Past year: ▼ 89%(0.01c – 0.11c USD)
Each one in plain English, with the numbers worked through for a shareholder.
5 May 2017auditor change▼ Bad
RBSM LLP resigned as auditor on May 1, 2017, and the company engaged Pinaki & Associates, LLC to audit the years ended December 31, 2016 and 2017. RBSM never issued a report on the 2016 financial statements, and the filing says there were no disagreements or reportable events. This is the second auditor change since MaloneBailey was replaced by RBSM in September 2013. No reason for the resignation is given.
30 Jan 2017capital raising announcement▼ BadMajor
On January 24, 2017 the company signed a second settlement with Rockwell Capital Partners, which acquired at least $158,419.46 of company liabilities; a Florida court approved it on January 25, 2017. From Jan 6 to Jan 26, 2017 the company issued Rockwell 251,008,000 common shares. This is a very large further dilution on top of the 395,429,557 shares outstanding after the December 2016 issuances; the filing does not give a new total.
5 Jan 2017capital raising announcement▼ BadMajor
Around December 30, 2016 the company issued 150,000,000 restricted common shares each to Meyers Associates, L.P. and Gregory Traina (300,000,000 total) for placement agent and other services. Shares outstanding rose from 95,429,557 to 395,429,557, and the two holders together have 59.36% of voting power, which the filing reports as a change in control. This takes over from Crawford's Series A Preferred voting stake of November 2015, which was about 65% of votes before this issuance.
29 Dec 2016capital raising announcement▼ BadMajor
Under the Rockwell court order, the company issued 7,500,000 shares to an unrelated third party through Dec 21, 2016 and another 4,500,000 around Dec 27, 2016. Shares outstanding rose from 83,429,557 (as of the Dec 12 information statement) to 95,429,557. This is the first look at share dilution since the 35,944,750 shares shown on the Dec 31, 2013 balance sheet.
19 Dec 2016material agreement▼ BadMajor
On December 1, 2016 the company signed a settlement with Rockwell Capital Partners, which had acquired at least $123,980.24 of the company's liabilities from creditors. A Florida court approved the deal's fairness on December 2, 2016, allowing shares to be issued to Rockwell without registration. The filing does not state how many shares; later issuances would show the dilution (inference).
24 Nov 2015capital raising announcement▼ BadMajor
On about November 24, 2015 the company issued CEO Timothy Crawford 1,000,000 new Series A Preferred shares, valued at about $100,000, as deferred compensation. Each carries 110 votes, which the filing says gives him about 65% of the voting power, so he now controls the company's votes. Existing common shareholders are diluted in voting terms. The filing also shows the company's address as Abilene, Texas.
1 July 2015material agreement▲ Good
The company and its subsidiary CEGX of Texas settled a lawsuit with Concho Oilfield Services and Hudson Petroleum under an agreement effective March 10, 2015. The company pays Concho $100,000 and Concho keeps a $25,000 deposit; Concho will provide a rig for up to five days to try to repair the Dawson-Conway 195B #5 well at no cost (with a fishing-company fee of up to $25,000 if it cannot) and will plug it if the company asks. On June 30, 2015 the claims were reported as dismissed with prejudice. This ends a dispute over a well on the Dawson-Conway lease bought in 2013; the CEO says the well was among its best producers before Concho worked on it in February 2014.
20 June 2014asset acquisition disposition● NeutralMajor
On June 16, 2014 the company closed another $525,000 tranche of its senior secured convertible notes with four investors, with warrants on 210,000 shares; net proceeds were $467,250 after $57,750 to placement agent Syndicated Capital, which also gets 52,500 warrants at $1.00. Total issued so far is $4,500,000 of a $5,000,000 offering, up from $825,000 in March, with net proceeds of $3,985,000 after $515,000 of fees. It also bought a 93.75% working interest (70.3125% NRI) in seven wells on the Bradford leases in Shackelford County, Texas for $225,000 cash from Bluff Creek Petroleum, with an obligation to start drilling the first earning well by September 15, 2014, and a small property in Shackelford County for $110,000 from Shack Acidizing to use as a field office and yard. The company says the proceeds are for well work-overs, drilling and more Texas properties. More notes mean more debt and potential dilution (inference).
1 May 2014asset acquisition disposition● NeutralMajor
On April 22, 2014 the company sold its Ohio and California oil and gas assets (acquired in 2011: interests in 11 wells in Licking and Knox Counties, 2 wells in Holmes County, the Armstrong #17-1 and #17-3 gas wells and a 652-acre Colusa County, California lease, plus seismic data and a $20,000 bond) to California Hydrocarbons, Inc., an unrelated party. Payment was 3,000,000 company shares held by the buyer, which it agreed to cancel; the filing values them at $2,010,000. The company's remaining properties are the Texas leases. An unaudited pro forma balance sheet shows total assets falling from $1,546,795 to $881,050 and equity going from $246,548 to negative $410,558 had the sale happened by Dec 31, 2013. The shares are recorded as treasury stock, and the filing does not say whether they are cancelled or held.
12 Mar 2014asset acquisition disposition● Neutral
This amendment to the March 2014 8-K fixes a typo: the placement agent's commission and expenses are $99,000, not $99,700. The rest of the text repeats the earlier filing, including the Texas lease purchases and the $825,000 senior secured convertible notes. The excerpt is truncated. Note the figures as given: $725,300 gross proceeds plus $99,000 does not equal $825,000, and the filing does not explain the gap.
7 Mar 2014asset acquisition disposition▼ BadMajor
The company closed the two small Texas purchases: Stroybel-Broyles leases in Eastland County from HD ($75,000, March 6, 2014) and Powers-Sanders leases in Shackelford County from Sabor X ($600,000, March 5), each 100% working interest and 80% NRI. It paid with proceeds of $825,000 of 12% senior secured convertible notes (issued March 4 to seven investors, maturing December 31, 2015), which raised $725,300 gross, with $99,700 going to placement agent Syndicated Capital. The notes convert at $1.00 per share, come with warrants on 330,000 shares at $1.00 (expiring 2019, with a resetting price and floors), carry a 2% net revenue payment, and are secured on the Conway-Dawson, Powers-Sanders and Stroebel-Broyles leases plus a pledge of shares worth 200% of the debt. Default terms include conversion at 50% of market price and interest rising to up to 30%. These terms are costly for shareholders and could dilute them (inference). The excerpt is truncated.
18 Feb 2014material agreement termination● NeutralMajor
The company terminated the January 2014 Pawnee County, Kansas term sheets ($18.5M cash plus $4M stock) and the Downing-Nelson operations term sheet on February 3, 2014, citing declining oil production at the wells, and says it expects no termination penalties. It also ended the Mojave Gold letter of intent on February 11, 2014 because Mojave failed to meet its obligations. In their place it signed two small Texas purchases: Eastland County from HD Special Situations for $75,000 and Shackelford County leases from Sabor X for $600,000, both for 100% working interest and 80% NRI, closing by March 5, 2014. The large Kansas plans are dropped, so the company's near-term growth is now small Texas properties.
29 Jan 2014material agreement● NeutralMajor
On January 24, 2014 the company signed binding term sheets with 16 sellers to buy 100% working interests in Pawnee County, Kansas leases for $18.5 million cash plus $4 million in restricted stock, with closing February 28, 2014 (postponable to March 5). Missing the closing would owe the sellers $2 million in restricted shares as liquidated damages. A separate $500,000 deal with Downing-Nelson Oil Co. for the operations would close at the same time. This is a new Kansas deal after the earlier Kansas Petroleum Resources agreement, which the filing does not mention.
8 Nov 2013material agreement● NeutralMajor
Effective November 8, 2013 the company signed a binding letter of intent to lend $1,750,000 (option to raise funding to $5,000,000) to Mojave Gold Corporation, which is exploring for platinum and palladium in Guyana. The loan would carry 6% interest and run 24 months; Mojave would issue 2,500,000 shares into escrow and grant an option on 35% of its equity for $5,000,000. This is a mineral exploration bet outside the company's oil and gas assets so far. The filing doesn't say how the loan would be funded, and it does not mention the Kansas purchase.
4 Oct 2013material agreement● Neutral
On September 30, 2013 the company and Kansas Petroleum Resources amended the August 19 purchase agreement, moving the closing date, effective date and due diligence completion date to October 31, 2013. All other terms stay the same. The $27.5M deal has not closed by the original deadline, and the filing does not say whether the financing has been arranged.
13 Sept 2013capital raising announcement▼ Bad
On September 11, 2013 the company sold Asher Enterprises an $83,500 convertible note at 8% interest, maturing June 4, 2014. After 180 days Asher can convert it into stock at a 58% discount to market price (average of the lowest three closing bids in the prior ten trading days), capped at 9.99% ownership. This is another small, short-term, heavily discounted convertible loan after the August 2013 notes, and conversion would dilute shareholders (inference). The filing does not state what the money is for.
12 Sept 2013auditor change● Neutral
On September 12, 2013 the company dismissed its auditor MaloneBailey LLP and hired RBSM LLP to audit the year ending December 31, 2013. The filing says Malone's reports on 2011 and 2012 carried going-concern doubt (negative working capital and recurring losses), and that there were no disagreements or reportable events. No reason for the change is given.
21 Aug 2013capital raising announcement▼ BadMajor
Around August 20, 2013 the company borrowed a total of about $250,000 across five 120-day convertible notes from Equity Trust Company accounts for Amy and Scottie Alley and from Scottie and Amy Alley jointly (amounts $12,498 to $98,485.75). Interest was prepaid with 333,334 restricted shares valued at about $249,999, and the notes can be converted into common stock. Roughly the same amount in shares as was borrowed was issued as interest, which is a heavy cost for short-term money and would dilute holders (inference). The filing does not say what the money is for; it follows the Kansas purchase agreement signed a day earlier, but no link is stated.
21 Aug 2013capital raising announcement● NeutralMajor
On August 19, 2013 the company agreed to buy 100% working interest in Kansas Petroleum Resources' oil and gas assets (about 17,000 acres, 19 wells, Pawnee and Hodgeman counties, 80% NRI) for $27,500,000: $25,000,000 cash and $2,500,000 in stock. Closing is due by September 30, 2013 (extendable up to 30 days) and depends on due diligence, an audit and the company closing on financing, which is not yet in place. This is far larger than the $400,000 Texas purchase. Separately it agreed to a $25,000 conference sponsorship, paid with 33,647 restricted shares to two individuals.
9 July 2013asset acquisition disposition● NeutralMajor
On July 3, 2013 the company bought, and closed the same day, 100% of HLA Interests' working interest in the Conway-Dawson Leases in Shackelford County, Texas, which the filing says is 85% of the working interests and 75% of the NRI. The $400,000 price was paid entirely with a 24-month secured note at 6% interest, secured by the interests. Repaying within 90 days cuts the balance by 10%, and 40% of monthly proceeds after operating costs go to the seller to pay down the note. This is the first specific oil and gas property purchase in these filings.
19 June 2013material agreement● Neutral
On June 13, 2013 the company hired HFP Capital Markets (an unaffiliated party) for six months of corporate access and advisory services, including investor presentations, capital structuring help, exchange up-listing and introductions to project financing sources. It will pay $60,000 for the initial term, extendable by the company for another six months. The company can terminate only if HFP materially breaches and fails to fix it within 5 days of notice.
10 June 2013capital raising announcement● Neutral
On June 5, 2013, the renamed Cardinal Energy Group signed a non-binding term sheet with AGS Capital Group under which AGS would commit to buy up to $8,000,000 of its stock over 3 years, at 90% of the lowest closing bid in the following 15 trading days, subject to a floor price. A definitive agreement is still needed and the filing says there is no assurance one will follow. The company paid AGS a fee of 25,862 restricted shares (about $30,000), and separately hired Atlanta Capital Partners on a 3-month consulting deal for $1,500 plus 10,000 shares. Issuing shares at a discount to market would dilute existing holders (inference).
14 Feb 2013business combination● Neutral
This amends the October 2012 filing on the Cardinal Energy Group, LLC share exchange, made in response to SEC comments. The deal terms are unchanged (77,625,000 shares for 100% of the LLC). Visible differences are small wording changes, such as describing May's other boards as Pink Sheets rather than 'grey market' and dropping a line about a Gulf of Mexico platform's gas output. The excerpt is truncated, so other changes may exist.
4 Oct 2012business combination● NeutralMajor
On September 30, 2012, KOKO Ltd. issued 77,625,000 restricted shares to 32 holders in exchange for 100% of Cardinal Energy Group, LLC, an Ohio oil and gas exploration and production business. The filing calls it a reverse acquisition. Cardinal's Timothy Crawford became CEO and four others joined the board, while Gregory Ruff and Craig Littler resigned as officers (Ruff stays as a director). The oil and gas business is now the company's business, replacing the earlier steak-timer sales.
26 July 2010material agreement● Neutral
Under the name KOKO Ltd., the company agreed on July 23, 2010 to sell 480 steak timers to Sharper Image for $5,760. As of the filing the timers had not shipped and payment had not been received. This is a small consumer-product sale with no link to oil and gas; the filing is signed by Gregory Ruff (the CEO from the April 2010 ownership filing) under the name QE Brushes, Inc., a name mismatch the filing does not explain.
