:CYNS.OB or The Coffee ExchangeThe Coffee Exchange
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Form 8-K for TOUCHSTONE RESOURCES USA, INC.
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25-May-2006
Entry into a Material Definitive Agreement, Financial Statements a
Item 1.01 Entry into a Material Definitive Agreement
On May 19, 2006, Touchstone Resources USA, Inc. (the "Company"), entered into a lease agreement (the "Agreement") with Trizec Texas CS Limited Partnership, ("Trizec"), for approximately 15,000 rentable square feet of office space located at Three Allen Center, 333 Clay Street, Suite 3900, Houston, Texas. The Agreement term is ten years and six months commencing on August 1, 2006. The Company will pay approximately $15,000 per month in base rent for the first 63 months and approximately $18,500 per month in base rent for the remaining lease term, subject to adjustment under certain conditions. In addition to the base rent, the Company is responsible under the Agreement for certain operating expenses and taxes with respect to the leased premises for the duration of the lease term. The Company has one option to renew the lease for an additional five years at the then-prevailing market rate. The Agreement also provides that the Company will indemnify and hold Trizec harmless from and against certain liabilities, damages, claims, costs, penalties and expenses arising from the Company's conduct related to the property.
A copy of the Agreement is attached hereto as Exhibit 10.1.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
Exhibit No. Description
10.1 Lease dated May 19, 2006.
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Cygnus Oil and Gas Corporation, a development stage energy company, engages in the exploration, development, and production of oil and gas in the United States and New Zealand. It has interests in 13 oil and gas projects. The company owns a non operating 24.98% working interest in State Lease 17742 in offshore Louisiana; a 17.82% operating interest in approximately 4,000 acres in Wharton and Jackson counties in multiple prospect areas; a 18.56% non operating working interest in Petroleum exploration permit 38722 in the Taranaki Basin; and a 5.95% non operating working interest in Petroleum Exploration Permit 38479 in New Zealand. It also owns non operating interests between approximately 27% and 68% in approximately 60,000 gross acres in the Black Warrior Basin in northern Mississippi; a non operating 15% working interest in 3 producing wells and the associated leasehold in approximately 1,600 acres in south Texas; a non operating 4.85% working interest in 3 wellbores and the associated leasehold in approximately 1,425 acres in Zapata County in south Texas; and a 15.84% working interest in 1 wellbore and the associated leasehold in approximately 1,600 acres in south Texas. In addition, the company owns a 50% operated working interest in approximately 11,000 leasehold acres in McIntosh County, Oklahoma; and a 45% non operated working interest in approximately 150,000 leased and committed acres in Woodruff, Monroe, and St. Francis counties. As of May 19, 2006, it had net estimated proved developed producing and proved developed non producing reserves of approximately 81.1 thousand barrels of oil and 607.3 million cubic feet of gas in Texas and Louisiana. Cygnus Oil and Gas, formerly known as The Coffee Exchange, Inc., was formed in March 2001. It changed its name to Touchstone Resources USA, Inc. in March 2004 and to Cygnus Oil and Gas Corporation in June 2006. The company is headquartered in Houston, Texas.