BALD EAGLE ENERGY INC. company history: the story so far

History

A former mineral shell company turned to Alaska North Slope oil and gas leases in 2008, funded by small share placements, then deregistered from SEC reporting in 2009.

2008: A change of control and a new direction

Bald Eagle Energy Inc., formerly Columbus Ventures Inc., began as an exploration-stage mineral company incorporated in Nevada in 2005. On March 20, 2008, sole officer and director Lubow Klauser agreed to sell 2,000,000 shares to Alvaro Vollmers and 8,000,000 to John Graham Roden, and to surrender 15,000,000 shares for cancellation, for $1.00. Of 32,517,150 shares then outstanding, 17,517,150 would remain, and Vollmers was expected to replace her as director. Closing was expected around March 31, 2008, but the filings seen do not confirm it.

On April 18, 2008 the company agreed to buy six oil and gas leases on Alaska's North Slope, covering 18,418 acres, from Daniel Donkel and Samuel Cade for $621,607.50, paid in installments. It let its British Columbia mineral claims lapse and said it would act as a non-operator, meaning it would seek joint ventures with companies that have drilling expertise.

2008-2009: Funding, closing and deregistration

The company paid for the leases through eight private placements between April and December 2008, each of a share plus a warrant (a right to buy another share later). They raised about $1,171,500, but prices fell from $1.00 a share in April to $0.15 in December, and 2,441,667 warrants were outstanding. The company also owed a $59,935 loan from Vollmers, whose repayment is not reported. Its head office moved from Blaine, Washington, to Dallas and then to The Woodlands, Texas. Andrew Harper later signed filings as chief executive; the filings do not explain the change.

On November 7, 2008 the purchase closed, with the full price paid. The company held 100% of the working interest (78.33% net revenue interest), with the sellers keeping a 5% overriding royalty and the State of Alaska taking 16.67%. The leases' primary term runs to January 31, 2012. This ended its status as a shell company. The record shows no joint venture partner or drilling funding. On September 28, 2009 it deregistered its securities, ending its duty to file reports with the SEC.

Written from the 5 story beats below (2008 to 28 Sept 2009), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

2009

28 Sept
BALD EAGLE ENERGY INC. deregistered its securities, ending its obligation to file reports with the SEC.
listing compliance notice

2008

13 Nov
On November 7, 2008 the company closed the purchase of the six Alaska North Slope leases (18,418 acres) from Daniel Donkel and Samuel Cade, saying the full $621,607.50 price has been paid. It now holds 100% of the working interest (78.33% net revenue interest), with the sellers keeping a 5% overriding royalty on top of the State of Alaska's 16.67%; this resolves the open thread on completing the lease payments and assignment. The filing says the company was a shell company before closing and that this changes that status; it repeats that it plans to be a non-operator seeking joint ventures, and the lease primary term runs to January 31, 2012.
asset acquisition disposition
24 Apr
On April 18, 2008 the company agreed to buy six oil and gas leases on Alaska's North Slope (18,418 acres in total) from Daniel Donkel and Samuel Cade for $621,607.50, paid in installments through August 29, 2008, with $125,000 already paid. Once fully paid the company gets 100% of the record title, and the sellers keep a 5% overriding royalty. Missing a payment lets the sellers accelerate the balance or terminate and keep the leases and $125,000 as liquidated damages. The company let its British Columbia mineral claims lapse and now says it is changing its focus to oil and gas as a non-operator, seeking joint ventures with companies that have drilling expertise.
material agreement
26 Mar
The company signed a Share Cancellation Agreement with Lubow Klauser under which she will surrender 15,000,000 shares for cancellation in exchange for $1.00, with closing expected March 31, 2008. This is the cancellation step described in the control-change statement, and it reduces the number of shares outstanding.
material agreement
21 Mar
The company told shareholders of a coming change in control: on March 20, 2008, Lubow Klauser agreed to sell 2,000,000 shares to Alvaro Vollmers (for $2,000) and 8,000,000 shares to John Graham Roden (for $8,000), and to surrender 15,000,000 shares for cancellation. Vollmers is expected to replace her as sole director when the deal closes, expected on or about March 31, 2008. Of 32,517,150 shares outstanding, 17,517,150 would remain after the cancellation. No shareholder vote or action is required.
business combination