U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: June 15, 2005
TIDELANDS OIL & GAS CORPORATION
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(Exact Name of registrant as specified in its Charter)
Nevada 0-29613 66-0549380
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State of Incorporation Commission File No. I.R.S. Employer
Identification No.
1862 West Bitters Rd. San Antonio, TX 78248
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number,( 210 ) 764 - 8642
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(Registrant's former name and address)
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 below:
[ ] 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 (17CFR 240-14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240-13e-4(c))
Item 8.01 Other Events
IMPACT INTERNATIONAL, LLC WARRANT EXERCISE
On June 9, 2005, Impact International, LLC notified us of its intent to
exercise its common stock warrant for Seven Million Five Hundred Thousand
(7,500,000) common shares. Inpact tendered payment in the form of a promissory
note in the amount of $2,512,000. The note will reduce and offset our principal
balance owed under the Purchase and Sale of Agreement dated May 25th, 2004
whereby we acquired the Eagle Pass pipeline. Presently, we are completing the
documentation and expect to issue the shares in the very near future.
MERCATOR GROUP OF COMPANIES ASSIGN PORTION OF THEIR DEBENTURES AND WARRANTS
On June 1, 2005, Mercator Momentum Fund, Mercator Momentum Fund III and
Monarch Pointe Fund, (collectively "Mercator Funds") have assigned Five Hundred
Thousand ($500,000) Dollars of their outstanding 7% Convertible Debentures to
Robinson Reed, Inc., a British Virgin Islands International Business Company.
Robinson Reed, Inc. is a managed account for M.A.G. Capital, Inc. which acts as
an investment advisor.
Additionally, the Mercator Funds assigned Robinson Reed, Inc. a total of
328,948 common stock purchase warrants representing 164,474 $0.80 common stock
warrants and 164,474 $0.87 common stock warrants. Subsequently, Robinson Reed,
Inc. assigned M.A.G. Capital, LLC a toal of 82,236 common stock purchase
warrants representing 41,118 $0.80 Warrants and 41,118 $0.87 Warrants.
In connection with the above assignments, we entered into an Addendum to
the November 18, 2004 Securities Purchase and Registration Rights Agreements
with the Mercator Funds and M.A.G. Capital, LLC (formerly Mercator Advisory
Group, LLC) and Robinson Reed, Inc. Robinson Reed, Inc. has agreed to be bound
by the terms and conditions under the Securities Purchase and Registration
Rights Agreements and certified that all of the representations and warranties
made by the Holders are true and correct with respect to Robinson Reed, Inc.
SANDERS MORRIS HARRIS
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On June 14, 2005, we ended our financial advisory relationship with Sanders
Morris Harris.
Item 9.01 Financial Statements and Exhibits
Exhibits
10.0 Addendum to Stock Purchase Agreement dated June 1, 2005 (Securities
Purchase Agreement dated November 18, 2004 filed on Form 8-K November 22,
2004 as Exhibit 10.1)
10.1 Addendum to Registration Rights Agreement dated June 1, 2005 (Registration
Rights Agreement dated November 18, 2004 filed on Form 8-K November 22,
2004 as Exhibit 10.5)
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.
TIDELANDS OIL & GAS CORPORATION
Dated: June 15, 2005
/s/ Michael Ward
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By: Michael Ward
Title: President