Item 1.01. Entry into a Material Definitive Agreement.
On
Pursuant to the Exchange Agreement, Mt. Emmons returned the Series A Shares to
the Company, which shares were subsequently cancelled, in exchange for
The Exchange Agreement contains customary representations and warranties. The
Exchange Agreement also includes a contractual lock-up, pursuant to which Mt.
Emmons agreed not to sell or transfer any of the Common Shares until
As a result of the transactions disclosed above, the Company no longer has any Series A Convertible Preferred Stock issued or outstanding.
The foregoing summary description of the Exchange Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Exchange Agreement, which is incorporated by reference as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 1.01.
Item 1.02. Termination of Material Definitive Agreement.
In connection with the entry into the Exchange Agreement, Mt. Emmons agreed to
terminate that certain Investor Rights Agreement by and between the Company and
Mt. Emmons dated as of
Item 3.02. Unregistered Sales of
As noted in Item 1.01 above, on
Item 8.01. Other Events.
On
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 10.1*# Exchange Agreement by and betweenU.S. Energy Corp. and Mt. Emmons Mining Company dated as ofDecember 31, 2020 99.1** Press release datedJanuary 7, 2021 *Filed herewith. **Furnished herewith.
# Certain schedules and exhibits have been omitted pursuant to Item 601(b)(5) of
Regulation S-K. A copy of any omitted schedule or exhibit will be furnished
supplementally to the
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