BRLL 8-K
Barrel Energy Inc. (BRLL)
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): February 9, 2021
| BARREL ENERGY, INC. |
| (Exact name of registrant as specified in its charter) |
| Nevada | 333-201740 | 47-1963189 | ||
| (State or other jurisdiction of incorporation) | (Commission File No.) | (IRS Employer Identification No.) |
| 8275 S. Eastern Ave, Suite 200, Las Vegas, Nevada | 89123 | |
| (Address of principal executive offices) | (Zip Code) |
1-702-595-2247
Registrant’s telephone number, including area code
____________________________________________
(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 obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act: None
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Section 8 - Other Events
Item 8.01 Other Events.
Roshan Energy
On February 9, 2021, the Company entered into a Memorandum of Understanding with Roshan Energy Technologies Pvt. Ltd. (“Roshan Energy”) of Hyderabad, India. The business relationship concerns proposed product and technology development in the Green Energy sector. More specifically, Barrel would assist Roshan Energy in arranging financing to build a lithium battery manufacturing facility in India at a cost estimated at US$20,000,000.
Roshan Energy would provide all technical knowledge in establishing a separate United States facility for lithium battery manufacturing and assembly to be developed and operated by the Company.
Under the arrangement, the Company would acquire a majority stake in Roshan Energy, with Company representation on Roshan Energy’s Board of Directors. Roshan Energy executive management would participate in management of the United States lithium battery unit to be established by the Company.
This description of the Memorandum of Understanding is qualified in its entirety by the actual Memorandum of Understanding.
ZB Products, Inc,
The Company previously entered into a non-binding Letter of Intent to acquire ZB Products, Inc., a consumer products company in the business of producing and marketing sporting goods apparel and safety apparel. This transaction has not moved forward due to the effect of COVID-19 on youth sports programs.
Hemp
Barrel has maintained its lease of 602 acres of land in Tehama County, California. The Land is located in an agricultural area approximately 5 miles west of the town of Cornell, California. Because of COVID-19, the County indicated it would not be able to process the Company’s application to grow hemp on the property until fall 2020. This would have been well after the crop’s growing season. The Company is considering whether to apply to the County during 2021.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
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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 hereunto duly authorized.
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| BARREL ENERGY, INC. |
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| Date: February 11, 2021 | By: | /s/ Harpreet Sangha |
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| Name: | Harpreet Sangha |
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| Title: | Chairman |
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EXHIBIT 99.1
Memorandum of Understanding
This Memorandum of Understanding (“MOU”) is made effective the 9th February 2021 (the “Effective Date”), and sets the terms and understanding by and between the parties of;
Roshan Energy Technologies Pvt. Ltd. (Roshan Energy), with an address at 10-2-99/1, No. 304, Sterling Grand CVK, West Marredpally, Hyderabad – 500026, Telangana, India,
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Barrel Energy Inc. (‘Barrel’), with an address at 8275 S. Eastern Ave. Suite 200, Las Vegas, USA 89123.
Purpose: This MOU will cover, but not be limited to proposed product development, technology I.P., investment agreements and various undertakings in the Green Energy sector.
Approach and Reporting: The two companies are to develop an effective overall cooperative business process that will be flexible based on future work agreements.
Duration: This MOU shall become effective upon signature by the authorized offices from Barrel and Roshan Energy. The MOU will remain in effect until modified, replaced by a Definitive Agreement or terminated by mutual consent.
WHEREAS, in connection with the establishment of a business relationship between the parties whereby Barrel and Roshan Energy will enter an agreement where capital for development, expansion and research will be provided by Barrel; The technology, operations, R&D and products will be provided by Roshan Energy as part of the agreement.
The parties set forth their understandings under this MOU with respect to the duties and general terms of the future Definitive Agreement as follows:
Roshan Energy will perform the following:
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| 1. | Roshan Energy will allow Barrel Energy to hold a majority stake in the company with management team and Board member control as may be desired. |
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| 2. | Roshan Energy will establish Lithium Battery Manufacturing/assembly in India with a project cost of approximately USD 20 million and aim for a business revenue of 60 million USD within 3 years in India. |
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| 3. | Roshan Energy will provide all technical knowhow in establishing the US manufacturing unit for the Lithium Battery manufacturing and assembly. |
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| 4. | Roshan Energy will front end research efforts will be carried out by us in collaboration with IISc, IITs, KIST, etc. |
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| 5. | Designing and planning of custom requirements for customer projects across the globe. |
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| 6. | Training of resources and employees in all the regions. |
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| 7. | For India project, we are responsible for project development and Business execution as committed and supported the Management team with the potential to hold an IPO within 5 years from the date of commercial production. |
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| 8. | Indian facilities will remain available for use American trials, product development and for Training. |
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| 9. | Roshan Energy are responsible to understand America market requirements and accordingly provide product execution, technology and support in conjunction with Barrel’s team. |
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| 10. | For new business/customer acquisition and expansion, Roshan Energy will extend the support with existing members. |
Barrel will perform the following activities:
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| 1. | Proper Joint Venture agreements to execute Projects in India, North America and anywhere else required within product framework |
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| 2. | Financial support to India Project as well as to raise funds as may be required |
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| 3. | Proper agreements and Exit policy to the initial shareholders |
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| 4. | Barrel will appoint Mr.Gaffoor as CEO for India Project and Chief Technical Advisor For America Project protecting his long term interest with adequate remuneration as may be deemed by Barrel. |
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| 5. | Customer acquisition and business expansion must be handled by Barrel. |
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| 6. | Export business using Barrel brand and good office contacts with support from Indian and American Facilities. |
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IN WITNESS WHEREOF, by their signatures below, the parties have caused this Memorandum of Understanding to be executed and effective as of the Effective Date.
| For Barrel Energy Inc. |
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| /s/ Harpreet Sangha |
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| Harpreet Sangha, Chairman |
| 9th February 2021 |
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| For Roshan Energy Technologies Pvt. Ltd. |
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| /s/ Mr. S.A. Gaffoor |
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| Mr. S.A. Gaffoor, CEO & Founder |
| 9th February 2021 |
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