Item 1.01 Entry Into a Material Definitive Agreement

Source Press Release
Company Black Ridge Oil & Gas, Inc. 
Tags Debt Financing, Financing
Date February 21, 2019

On February 20, 2019, Black Ridge Oil & Gas, Inc. (the “Company”) loaned $100,000 to Black Ridge Acquisition Corp. ("BRAC") and was issued a convertible promissory note to evidence such loan (the "Note"). The loan is unsecured, non-interest bearing and is payable at the consummation by BRAC of a merger, share exchange, asset acquisition, or other similar business combination, with one or more businesses or entities (a “Business Combination”). Upon consummation of a Business Combination, the principal balance of the note may be converted, at the Company's option, to units at a price of $10.00 per unit. The terms of the units will be identical to the units issued by BRAC in its initial public offering, except the warrants included in such units will be non-redeemable and may be exercised on a cashless basis, in each case so long as they continue to be held by the Company or its permitted transferees. If the Company converts the entire principal balance of the convertible promissory note, it would receive 10,000 units. If a Business Combination is not consummated, the note will not be repaid by BRAC and all amounts owed thereunder by BRAC will be forgiven except to the extent that BRAC has funds available to it outside of its trust account established in connection with the initial public offering.

Source: EvaluateEnergy® ©2019 EvaluateEnergy Ltd