-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RlR7iz3GEg35vbrKYIuvZBhIEo5coD3t/AWCWUVXmhBOoyJPQdPJ34xkaK5bZJG7 dxXKqLHo/qmztZYnjuUUhw== 0000101594-08-000027.txt : 20080401 0000101594-08-000027.hdr.sgml : 20080401 20080401163938 ACCESSION NUMBER: 0000101594-08-000027 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080331 ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080401 DATE AS OF CHANGE: 20080401 FILER: COMPANY DATA: COMPANY CONFORMED NAME: US ENERGY CORP CENTRAL INDEX KEY: 0000101594 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 830205516 STATE OF INCORPORATION: WY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-06814 FILM NUMBER: 08729875 BUSINESS ADDRESS: STREET 1: 877 NORTH 8TH WEST STREET 2: GLEN L LARSEN BLDG CITY: RIVERTON STATE: WY ZIP: 82501 BUSINESS PHONE: 3078569271 MAIL ADDRESS: STREET 1: 877 NORTH 8TH WEST CITY: RIVERTON STATE: WY ZIP: 82501 FORMER COMPANY: FORMER CONFORMED NAME: WESTERN STATES MINING INC DATE OF NAME CHANGE: 19851229 8-K 1 form8-k.htm 8-K RE KOBEX TERMINATION form8-k.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 1, 2008 (March 31, 2008)


U.S. ENERGY CORP.
(Exact Name of Company as Specified in its Charter)

Wyoming
0-6814
83-0205516
(State or other jurisdiction of
(Commission File No.)
(I.R.S. Employer
incorporation or organization)
 
Identification No.)
     
Glen L. Larsen Building
   
877 North 8th West
Riverton, WY
 
82501
(Address of principal executive offices)
 
(Zip Code)
     
Registrant's telephone number, including area code: (307) 856-9271


Not Applicable
Former Name, Former Address or Former Fiscal Year,,
If Changed From 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 (see General Instruction A.2):

¨  
Written communications pursuant to Rule 425 under the Securities Act
¨  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
¨  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
¨  
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act






 
 

 

Section 1: Registrant’s Business and Operations

Item 1.02.                         Termination of a Material Definitive Agreement


On March 31, 2008, Kobex Resources Ltd. gave notice to U.S. Energy Corp. that Kobex was terminating the Exploration, Operating and Mine Development Agreement for the Luck Jack molybdenum project near Crested Butte, Colorado.  The termination is effective as of March 31, 2008.

The agreement, effective as of December 5, 2006, provided Kobex an option to acquire up to a 50% interest in certain patented and unpatented claims held by the registrant at the Lucky Jack molybdenum property.  Under the agreement, the total cost to Kobex over an estimated period of five years to exercise the full option was $50 million in option payments and property expenditures including the costs to prepare a bankable feasibility study plus a cash differential payment if this total was less than $50 million.  An additional 15% could have been acquired under certain circumstances.

It is the understanding of the registrant that Kobex terminated the agreement due to Kobex’ perception of uncertainties in the regulatory and legal environment for developing the property.

The registrant is not subject to any penalties as a result of the termination of the agreement.

Section 9. Financial Statements and Exhibits.

10.1              Press release dated March 31, 2008.


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.

 
U.S. ENERGY CORP.
     
     
     
Dated: April 1, 2008
By:
/s/ Keith G. Larsen
   
Keith G. Larsen, CEO



 
 

 

EX-10.1 2 exhibit10_1.htm 3-31-08 PRESS RELEASE exhibit10_1.htm


 


 


For Immediate Release


U.S. ENERGY CORP. ANNOUNCES KOBEX TERMINATES EXPLORATION, OPERATING AND MINE DEVELOPMENT AGREEMENT AT “LUCKY JACK” MOLYBDENUM PROJECT

RIVERTON, Wyoming – March 31, 2008 – U.S. Energy Corp. (NASDAQ Capital Market:  “USEG”) announced today that its partner, Kobex Resources Ltd. (Kobex) (TSX-V: KBX) has terminated its agreement with U.S. Energy Corp. in relation to the Lucky Jack molybdenum Project in Gunnison County, Colorado.

Kobex reported that its decision was made reluctantly since the Lucky Jack (Mt. Emmons) molybdenite property is still considered to be one of the best undeveloped primary molybdenum deposits in the world. However, their concerns with the regulatory and legal uncertainties at the Federal, State, County and Municipal levels, in their opinion were too great for them to justify the necessary time and major pre-development expenditures that are required to advance this property.

Mark Larsen, President of U.S. Energy Corp. stated, “While we are disappointed to see Kobex leave the project, we are still very confident that the Lucky Jack Project will be mined in the future.  We understand the political and regulatory environment involves uncertainty; however, we remain undeterred in our resolve to move this project forward.  U.S. Energy Corp. is in a very strong cash position and we plan to continue the studies and permitting efforts currently in progress to develop the Lucky Jack molybdenum project.”

Keith G. Larsen, CEO of U.S. Energy Corp. stated, “Kobex’s decision to move on to other opportunities means that U.S. Energy Corp. again owns and controls 100% of the ‘world-class’ Lucky Jack molybdenum deposit.  Kobex spent over $8 million on the project, all for the benefit of our shareholders.  This is in addition to over $150 million reportedly spent by the previous owners.  We are evaluating all of our options in regards to the property, which may include bringing a much larger mining company in as a joint venture partner.”


* * * * *

 
 

 
Press Release
March 31, 2008
Page 2 of 2




About U.S. Energy Corp.
U.S. Energy Corp. is a diversified natural resource company with interests in molybdenum, oil and gas, gold, and real estate.  While the Company’s primary emphasis is investments in the natural resources sector, it is also broadening its business interests to include cash-flow-generating investments driven by surging growth created by energy and mining activity in the intermountain west region of the United States.

The Company is headquartered in Riverton, Wyoming, and its common stock is listed on The NASDAQ Capital Market under the symbol “USEG”.




Disclosure Regarding Mineral Resources
Under SEC and Canadian Regulations;
and Forward-Looking Statements

The Company owns or may come to own stock in companies which are traded on foreign exchanges, and may have agreements with some of these companies to acquire and/or develop the Company’s mineral properties.  Examples of these other companies are Sutter Gold Mining Inc. and Kobex Resources Ltd.  These other companies are subject to the reporting requirements of other jurisdictions.

United States residents are cautioned that some of the information available about our mineral properties, which is reported by the other companies in foreign jurisdictions, may be materially different from what the Company is permitted to disclose in the United States.

This news release includes statements which may constitute “forward-looking” statements, usually containing the words “believe,” “estimate,” “project,” “expect," or similar expressions.  These statements are made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements.  Factors that would cause or contribute to such differences include, but are not limited to, future trends in mineral prices, the availability of capital, competitive factors, and other risks.  By making these forward-looking statements, the Company undertakes no obligation to update these statements for revision or changes after the date of this release.

For further information on the differences between the reporting limitations of the United States, compared to reports filed in foreign jurisdictions, and also concerning forward-looking statements, please see the Company’s Form 10-K (“Disclosure Regarding Forward-Looking Statements”; “Disclosure Regarding Mineral Resources under SEC and Canadian Regulation”; and “Risk Factors”); and similar disclosures in the Company’s Forms 10-Q.

* * * *

For further information, please contact:
Keith G. Larsen, CEO or Mark J. Larsen, President
U.S. Energy Corp. (307) 856-9271


 
 

 

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