UNITED STATES
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) December 14, 2005
ALTEX INDUSTRIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-09030 84-0989164
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(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
PO Box 1057, Breckenridge, Colorado 80424-1057
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (303) 265-9312
Check the appropriate box below if the Form 8K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[_] Written communications pursuant to Rule 425 under the Securities Act
[_] Soliciting material pursuant to Rule 14a12 under the Exchange Act
[_] Pre-commencement communications pursuant to Rule 14d2(b) under the
Exchange Act
[_] Pre-commencement communications pursuant to Rule 13e4(c) under the
Exchange Act
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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On December 14, 2005, at an Oil & Gas Asset Clearinghouse auction in
Houston, Texas, Altex Oil Corporation ("AOC"), a wholly-owned subsidiary of
Registrant, agreed to sell all of its non-operated working interests in
producing oil and gas wells in Wyoming to Wellstar Corporation for approximately
$1.85 million in cash, net of selling expenses; all of its operated working
interests in producing oil and gas wells to Chaparral Energy, LLC for
approximately $335,000 in cash, net of selling expenses; and all of its
overriding royalty interests in producing oil and gas wells in Wyoming to Penroc
Oil Corporation for approximately $180,000 in cash, net of selling expenses. The
transactions are subject to rescission and pricing adjustments under certain
conditions, and closing of the transactions cannot be assured.
AOC retains working and overriding royalty interests in the
Bluebell-Altamont Field in Utah, an overriding royalty interest in undeveloped
properties in the Standard Draw and Echo Springs Fields in Wyoming, and an
interest in an application for leases under the Combined Hydrocarbon Leasing Act
of 1981 in the Tar Sands Triangle Area of Utah.
Altex Industries, Inc. (the "Company") intends to reinvest the proceeds of
the sale either in interests in oil and gas properties or otherwise. There can
be no assurance as to if and when any such reinvestment would be made.
"SAFE HARBOR" STATEMENT UNDER THE UNITED STATES PRIVATE
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SECURITIES LITIGATION REFORM ACT OF 1995
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Statements that are not historical facts contained in this Form 8-K are
forward-looking statements that involve risks and uncertainties that could cause
actual results to differ from projected results. Factors that could cause actual
results to differ materially include, among others: general economic conditions;
the market price of oil and natural gas; the risks associated with exploration
and production in the Rocky Mountain region; the Company's ability to find,
acquire, market, develop, and produce new properties; operating hazards
attendant to the oil and natural gas business; uncertainties in the estimation
of proved reserves and in the projection of future rates of production and
timing of development expenditures; the strength and financial resources of the
Company's competitors; the Company's ability to find and retain skilled
personnel; climatic conditions; availability and cost of material and equipment;
delays in anticipated start-up dates; environmental risks; the results of
financing efforts; and other uncertainties detailed in the Company's 2004 Annual
Report filed on Form 10-KSB with the Securities and Exchange Commission.
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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 thereunto duly authorized.
Dated: December 18, 2005 By: /s/ Steven H. Cardin
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Chief Executive Officer and
Principal Financial Officer
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