0001011034-19-000035.txt : 20190729 0001011034-19-000035.hdr.sgml : 20190729 20190729170617 ACCESSION NUMBER: 0001011034-19-000035 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190726 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20190729 DATE AS OF CHANGE: 20190729 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIELDPOINT PETROLEUM CORP CENTRAL INDEX KEY: 0000316736 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 840811034 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32624 FILM NUMBER: 19982026 BUSINESS ADDRESS: STREET 1: 609 CASTLE ROAD STREET 2: SUITE 335 CITY: AUSTIN STATE: TX ZIP: 78746 BUSINESS PHONE: 5122508692 MAIL ADDRESS: STREET 1: 609 CASTLE ROAD STREET 2: SUITE 335 CITY: AUSTIN STATE: TX ZIP: 78746 8-K 1 fieldpoint_8k.htm FIELDPOINT PETROLEUM CORPORATION SECURITIES AND EXCHANGE COMMISSION

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): July 26, 2019

 

               FIELDPOINT PETROLEUM CORPORATION                
(Exact name of registrant as specified in its charter)

 

           Colorado           

    001-32624     

   84-0811034  

(State or other jurisdiction of incorporation or organization)

(Commission file number)

(IRS Employer Identification No.)

 

609 Castle Ridge Road # 335, Austin TX  78746

(Address of principal executive offices)

 

Registrant's telephone number, including area code:  (512) 250-8692

 

_________________________________________
(Former name or former address, if changed since last report)

 

___

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

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each Class

Trading Symbol

Name of each exchange on which registered

N/A

N/A

N/A

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company[X] 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   [  ]

 

ITEM 7.01        REGULATION FD DISCLOSURE

ITEM 8.01OTHER EVENTS 

 

On July 26, 2019 FieldPoint Petroleum Corporation (OTCQB: FPPP (the “Company”) issued a press release announcing that it was made aware of promotional activity in relation to the Company’s common stock when they were contacted by the OTCQB on July 24, 2019.  The OTCQB expressed concern that unusual trading activity in the Company stock recently appeared to be related to mass e-mail stock pick recommendations from Penny Stock Finders, Penny Stock Scholar and Secret Stock Promotor on July 24, 2019.  A copy of the Press Release in attached hereto as Exhibit 99.1.

 

The information in this Current Report on Form 8-K furnished pursuant to Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liability under that section, and they shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. By filing this Current Report on Form 8-K and furnishing this information pursuant to Item 7.01, The Company makes no admission as to the materiality of any information in this Current Report on Form 8-K, including Exhibit 99.1, that is required to be disclosed solely by Regulation FD.

 

ITEM 9.01:      FINANCIAL STATEMENTS AND EXHIBITS

 

 

 

 

Item

 

Title

 

 

 

99.1

 

Press Release

 

 

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 hereunto duly authorized.

 

 

FIELDPOINT PETROLEUM CORPORATION

Date: July 29, 2019

 

By: /s/ Phil Roberson

Phil Roberson, President 

 

 

 

 

 EX-99.1 2 fieldpoint_99ez1.htm PRESS RELEASE

FIELDPOINT PETROLEUM CORPORATION REPORTS UNAUTHORIZED PROMOTIONAL ACTIVITY

 

 

AUSTIN, TX – July 26, 2019 – FieldPoint Petroleum Corporation (OTC: FPPP) today announced that it was made aware of promotional activity in relation to the Company’s common stock.  As required by the OTCQB Policy on Stock Promotion the Company announces that:

 

1.a)The Company became aware of the promotional activities when they were contacted by the OTCQB on July 24, 2019. 

 

1.b)As a result of the promotional activities the trading price of the Company’s common stock has risen from $0.035 to $0.1544 with a high of $0.23. 

 

1.c)The promotion was in the form of a mass e-mail stock pick recommendations from Penny Stock Finders, Penny Stock Scholar and Secret Stock Promotor on July 24, 2019. 

 

2.)The Company and its officers had no knowledge of, were not involved, directly or indirectly, with the creation, distribution, or payment of promotional activities. 

 

3.)The Company has reviewed the statements in the promotional material and confirm they are materially correct with the following exceptions: 

 

The statement made in relation to “FPPP States Critical Business Strategy Could Lead to Big Moves.  Going forward, we expect to continue to largely rely on experienced drilling and operating partners for these projects such as we have done with Cimarex in the Lusk Field and Riley Exploration in the Ranger project.”  We do not have any current plans for development with either of those operators or in either of the associated fields.

 

The statement made in relation to the number of gross wells the company participates in as “480 gross producing wells.”  The correct number of gross wells is 386.

 

4.After an investigation by management, the Company confirms that to its knowledge none of its directors, control persons, controlling shareholders or any third party service providers have directly or indirectly been involved in any way with the creation, distribution, or payment of the promotional materials related to the Company or its security. 

 

5. After investigation by management the Company confirms that none of its directors and control persons, it officers directors, controlling shareholders or any third-party service providers have sold or purchased the Company’s securities within the past 90 days.  

 

6.The Company has not engaged any third-party providers of investor relations, public relations, marketing or other related services including the promotion of the Company or its securities in the last 12 months. 

 

ABOUT FIELDPOINT PETROLEUM CORPORATION

 

FieldPoint Petroleum Corporation is engaged in oil and natural gas exploration, production and acquisition, primarily in Louisiana, New Mexico, Oklahoma, Texas and Wyoming. For more

information, please visit www.fppcorp.com.

 

This press release may contain projection and other forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Act of 1934, as amended. Any such projections or statement reflect the company’s current views with respect to future events and financial performance. No assurances can be given, however, that these events will occur or that such projections will be achieved and that actual results could differ materially from those projected. A discussion of important factors that could cause actual results to differ from those projected, such as decreases in oil and natural gas prices and unexpected decreases in oil and natural gas production is included in the company’s periodic reports filed with the Securities and Exchange Commission (at www.sec.gov)

Contact: Phillip Roberson, President/CFO (512) 579-3560 or proberson@fppcorp.com

  Or Roger Bryant, Executive Chairman (214) 215-9130 

  Corporate Headquarters:  609 Castle Ridge Rd, Ste 335, Austin, TX 78746