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EX-10 - EX-10.1 MINERALS LEASE AND AGREEMENT - Willow Creek Enterprises Inc.willowcreek8k120110ex101.htm
EX-99 - EX-99.1 PRESS RELEASE - Willow Creek Enterprises Inc.willowcreek8k120110ex991.htm

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): November 17, 2010


WILLOW CREEK ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

 

Delaware

000-52970

27-3231761

(State or other jurisdiction

(Commission File Number)

(IRS Employer

of Incorporation)

 

Identification Number)

 

 

 

 

7251 W. Lake Mead Blvd., Suite 300 Las Vegas, Nevada 89128

 

 

(Address of principal executive offices)

 

 


(310) 600-8757

 

 

(Registrant’s Telephone Number)

 

 

Copy of all Communications to:

Carrillo Huettel, LLP

3033 5th Avenue, Suite 201

San Diego, CA 92103

Telephone: 619.399.3090

Fax: 619.330.1020


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

      .    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

      .    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

      .    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

      .    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))








Willow Creek Enterprises, Inc.

Form 8-K

Current Report


Item 1.01          Entry into a Material Definitive Agreement


On November 17, 2010, the Company entered into a Minerals Lease and Agreement (the “Agreement") with MinQuest, Inc., a Nevada corporation ("MinQuest") whereby the Company  acquired the right to conduct mineral exploration activities for a term of seven (7) years on various unpatented mining claims situated in Lyon County, Nevada collectively known as the Hercules Property  As consideration for the leased mineral rights the Company shall pay an aggregate of $290,000 over the term of the lease and shall provide $3,500,000 in work commitments over the term of the Agreement. Additionally, MinQuest is entitled to receive a 3% royalty from all mineral production derived from the exploration and development of the Hercules Property.


The foregoing summary description of the terms of the Agreement may not contain all information that is of interest to the reader. For further information regarding the terms and conditions of the Agreement, this reference is made to such agreement, which is filed as Exhibit 10.1 hereto and is incorporated herein by this reference.


Item 2.03 

Creation of a Direct Financial Obligation.


The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.


Item 7.01.

Regulation FD Disclosure.


On November 18, 2010, the Company issued a press release announcing that it has entered into the Minerals Lease and Agreement to acquire the Hercules Property as set forth above.  A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.


Limitation on Incorporation by Reference.


In accordance with General Instruction B.2 of Form 8K, the information in this Form 8K furnished pursuant to Item 7.01 shall not be deemed to be "filed" for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Exchange Act or Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.


Item 9.01       

Financial Statements and Exhibits.

 

(d)

Exhibits


Exhibit No.

Description

10.1

Minerals Lease and Agreement with MinQuest, Inc. (executed)

99.1

Press Release dated November 18, 2010





SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


Date:   

December 1, 2010

Willow Creek Enterprises, Inc.

By:  /s/ Terry Fields                      

Name: Terry Fields

Title:   CEO