Cardinal Energy Group, Inc.

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.

capital raising announcement

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.

capital raising announcement

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.

capital raising announcement

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).

material agreement

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.

capital raising announcement

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).

asset acquisition disposition

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.

asset acquisition disposition

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.

asset acquisition disposition

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.

material agreement termination

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.

material agreement

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.

material agreement

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.

capital raising announcement

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.

capital raising announcement

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.

asset acquisition disposition

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.

business combination