EDGARfilings Electronic EDGAR Proof Job Number: 8-K 6-16-2011 Filer: Houston American Energy Corp Form Type: 8-K Reporting Period / Event Date: 06/16/11 Customer Service Representative: Matthew Smith Revision Number: 0 This proof may not fit on letter-sized (8.5 x 11 inch) paper. If copy is cut off, please print to a larger format, e.g., legal-sized (8.5 x 14 inch) paper or oversized (11 x 17 inch) paper. Accuracy of proof is guaranteed ONLY if printed to a PostScript printer using the correct PostScript driver for that printer make and model. (this header is not part of the document)
EDGAR Submission Header Summary Submission Type 8-K Live File on Return Copy on Exchange NYSE Confirming Copy off Filer CIK 0001156041 Filer CCC xxxxxxxx Period of Report 06/16/11 Item IDs 8.01 9.01 Notify via Filing website Only off Emails ef-notify@thomsonreuters.com jjj@houstonamericanenergy.com mws.law@earthlink.net jft@houstonamericanenergy.com Documents 8-K form8-k.htm Houston American Energy Corp 8-K 6-16-2011 EX-99.1 ex99_1.htm Exhibit 99.1 GRAPHIC ex99_16.jpg GRAPHIC logo.jpg GRAPHIC logo2.jpg Module and Segment References
Filer: Houston American Energy Corp Form Type: 8-K Period: 06/16/11 Job Number: 8-K 6-16-2011 Rev: 0 Sequence: 1 Submission: Document Name: form8-k.htm Saved: 6/16/2011 18:00:14 Printed: 6/16/2011 22:35:52 EDGARfilings Description: Houston American Energy Corp 8-K 6-16-2011 Matthew Smith Created using EDGARizer 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): June 16, 2011 HOUSTON AMERICAN ENERGY CORP. (Exact name of registrant as specified in Charter) Delaware 1-32955 76-0675953 (State or other jurisdiction of incorporation or (Commission File No.) (IRS Employer Identification No.) organization) 801 Travis Street, Suite 1425 Houston, Texas 77002 (Address of Principal Executive Offices)(Zip Code) 713-222-6966 (Issuer Telephone number) (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 obligations of the registrant under any of the following provisions (see General Instruction A.2. below): o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 1
Filer: Houston American Energy Corp Form Type: 8-K Period: 06/16/11 Job Number: 8-K 6-16-2011 Rev: 0 Sequence: 2 Submission: Document Name: form8-k.htm Saved: 6/16/2011 18:00:14 Printed: 6/16/2011 22:35:52 EDGARfilings Description: Houston American Energy Corp 8-K 6-16-2011 Matthew Smith Created using EDGARizer Item 8.01. Other Events On June 16, 2011, management of Houston American Energy Corp (the Company ) was advised that Hupecol LLC ( Hupecol ) had retained Scotia Waterous for purposes of evaluating a possible transaction (a Transaction ) involving the monetization of the La Cuerva exploration and production contract covering approximately 47,950 acres in Colombia. The Transaction may involve the sale of some or all of the assets and operations of the subject properties, an exchange or trade of assets, or other similar transaction and may be effected in a single transaction or a series of transactions. Scotia Waterous has established a process whereby interested parties may evaluate a potential Transaction with the objective of completing one or more Transactions before year-end 2011. Attached as Exhibit 99.1 is an excerpt of information posted on the website of Scotia Waterous relating to the proposed Transaction and the interests being offered. Neither this Form 8-K nor Exhibit 99.1 attached constitutes an offer of the properties described or of any securities. Item 9.01 (d) Financial Statements and Exhibits. Exhibits 99.1 Excerpt from Scotia Waterous website describing properties offered for sale by Hupecol by Scotia Waterous 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. HOUSTON AMERICAN ENERGY CORP. Dated: June 16, 2011 By: /s/ James J. Jacobs James J. Jacobs, Chief Financial Officer 2
Filer: Houston American Energy Corp Form Type: 8-K Period: 06/16/11 Job Number: 8-K 6-16-2011 Rev: 0 Sequence: 1 Submission: Document Name: ex99_1.htm Saved: 6/16/2011 17:56:50 Printed: 6/16/2011 22:35:53 EDGARfilings Description: Exhibit 99.1 Matthew Smith Created using EDGARizer Exhibit 99.1 Scotia Waterous (USA) Inc. ( Scotia Waterous ) has been retained as exclusive financial advisor by Hupecol (the Company ) to explore alternatives to optimize the Company s portfolio, including the divestment of Hupecol s interest in the La Cuerva block in Colombia s Llanos Basin (the Offering ).
Filer: Houston American Energy Corp Form Type: 8-K Period: 06/16/11 Job Number: 8-K 6-16-2011 Rev: 0 Sequence: 2 Submission: Document Name: ex99_1.htm Saved: 6/16/2011 17:56:50 Printed: 6/16/2011 22:35:53 EDGARfilings Description: Exhibit 99.1 Matthew Smith Created using EDGARizer BACKGROUND TO SALE Hupecol is a private E&P company founded in 1998 and headquartered in Houston, Texas with a branch office in Bogotá, Colombia. The Company strategically explores and develops assets through seismic acquisition and drilling programs. Hupecol employs a wildcatter s perspective, as shown when they entered Colombia in 1998, several years before the region caught on with many international players. OFFERING OVERVIEW Hupecol is offering the La Cuerva block in the prolific Llanos Basin of Colombia with a combination of existing production, infill and step-out locations, ready to drill prospects, and additional exploration potential. The contract was awarded by Colombia s National Hydrocarbons Association (ANH) in 2008 and is held 100% by Hupecol. The contract resides in Hupecol Cuerva, LLC a Delaware-based entity, and is operated by another subsidiary, Hupecol Operating, LLC. The La Cuerva block is comprised of approximately 47,950 gross acres. In keeping with Company strategy, Hupecol has acquired and processed 3- D seismic data over the block and has amassed an inventory of high-quality prospects and over 50 identified ready-to-drill locations. Third-party reserves for La Cuerva, estimated by Petrotech Engineering Ltd. ( Petrotech ), show net proved reserves of 6.1 MMbbl and 2P volumes estimated at 16.3 MMbbl with a PV-10% value of approximately US$435 million based on a 3/31/2011 effective date. Possible reserves and prospective resources of 3.5 and 3.7 MMbbl, respectively, have also been identified. Hupecol has been successful in growing its production rate since acquiring the La Cuerva block in 2008. Production rates averaged approximately 2,900 bbl/day (June 2011) from 12 wells with oil gravities around 21o API. Existing facilities onsite are capable of handling 18 Mbbl/day oil and 22 Mbbl/day water, with water disposal capacity of 15 Mbbl/day. These as-built specifications are currently more than sufficient to handle the current production, with modular expansions easily made for future growth. All-weather roads on the block allow for year-round production. In addition, Hupecol was awarded the LLA-62 block in 2011 through the ANH licensing round. The LLA-62 block is an adjoining block to La Cuerva and may also be considered as part of the Offering. Highlights of the Offering include: La Cuerva block in the Eastern portion of the Llanos Basin consisting of ~47,950 gross acres 100% WI, and operated by Hupecol Contract consists of an 8% royalty, and no X-factor, a considerable advantage over many other recently signed contracts Contract does not contain over-rides or preferential rights; all obligations have been met Opportunity to acquire current production with significant exploration and development upside Production of approximately 2,900 bbl/day (June 2011) Targeted reservoirs, typically in the Carbonera C3/C5/C7 reservoirs found between 3,500 and 4,500 ft TVD, have excellent production characteristics
Filer: Houston American Energy Corp Form Type: 8-K Period: 06/16/11 Job Number: 8-K 6-16-2011 Rev: 0 Sequence: 3 Submission: Document Name: ex99_1.htm Saved: 6/16/2011 17:56:50 Printed: 6/16/2011 22:35:53 EDGARfilings Description: Exhibit 99.1 Matthew Smith Created using EDGARizer Net 2P reserves of more than 16.3 MMboe certified by third-party reserve engineers Petrotech with a PV-10% of approximately US$435 million based on a 3/31/2011 effective date Proved: 6.1 MMbbl oil (47% proved developed); probable and possible: 13.8 MMbbl; 3.7 MMbbl of prospective resources identified Widespread 3-D seismic coverage over reservoirs of excellent quality Current infrastructure capable of handling existing production and identified upside Experienced field staff effectively managing field operations TRANSACTION PROCESS Companies interested in gaining access to confidential information are required to execute the Hupecol Confidentiality Agreement ( CA ). Interested parties are asked to send an executed CA to the attention of Matthew Jankovsky via email (matthew_jankovsky@scotiawaterous.com or by fax to +1 (713) 222-0572, followed by two originals to Scotia Waterous Houston office. Companies who participated in the 2009 Hupecol Colombia Offering are asked to review their prior executed CA which may be amended for this Offering. Once the CA has been approved, interested parties shall be provided access to the Virtual Data Room ( VDR ) which houses the vast majority of the confidential data. The Physical Data Rooms are located in Scotia Waterous Houston, Texas office as well as in Bogotá, Colombia. There, interested parties may review otherwise unavailable evaluation material including seismic data, and take part in a data room presentation given by Scotia Waterous staff. The expected timetable for the Offering, to be further defined during the process, is as follows: Milestone Date Virtual Data Room Available June 22, 2011 Physical Data Room Opens July 5, 2011 Proposals Due August 11, 2011