letter of Intent to Acquire Legend Oil and Gas Ltd. IRVINE, Calif., Jan. 7, 2014 (GLOBE NEWSWIRE) - New Western Energy Corporation ("New Western Energy" or the "Company") (NWTR), an independent energy company, engaged in the acquisition, exploration, development, and production of oil, gas and other minerals in North America, is ple |
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| January 7, 2014 |
Financial Statements and Exhibits, Other Events - 8-K 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 January 7, 2014 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS |
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| December 5, 2013 |
Unregistered Sales of Equity Securities, Completion of Acquisition or Disposition of Assets - 8-K 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 November 22, 2013 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IR |
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| November 20, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. |
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| November 18, 2013 |
Entry into a Material Definitive Agreement - 8-K 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 November 12, 2013 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado 000-49752 84-1570556 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IR |
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| November 13, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING Commission File # 000-52927 (Check One) ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form N-SAR For Quarterly Period Ended: September 30, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transi |
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| September 30, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Legend Oil and Gas, Ltd. (Exact name of registrant as specified in its charter) Colorado (State or other jurisdiction of incorporation or organization) 84-1570556 (I.R.S. Employer Identification No.) 1218 Third Avenue, Suite 505 Seattle, Washington 98101 (Address |
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| September 30, 2013 |
Legend Oil and Gas, Ltd. 2013 Stock Incentive Plan Exhibit 99.1 LEGEND OIL AND GAS, LTD. 2013 STOCK INCENTIVE PLAN SECTION 1. PURPOSE The purpose of the LEGEND OIL AND GAS, LTD. 2013 Stock Incentive Plan (the “Plan”) is to enhance the long term stockholder value of LEGEND OIL AND GAS, LTD., a Colorado corporation (the “Company”), by offering opportunities to selected Persons to participate in the Company’s growth and success, and to encourage them |
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| August 14, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. |
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| July 17, 2013 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July , 2013, between Legend Oil and Gas, Ltd., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and conditions |
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| July 17, 2013 |
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 May 28, 2013 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 (IRS Emp |
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| June 25, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LEGEND OIL AND GAS, LTD. (Exact name of registrant as specified in its charter) Colorado 84-1570556 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1218 Third Avenue, Suite 505 |
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| May 15, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No.: 000-49752 Legend Oil and Gas, Ltd. ( |
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| May 1, 2013 |
LEGEND OIL AND GAS LTD. Terminates “PUT” Rights Exhibit 99.1 LEGEND OIL AND GAS LTD. Terminates “PUT” Rights SEATTLE, Washington. – May 1, 2013 - Legend Oil and Gas Ltd. (OTC Markets: LOGL) (“Legend”, the “Company”) is pleased to announce that it has successfully negotiated a Settlement and Termination Agreement which terminates “PUT” rights held by International Sovereign Energy Corp., now known as Wi2Wi Corporation. This removes a major burde |
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| May 1, 2013 |
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 May 1, 2013 Date of Report (date of earliest event reported) LEGEND OIL AND GAS LTD. (Exact name of registrant as specified in its charter) Colorado 000-49752 84-1570556 (State or other jurisdiction of incorporation) (Commission File |
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| May 1, 2013 |
10.1 Settlement and Termination Agreement dated May 1, 2013 Exhibit 10.1 SETTLEMENT AND TERMINATION AGREEMENT THIS SETTLEMENT AND TERMINATION AGREEMENT (the “Settlement Agreement”) is entered into as of May 1, 2013 by and among LEGEND OIL AND GAS LTD., a Colorado corporation (“Legend”), LEGEND ENERGY CANADA LTD., an Alberta Canada corporation (“Legend Canada”), and WI2WI CORPORATION (formerly known as International Sovereign Energy Corporation), a Canadian |
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| April 12, 2013 |
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 April 11, 2013 Date of Report (date of earliest event reported) LEGEND OIL AND GAS LTD. (Exact name of registrant as specified in its charter) Colorado 000-49752 84-1570556 (State or other jurisdiction of incorporation) (Commission F |
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| April 1, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-49752 LEGEND OIL AND GAS, LTD. (Ex |
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| April 1, 2013 | ||
| April 1, 2013 | ||
| April 1, 2013 |
Reserve Report of InSite Petroleum Consultants Ltd., dated March 1, 2012. EXHIBIT 99.2 To view Exhibit 99.2 refer to the attached: ex99-2pdf. |
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| April 1, 2013 |
Reserve Report of KLH Consulting, dated March 1, 2012. EXHIBIT 99.1 To view Exhibit 99.1 refer to the attached: ex99-1pdf. |
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| November 14, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 8, 2012 |
Completion of Acquisition or Disposition of Assets - FORM 8-K Form 8-K 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 November 5, 2012 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado 000-49752 84-1570556 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| October 19, 2012 |
Form 8-K 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 October 17, 2012 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado 000-49752 84-1570556 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| September 4, 2012 |
Submission of Matters to a Vote of Security Holders - FORM 8-K Form 8-K 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 August 29, 2012 Date of Report (date of earliest event reported) LEGEND OIL AND GAS LTD. (Exact name of registrant as specified in its charter) Colorado 000-49752 84-1570556 (State or other jurisdiction of incorporation) (Commission File |
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| August 14, 2012 |
Prospectus Supplement No. 3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Nos. 333-179009 and 333-178176 PROSPECTUS SUPPLEMENT NO. 3 (To Prospectus dated April 9, 2012 and Prospectus Supplement No. 1 dated May 15, 2012, Prospectus Supplement No. 2 dated June 26, 2012,) LEGEND OIL AND GAS, LTD. This Prospectus Supplement No. 3 supplements the Prospectus dated April 9, 2012, as sup |
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| August 14, 2012 |
Prospectus Supplement No. 1 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-181841 PROSPECTUS SUPPLEMENT NO. 1 (To Prospectus dated June 27, 2012) LEGEND OIL AND GAS, LTD. This Prospectus Supplement No. 1 supplements the Prospectus dated June 27, 2012, which forms a part of our Registration Statement on Form S-1 (Registration Statement No. 333-181841), relating to the resal |
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| August 13, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 9, 2012 |
Form 8-K 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 August 7, 2012 Date of Report (date of earliest event reported) LEGEND OIL AND GAS LTD. (Exact name of registrant as specified in its charter) Colorado 000-49752 84-1570556 (State or other jurisdiction of incorporation) (Commission File N |
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| August 9, 2012 |
ROYALTY AND GENERAL RIGHTS CONVEYANCE Royalty and General Rights Conveyance Agreement Exhibit 99 ROYALTY AND GENERAL RIGHTS CONVEYANCE THIS AGREEMENT made as of the 7th day of August, 2012. |
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| July 30, 2012 |
Form 8-K 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 July 23, 2012 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado 000-49752 84-1570556 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| July 23, 2012 |
DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 28, 2012 |
LEGEND OIL AND GAS, LTD. 11,700,000 SHARES OF COMMON STOCK 424B3 Table of Contents Filed pursuant to Rule 424(b)(3) Registration Statement No. |
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| June 26, 2012 |
Prospectus Supplement No. 2 Filed Pursuant to Rule 424(b)(3) Registration Nos. 333-179009 and 333-178176 PROSPECTUS SUPPLEMENT NO. 2 (To Prospectus dated April 9, 2012 and Prospectus Supplement No. 1 dated May 15, 2012) LEGEND OIL AND GAS, LTD. This Prospectus Supplement No. 2 supplements the Prospectus dated April 9, 2012 and the Prospectus Supplement No. 1 dated May 15, 2012 (collectively, the “ |
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| June 26, 2012 |
Form 8-K 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 June 22, 2012 Date of Report (date of earliest event reported) LEGEND OIL AND GAS LTD. (Exact name of registrant as specified in its charter) Colorado 000-49752 84-1570556 (State or other jurisdiction of incorporation) (Commission File Nu |
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| June 15, 2012 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K Form 8-K 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 June 11, 2012 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado 000-49752 84-1570556 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| June 15, 2012 |
EXHIBIT 10.1 Writer’s Direct Line (403) 294-4920 June 5, 2012 BY COURIER Legend Energy Canada Ltd. 840—6 Avenue SW, Suite 230 Calgary, AB T2P 3E5 ATTENTION: Mr. Marshall Diamond-Goldberg President Dear Sir: RE: CREDIT FACILITIES—NATIONAL BANK OF CANADA / LEGEND ENERGY CANADA LTD. We are pleased to advise that National Bank of Canada has approved the following amendments to the Credit Facilities fo |
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| June 8, 2012 |
Amendment No. 1 to Form S-1 As filed with the Securities and Exchange Commission on June 8, 2012 Registration No. 333-181841 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1/A REGISTRATION STATEMENT UNDER For the quarterly period ended March 31, 2012 THE SECURITIES ACT OF 1933 LEGEND OIL AND GAS, LTD. (Exact Name of Registrant as Spe |
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| June 1, 2012 |
Request for Withdrawal Legend Oil and Gas, Ltd. 1420 Fifth Avenue, Suite 2200 Seattle, WA 98101 May 31, 2012 VIA EDGAR Division of Corporation Finance Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Legend Oil and Gas, Ltd. Request for Withdrawal of Registration Statement on Form S-3 (File No. 333-179008) Ladies and Gentlemen: Pursuant to Rule 477 under the Sec |
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| June 1, 2012 |
Registration Statement - FORM S-1 Form S-1 Table of Contents As filed with the Securities and Exchange Commission on June 1, 2012 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 1, 2012 |
Amending Offering Letter Exhibit 10.1 Writer’s Direct Line (403) 294-4920 May 31, 2012 BY COURIER Legend Energy Canada Ltd. 840 -6 Avenue SW, Suite 230 Calgary, AB T2P 3E5 ATTENTION: Mr. Marshall Diamond-Goldberg President Dear Sir: RE: CREDIT FACILITIES - NATIONAL BANK OF CANADA / LEGEND ENERGY CANADA LTD. We are pleased to advise that National Bank of Canada has approved the following amendments |
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| June 1, 2012 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K Form 8-K 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 May 31, 2012 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado 000-49752 84-1570556 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| May 25, 2012 |
LOGL / Legend Oil and Gas, Ltd / International Sovereign Energy Corp. Activist Investment SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Legend Oil & Gas, Ltd. (Name of Issuer) Common Shares (Title or Class of Securities) 52490C101 (CUSIP Number) Sharad Mistry Chief Executive Officer International Sovereign Energy Corp. 132 Simonston Blvd, Thornhill, Ontario L3T 4L8 Canada 416-844-7955 (Name, Address and Telephone Number of Person Authorized to Receive Notices |
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| May 23, 2012 |
EX-10.1 2 d348210dex101.htm INVESTMENT AGREEMENT Exhibit 10.1 EXECUTION COPY PURCHASE AGREEMENT PURCHASE AGREEMENT (the “Agreement”), dated as of May 18, 2012, by and between LEGEND OIL AND GAS LTD., a Colorado corporation, (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). WHEREAS: Subject to the terms and conditions set forth in this Agre |
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| May 23, 2012 |
Form 8-K 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 May 18, 2012 (Date of earliest event reported) Legend Oil and Gas, Ltd. (Exact Name of Registrant as Specified in Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-49752 (Commission File Number) 84-1570556 |
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| May 23, 2012 |
EX-10.2 3 d348210dex102.htm REGISTRATION RIGHTS AGREEMENT Exhibit 10.2 EXECUTION COPY REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 18, 2012, by and between LEGEND OIL AND GAS, LTD., a Colorado corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Ca |
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| May 18, 2012 |
Unregistered Sales of Equity Securities - LIVE FILING Legend Oil and Gas, Ltd. (Form: 8-K) 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): May 17, 2012 Legend Oil and Gas, Ltd. (Exact name of registrant as specified in its charter) Colorado 000-49752 84-1570556 (State or other jurisdi |
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| May 15, 2012 |
424(b)(3) Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Nos. 333-179009 and 333-178176 PROSPECTUS SUPPLEMENT NO. 1 (To Prospectus dated April 9, 2012) LEGEND OIL AND GAS, LTD. This Prospectus Supplement No. 1 supplements the prospectus dated April 9, 2012, which forms a part of our Post-Effective Amendment No. 1 to Registration Statement on Form S-1 (Registration Statement Nos. 3 |
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| May 15, 2012 |
Exhibit 10.1 Execution Copy LETTER OF GUARANTEE TO: NATIONAL BANK OF CANADA 311 ? 6th Avenue SW, Suite 1800 Calgary, Alberta T2P 3H2 1. In consideration of the National Bank of Canada (hereinafter referred to as the (?Bank?) dealing with Legend Energy Canada Ltd. (hereinafter referred to as the ?Customer?), the undersigned and each of them, if more than one, hereby jointly and severally guarantee |
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| May 15, 2012 |
General Security Agreement Exhibit 10.2 Execution Copy GENERAL SECURITY AGREEMENT GENERAL SECURITY AGREEMENT (this “Agreement”) dated as of May 11, 2012, by LEGEND OIL AND GAS, LTD., a Colorado corporation having an address at 1420 5th Avenue, Suite 2200, Seattle, WA 98101 (“Debtor”), in favor of NATIONAL BANK OF CANADA, having an address at 311 – 6th Avenue SW, Suite 1800, Calgary, Alberta, Canad |
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| May 15, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 March 31, 2012 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No.: 000 |
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| May 10, 2012 |
FORM 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form 10-K/A x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-4 |
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| April 23, 2012 |
Form 8-K 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 April 19, 2012 Date of Report (date of earliest event reported) LEGEND OIL AND GAS, LTD. (Exact name of registrant as specified in its charter) Colorado 000-49752 84-1570556 (State or other jurisdiction of incorporation) (Commission File |
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| April 10, 2012 |
LEGEND OIL AND GAS, LTD. 11,002,516 SHARES OF COMMON STOCK Filed Pursuant to Rule 424(b)(3) Table of Contents PROSPECTUS Filed pursuant to Rule 424(b)(3) Registration Statement Nos. |
