Citadel Exploration, Inc.

On March 16, 2018 the company closed a $3,000,000 senior secured debt facility with a one-year term and 10% interest, of which $1,750,000 (Tranche A) was funded, with 875,000 five-year warrants at $0.10. Further draws are at the lender's discretion. The filing says it retired the earlier bridge loan and is the only debt currently owed, resolving that open thread. It also signed a joint venture to fund two development wells: the partner funds 100% of the working interest and gets 90% of oil sales until payout plus an 18% return on capital, after which production reverts to the company 80/20.

capital raising announcement

On December 29, 2017 the company sold 12,500 Series A convertible preferred shares for $250,000 cash. Each is convertible into 100 common shares at $0.20, and 394,365 Series A shares are now outstanding, convertible into 39,436,500 common shares. It also issued 3,101,736 common shares at $0.20 to Series A holders as 2017 interest, leaving 44,449,738 common shares outstanding. Conversion of the preferred would add substantially to the share count (inference: significant future dilution).

capital raising announcement

The company said the Yowlumne 2-26 recompletion succeeded and the well has averaged about 25 barrels of oil per day over the past 10 days, following the December 2014 financing for that work. It also said it sued San Benito County on February 27, 2015, asking the court to rule that the new Measure J (described as a measure to ban oil operations in the County) conflicts with state law and is of no force. This follows the earlier adverse Superior Court ruling on Project Indian's approval, and the Measure J suit is unresolved. The release also says a CEQA application for two more Yowlumne exploration wells is within 90 days of completion.

drilling progress report

On December 26, 2014 the company completed two financings. One is a $100,000 one-year note at 10% interest, convertible into stock at $0.33 per share. The other is $300,000 to be used to recomplete the Yowlumne #2-26 well, with investors receiving 75% of the net revenue interest from that well until repaid and then a 3% overriding royalty, pending mineral owner consent. A member of the company's Board of Directors was in the investor group. It also issued 475,000 shares for engineering, accounting and legal expenses, bringing shares issued to 31,389,000. This moves the Yowlumne work from permitting toward actual well work, but gives up most of that well's revenue until the investors are repaid.

capital raising announcement

The company reported that its first Project Indian well, Indian #1-15, produced about six barrels of oil per day over the past seven days, after steam injection in May. It says this is the first oil produced on the structure and plans a Phase II with an environmental impact report for full field development and long-lead equipment purchases. It also noted an adverse Monterey County Superior Court ruling against the County's approval of the project and said it will keep working with the County. Production is small, and the filing does not say how that ruling affects the project.

drilling progress report

On January 22, 2014 the company raised $505,000 by selling 918,183 shares at $0.55. It also issued 918,183 shares to cancel about $307,500 of debt from September 2013 and 205,085 shares to service providers, leaving 29,714,000 shares issued. On January 24 it began drilling at Project Indian with the Indian #1-15 well, which it paid for 100%, and says the well confirmed its geologic interpretation of a heavy oil deposit. Commercial viability is still to be determined through completion and thermal recovery work.

capital raising announcement

On February 4, 2013 the company raised about $1.39 million by selling 4,086,000 shares at $0.34 each in a private placement, with no commissions. The press release says the money is for the Rancho Grande prospect in the San Joaquin Basin (with partner Sojitz Energy Ventures), Project Indian, more acreage and working capital. It describes Project Indian as a proposed 5-well pilot with the company at 60% and Sojitz at 40%. The sale adds new shares, diluting existing holders.

capital raising announcement

On February 22, 2012 the company's subsidiary sold Sojitz Energy Venture, Inc. an undivided 40% interest in the Project Indian lease (688.71 acres, San Benito County) for $350,000, subject to the lessor's consent. The two parties also signed a joint operating agreement covering the lease and an area of mutual interest, so the company now shares Project Indian with a partner. Armen Nahabedian is again the signing CEO, though the filing does not explain the change from Michael Finch.

material agreement

The acquisition of Citadel Exploration, LLC closed May 3, 2011: the company issued 14,000,000 shares for 100% of the LLC and obtained cancellation of 7,690,000 affiliate shares. It is now an oil and gas exploration company whose property is the Indian Shallow Oil Development Project (688.71 leased acres in San Benito County, California, leased from Vintage Petroleum, an Occidental Petroleum subsidiary), and Michael J. Finch became CEO with a new board. This completes the deal announced in February.

business combination

Subprime Advantage, Inc. (the shell that registered its offering in 2010) agreed on Feb 28, 2011 to buy 100% of Citadel Explorations, LLC, a California oil and gas company, for 14,000,000 post-split shares. The deal also calls for a 12-for-1 forward split, Armen Nahabedian to replace the current officers and directors, cancellation of 7,690,000 affiliate shares, and a 400,000-share private placement at $2.50 per share.

material agreement