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EX-10.1 - EXHIBIT 10.1 - Breitling Energy Corpv308620_ex10-1.htm
EX-10.2 - EXHIBIT 10.2 - Breitling Energy Corpv308620_ex10-2.htm

 

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):   April 4, 2012               

 

Bering Exploration, Inc.
(Exact name of registrant as specified in its charter)

 

Nevada 001-50541 88-0507007

(State or other jurisdiction of

incorporation)

(Commission File Number) (I.R.S. Employer Identification No.)
     

710 N. Post Oak Road, Suite 410,

Houston, TX

  77024
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code:           (713) 780-0806 

 

Not Applicable
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))

 

 
 

  

Item 1.01 Entry into a Material Definitive Agreement.

 

1.On April 2, 2012, Bering Exploration, Inc., a Nevada corporation, (“the Company”), issued a convertible promissory note (“the Convertible Note”) with a principal value of $68,500.00. The Convertible Note bears interest at 12% compounded monthly and is due and payable on March 31, 2012. The Convertible Note is collateralized by a security interest in the Company’s oil and gas properties. Under the terms of the Convertible Note, the note holders may convert all, or a portion, of the Convertible Notes and related accrued interest into the Company’s common stock at $0.10 per share. This conversion rate is subject to a number of adjustments detailed in the Convertible Notes.

 

Item 9.01 Financial Statements and Exhibits.

 

(c)         Exhibits

 

The following exhibits are to be filed as part of this 8-K:

 

EXHIBIT NO.   IDENTIFICATION OF EXHIBIT
     
10.1   Form of Convertible Note Agreement dated April 2, 2012

 

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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.

 

    Bering Exploration, Inc.
         
April 4, 2012   By:   /s/ Steven M. Plumb 
          Steven M. Plumb
          Chief Financial Officer

  

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