Each one in plain English, with the numbers worked through for a shareholder.
8 Aug 2012asset acquisition disposition● NeutralMajor
The Yorkshire Energy Holding and Yorkshire Trading acquisition was cancelled by mutual agreement of all parties on February 12, 2012, and the filing says all 100,000,000 shares issued for it were returned for cancellation, reversing that dilution. Separately, on March 2, 2012 the company agreed to acquire 60% of Xie He Holdings Ltd, a Hong Kong company with exclusive rights to superantigen technology used in cancer and HIV treatment, and says it has issued 50,000,000 restricted shares for it.
9 June 2011asset acquisition disposition● NeutralMajor
On March 22, 2011 the company agreed to acquire 100% of Yorkshire Energy Holding (rights to explore and drill for oil and gas in African countries) and Yorkshire Trading (switchgear products for the power industry) for 100,000,000 restricted shares. The same filing says the two October 28, 2010 deals, the 5,000,000-share Beijing Yihaotong stake and the 50,000,000-share Dongguan NaMing stake, were cancelled after due diligence, with no stock issued. This reverses the January 2011 Yihaotong deal and the December 2010 NaMing deal, so those planned share issues will not happen, while the Yorkshire deal adds a larger one.
The company agreed on November 27, 2010 to acquire 51% of Beijing Yihaotong Information Technology Co., Ltd, which holds technology for a mobile maternal and child health information platform and a remote home health care system, for 5,000,000 restricted shares. The filing says the acquisition is complete and the shares will be issued. This is another new business area and adds more dilution, continuing the string of share-funded acquisitions.
On October 28, 2010 C2E Energy agreed to acquire 51% of Dongguan NaMing New Material Science and Technology Co. Ltd, which has technology to convert rare earth elements into finished products, for 50,000,000 restricted shares. Another share-funded acquisition adding to dilution.
12 Nov 2010asset acquisition disposition● NeutralMajor
In October 2010 C2E Energy signed agreements with Beijing Jinyuan Taiye International: it must raise $128 million for 80% of 2 x 300MW gas power stations in Henan Province, $171 million for 80% of 2 x 600MW power stations in Inner Mongolia, and $2 million for 30% of Jinyuan Taiye itself. It also agreed on October 18 to buy Biomass Global Limited (waste-to-power) for 220,000,000 restricted shares. The fundraising requirements are obligations not yet shown as met, and the new share issue adds more dilution.
Now named C2E Energy, Inc., the company agreed on September 21, 2010 to buy C2E Energy Limited (methanol fuel), Biofuels New Technology Limited (renewable fuel from oil-bearing crops) and H2O New Solutions Limited (water treatment) for 190,000,000 restricted shares. It also says it has asked China's National Development and Reform Commission to evaluate and certify the coal-to-fuel technology, a process of about six months. Continues the August share-funded acquisitions and adds further dilution.
25 Aug 2010asset acquisition disposition▼ BadMajor
On August 10, 2010 the company agreed to buy C2E International Limited (coal-to-fuel technology), issuing 51,454,500 restricted shares to Interco Holdings, then a 6-for-1 reverse split effective September 8, 2010 (issued shares from 300,000,000 to 50,000,000), then 600,000,000 new restricted shares to the sellers, which the filing says changes control. Authorised common shares rise to 1 billion, and Arthur Johnson and Nick Theunissen will step down as President and Chairman but stay as directors. Existing holders are heavily diluted.
17 Mar 2010asset acquisition disposition● NeutralMajor
The H-Power acquisition is cancelled: an August 27, 2009 agreement became effective once its conditions were met, so the company disposes of its 51% stake and cancels the 65,000,000 shares issued for it. H-Power will repay money the company and its affiliates lent or advanced to it. This reverses the 2009 H-Power deals, and reverses the dilution.
Amends the H-Power deal: removing an addendum cuts the shares issued for the 51% stake from 95,000,000 to 65,000,000, a reduction of 30,000,000, and says the 65,000,000 shares have been issued.
23 June 2009asset acquisition disposition● NeutralMajor
On May 26, 2009 Odyssey Oil & Energy agreed to acquire 51% of H-Power (Pty) Limited, which holds the exclusive worldwide licence for Hybrid Battery Technology, for 95,000,000 shares. This is another new business direction and a large share issuance for existing holders.
24 June 2008asset acquisition disposition● NeutralMajor
On June 16, 2008 Odyssey agreed to buy Alg Bio Oils Limited (owner of Alg Western Oil (Pty) Ltd, South Africa) for 30,000,000 shares now, with more shares on benchmarks over two years. Alg Western has a letter of intent with Xstrata Alloys as preferred developer of a bio-fuel project using CO2 off-gas, which is only at the technology-study stage; the company's address is now in South Africa.
21 Nov 2007asset acquisition disposition● NeutralMajor
On November 20, 2007 Odyssey agreed to buy Uranium Acquisition Corp, whose sole asset is a 49% stake in MCA Uranium One (Pty) Ltd, which owns a uranium exploration prospect in the Bela Bela region of South Africa. It issues 5,000,000 shares now, with more shares to follow on benchmarks over two years, a move into uranium beyond the Texas oil interest.
This appears to be a re-filing of the original April 2006 8-K, with the same text as the April 26 filing. It carries no new information beyond the BBB Area 10% interest acquisition already described.
An amended version of the April 2006 filing, adding that the purchase and the CardioBioMedical disposal were approved by majority shareholder consent, that the old director resigned immediately after (not before) the deal, and that the name change took place April 20, 2006. The deal terms (10% BBB Area interest for 20,000,000 shares) are unchanged.
On April 21, 2006 the company bought a 10% working interest in the BBB Area, Wharton, Texas oil exploration project for 20,000,000 restricted shares, renamed itself Odyssey Oil & Gas, and disposed of CardioBioMedical, which reverses the 2005 merger: 22,077,509 shares go back to treasury and the 6,500,000-share warrant is cancelled. Arthur Johnson became President and sole director, and total shares outstanding after the deal were 31,097,500.
On September 23, 2005 the company (then Advanced Sports Technologies) acquired CardioBioMedical Corporation by merger, issuing up to 22,077,509 shares plus a warrant for 6,500,000 shares at $.01. CBM holds North American licence rights to a heart-disease diagnostic device that had not yet sold any units; the Better Buns licence had been terminated, and James Mongiardo replaced Curtis Olschansky as CEO, President and sole director. Not an oil and gas deal at this point.
The company (then named Advanced Sports Technologies, Inc.) dismissed its auditor Salberg & Company and hired Webb & Company, P.A. as of March 4, 2004. Salberg's reports on the 2003 and 2002 years had no adverse opinion but included a going-concern warning, and the filing states there were no disagreements.
