11 May 2007listing compliance notice▼ BadMajor
CYGNUS OIL & GAS CORP deregistered its securities, ending its obligation to file reports with the SEC.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
16 Apr 2007listing compliance notice▼ BadMajor
Cygnus obtained a $3 million debtor-in-possession loan from Kings Road Holdings - the same fund whose default notice had helped trigger the bankruptcy - to fund what the company described as a liquidation of its assets; it warned shareholders would likely receive nothing and that it faced delisting from the OTC Bulletin Board if it could not file its overdue 10-K by May 4, 2007.
5 Apr 2007bankruptcy or receivership▼ BadMajor
Cygnus and eight subsidiaries filed for Chapter 11 bankruptcy in Houston after all four holders of its $22 million convertible notes demanded redemption for a combined $27.5 million (125% of principal) plus about $1.1 million in accrued interest. CEO R. Gerald Bennett stepped down (remaining Chairman) and turnaround specialist H. Malcolm Lovett was installed as President and Chief Restructuring Officer.
28 Feb 2007debt financing▼ BadMajor
A third noteholder, RHP, also demanded redemption of its $3 million note for $3.75 million; with all noteholders now demanding redemption, Cygnus owed over $22.5 million against the original $22 million note pool - a bill it could not pay.
22 Feb 2007debt financing▼ BadMajor
A second convertible-note holder, Capital Ventures, also demanded redemption following Cygnus's default, seeking $5 million - 125% of its $4 million note - plus accrued interest.
15 Feb 2007debt financing▼ BadMajor
Cygnus missed the $412,500 interest payment due December 31, 2006 on its $22 million convertible notes, triggering default and a jump in the interest rate to 12%; noteholder Kings Road Holdings demanded Cygnus redeem its note for $13.75 million, 125% of principal, plus accrued interest.
26 July 2006auditor change● Neutral
The company (by now renamed Cygnus Oil and Gas) switched auditors again, engaging UHY LLP after interviewing several firms.
25 May 2006material agreement● Neutral
Touchstone signed a 10.5-year lease for its Houston headquarters at 333 Clay Street, the address it would keep through its later bankruptcy filing.
18 Apr 2006capital raising announcement● Neutral
Touchstone acquired rights to 2D/3D seismic data and Alabama prospect assignments from Paradigm Asset Holdings and Seismic Exchange, paying with stock, warrants and a $12,500/month consulting fee while Paradigm kept the right to take up to a 25% working interest in anything discovered.
6 Apr 2006capital raising announcement● NeutralMajor
Touchstone closed a $22 million offering of 7.5% senior convertible notes due April 2009, netting about $20.3 million used partly to pay off older notes - debt that would trigger the company's default and Chapter 11 filing less than a year later.
30 Jan 2006capital raising announcement● Neutral
Touchstone raised another roughly $8.4 million (bringing the round begun in August 2005 to about $14 million total) through stock-and-warrant private placements in the US and overseas; board member R. Gerald Bennett personally invested $252,000 through his own entity, G&S Bennett Ltd.
6 Oct 2005capital raising announcement● Neutral
Touchstone raised roughly $3.27 million in cash plus converted $1.1 million of existing debt through another private placement of common stock and warrants.
5 Apr 2005capital raising announcement● Neutral
Touchstone raised about $2.25 million by privately placing Series A convertible preferred stock and warrants.
24 May 2004asset acquisition disposition● NeutralMajor
Newly-renamed Touchstone bought a string of small oil and gas working interests - Knox Gas/Knox Miss in Mississippi's Black Warrior Basin, stakes in New Zealand's Taranaki Basin and a Texas gas play, and a Louisiana exploration interest - financed mostly with notes payable back to the seller, Endeavour International, on a tight repayment schedule.
19 Apr 2004auditor change● Neutral
Stonefield Josephson resigned as auditor - its prior report on the shell company's 2002 financials had carried a going-concern qualification - and was replaced by L J Soldinger Associates, with no disagreements reported.
15 Apr 2004asset acquisition disposition▲ GoodMajor
The shell company, renamed Touchstone Resources USA, bought a real oil and gas exploration business (Touchstone Resources USA, focused on the Permian Basin, East Texas Basin and Gulf Coast) from Touchstone Resources Ltd. of Canada for 7 million shares, plus small working interests in three other ventures - the transaction that turned the shell into an operating company, with Stephen Harrington becoming CEO.
3 Apr 2003auditor change● Neutral
While still a tiny Newport Beach shell called The Coffee Exchange, the company switched auditors from MFRC to Stonefield Josephson and took a $100,000 convertible loan from Laguna Capital Group to keep itself funded.