Each one in plain English, with the numbers worked through for a shareholder.
1 Aug 2011capital raising announcement▼ BadMajor
On July 26, 2011 Alamo agreed to sell about $1,310,621 of discount convertible debentures, plus three series of warrants over 2,621,241 shares, for about $1,114,000. The debentures are unsecured, due in two years, pay 5% and convert at $1.00, but the conversion price (and warrant prices) can reset downward to as low as $0.50 from the earlier of the registration's effectiveness or February 1, 2012, so dilution could be larger. The three KYTX subsidiaries guarantee repayment. Alamo must file a resale registration within 45 days, and Rodman & Renshaw, the placement agent, gets a 7% fee and warrants over 91,743 shares. This is a new debt source separate from the Eurasian facilities.
On June 21, 2011 Alamo's subsidiary KYTX Oil and Gas signed a one-year oil and gas lease with Donnie and Brenda Patrick on land in Knox County, Kentucky, for $10,000 plus a 12.5% royalty on oil and gas and a $10,000 minimum annual royalty. An accompanying press release says this adds about 2,500 acres and describes the KYTX group as holding 71 wells on 4,040 acres, a 23-mile pipeline and a drilling rig (company statements, not verified). It builds on the April 2011 KYTX acquisition.
On June 21, 2011 Alamo borrowed another $400,000 from Eurasian under the $2,400,000 agreement of April 2011. The note is 8%, due April 12, 2014, convertible at $1.00 a share, with 400,000 warrants at $1.25 for five years. It continues the Eurasian borrowing and adds potential dilution if converted or exercised.
17 June 2011asset acquisition disposition● Neutral
This amends the April 12, 2011 filing on the Kentucky acquisition. It adds audited financial statements for the three acquired companies and pro forma financial information, and it amends the amount received in the first instalment of the new Eurasian facility. The purchase terms in the visible text are unchanged ($6,775,000, with 8,500,000 shares). The amended instalment figure is not in the text provided, and the financial figures are not visible either.
On May 24, 2011 Alamo borrowed $50,000 from Eurasian, the first draw reported under the new $2,400,000 agreement of April 2011. Its terms differ from the 2009 facility: 8%, due April 12, 2014, convertible at $1.00 a share, with 50,000 warrants at $1.25 for five years. The higher conversion and warrant prices mean less dilution per dollar borrowed than the earlier notes.
On April 19, 2011 Alamo signed a third advisory board agreement, with David Henderson, on the same terms as before: at least four meetings a year at $1,000 each and 100,000 shares subject to vesting. The filing also confirms that Alamo is obliged to issue 100,000 shares each to Terry Davis and Richard Edmonson. Together the three advisors add about 300,000 shares of potential dilution.
On April 12, 2011 Alamo bought all the membership interests in three Kentucky companies (KYTX Oil and Gas, KYTX Pipeline and KYTX Drilling) from Range Kentucky Holdings for $6,775,000: $400,000 cash and 8,500,000 new shares valued at $0.75. For 5,500,000 of those shares the seller has price protection for up to 24 months: if the 10-day average price falls to $0.60 or $0.35 or below, it can elect to have extra shares issued, which would dilute other holders. Alamo must also register 3,000,000 of the shares for resale and agreed to a development agreement covering certain Kentucky counties. The seller will provide accounting services at cost plus 10%. The same day Alamo took a final $115,095 under the 2009 Eurasian facility and signed a new Eurasian facility of up to $2,400,000, with a first instalment of $460,000 and 460,000 warrants. This is a much larger Kentucky commitment than the earlier small Taylor program units. The filing text provided is cut off before the rest of the new facility's terms.
On March 28, 2011 Alamo signed an advisory board agreement with Terry W. Davis. He will help with introductions and advice, attend at least four meetings a year for $1,000 per meeting, and receive 100,000 shares subject to vesting. Either side can end it at any time. It repeats the October 2010 Edmonson arrangement and adds a small amount of dilution.
On March 1, 2011 Alamo borrowed another $160,000 from Eurasian under the original $2,000,000 agreement, on the same terms: 8%, due November 18, 2012, convertible at $0.50, with 160,000 warrants at $1.00 for five years. It is the largest single draw since the facility's first instalment in November 2009, and adds to possible dilution.
On February 8, 2011 Alamo borrowed another $100,000 from Eurasian under the original $2,000,000 agreement from November 2009. The note is 8%, due November 18, 2012, and convertible at $0.50 a share, with 100,000 warrants at $1.00 for five years. This continues the drip-feed of borrowing from Eurasian, and conversion or exercise could dilute shareholders.
16 Dec 2010capital raising announcement● NeutralMajor
On December 15, 2010 Alamo borrowed another $75,000 from Eurasian under the original $2,000,000 agreement (8% note due November 18, 2012, convertible at $0.50, with 75,000 warrants at $1.00 for five years). That brings the total to roughly $1.6 million by my sum of the filings' figures (an inference), leaving about $400,000 undrawn. The same day it exercised its option under the Allied participation agreement to join the recompletion of the WVIC D-12 well on the Eco Forrest Lease (about 493 acres, Ritchie County, West Virginia). The filing gives no cost or interest for that well; the press release calls it the third Allied re-entry well.
On October 18, 2010 Alamo signed an advisory board agreement with Richard Edmonson, who will help with introductions to partners and investors, attend at least four meetings a year for $1,000 per meeting, and receive 100,000 common shares subject to vesting. The agreement can be ended at any time by either side. The share grant adds a small amount of dilution.
On October 15, 2010 Alamo and Allied amended their West Virginia agreements. The Dillon #1 well in Pleasants County is replaced with the Goose Creek #4 re-entry well in Ritchie County, and an accounting-procedures exhibit is added to the operating agreements. The press release says work is expected to start shortly after unseasonal weather delayed operations, and repeats the company's belief that the well could produce up to 20,000 barrels. This changes the August announcement, which named Dillon #1; the filing does not say why.
On September 24, 2010 Alamo borrowed another $40,000 from Eurasian under the original $2,000,000 agreement (8% note due November 18, 2012, convertible at $0.50, with 40,000 warrants at $1.00 for five years). Summing the notes in these filings gives roughly $1.52 million drawn, an inference from the filings' own figures. Conversion could dilute shareholders.
On September 3, 2010 Alamo agreed to pay $97,500 to Berry Resources for 6.5 units in Berry Prospect #22-A, two wells to be drilled in Tennessee. Each unit is about 3.33% working interest (about 2.33% net revenue interest) in each well, and Berry will operate. On September 7 it also borrowed $70,000 from Eurasian (8%, due November 18, 2012, convertible at $0.50, 70,000 warrants at $1.00), stated to be under the original $2,000,000 agreement. The press release says about $1,484,000 of that commitment has been received, and that a first well has been drilled with 110 feet of pay; it places the lease in Fentress County, not Pickett County as the filing does. Tennessee is a new state for the company.
On August 18, 2010 Alamo issued Eurasian a $150,000 note (8%, due November 18, 2012, convertible at $0.50) with 150,000 warrants at $1.00 for five years. It is another draw on the Eurasian financing (inference; the filing does not name the facility). Conversion or warrant exercise could dilute existing shareholders.
