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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: December 16, 2011
HINTO ENERGY, INC.
(Exact name of registrant as specified in its charter)
Wyoming 000-26317 84-1384961
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(State or other jurisdiction of (Commission File (IRS Employer Identification
incorporation) Number) Number)
7609 Ralston Road, Arvada, CO 80002
(Address of Principal Executive Offices) (Zip Code)
(303-422-8127
Registrant's telephone number, including area code
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
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))
SECTION 3 - SECURITIES AND TRADING MARKET
Item 3.02 Unregistered Sales of Equity Securities.
On December 16, 2011, Hinto Energy, Inc. ("the Company") issued a $500,000
Secured Commercial Promissory Note ("the Promissory Note") to Microalloyed Steel
Institute, Inc. ("Microalloyed".)
The Promissory Note has a term of 3 years and an annual interest rate of 10%.
The Promissory Note is convertible into shares of the Company's restricted
common stock at $1.00 per share.
In addition to the Promissory Note, the Company, South Uintah Gas Properties,
its majority shareholder, and Microalloyed entered into a Security and Pledge
Agreement. The Security and Pledge Agreement provides for the Promissory Note to
be secured by the all of the leases, farmouts, and assignments of leases and
assets of the property known as the Natural Buttes Property held by South Uintah
Gas Properties, Inc.
Exemption from Registration Claimed
The above sales by the Company of its unregistered securities were made by the
Company in reliance upon Section 4(6) and Rule 506 of Regulation D of the
Securities Act of 1933, as amended. The entity that purchased the unregistered
securities was an entity known to the Company and its management, through
pre-existing business relationships, or as long standing business associates.
The purchaser was provided access to all material information, which it
requested, and all information necessary to verify such information and was
afforded access to management of the Company in connection with their purchases.
The purchaser of the unregistered securities acquired such securities for
investment and not with a view toward distribution, acknowledging such intent to
the Company. All certificates or agreements representing such securities that
were issued contained restrictive legends, prohibiting further transfer of the
certificates or agreements representing such securities, without such securities
either being first registered or otherwise exempt from registration in any
further resale or disposition.
SECTION 9 FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. The following is a complete list of exhibits filed as
part of this Report. Exhibit numbers correspond to the numbers in the exhibit
table of Item 601 of Regulation S-K.
Exhibit No. Description
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10.1 Secured Commercial Promissory Note, dated December 16, 2011*
10.2 Security and Pledge Agreement, dated December 16, 2011*
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*Filed herewith
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned, hereunto duly authorized.
HINTO ENERGY, INC.
By:/s/George Harris
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George Harris, Chief Financial Officer
Date: December 22, 2011