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Diversified Resources Inc.

US:DDRIQUS:DDRI
No current share price held for this company.

Past year: ▲ 0%(0.01c – 0.01c USD)

Market cap
—
Shares on issue
—
Story beats
9 since 2013
Last event
16 May 2017

History

Diversified Resources grew from a small shell into a Colorado and New Mexico oil and gas company with an oilfield services arm, funded largely by issuing shares, with auditors noting going-concern doubt.

2013-2014: A Colorado reverse takeover

The record opens on November 21, 2013, when Diversified Resources acquired Natural Resource Group, Inc. for 14,558,150 new shares. Natural Resource Group's former shareholders then owned 85% of the company, so existing holders were heavily diluted. Shares on issue rose from 5,250,000 at the end of 2013 to 22,502,206 a year later. The deal brought about 4,600 acres in the Garcia Field and 1,400 acres in the Denver-Julesburg Basin, plus a 640-acre lease acquired in 2013. Management changed: Paul Laird, Duane Bacon, Roger May and Albert McMullin were appointed, and Philip Grey resigned and sold back 2,680,033 shares. The gas wells were still not connected to a pipeline, which the filing estimated would cost about $1,000,000.

2014-2015: New Mexico and a hunt for funding

In June 2014 the company agreed to buy 48 producing wells and about 10,400 acres in the Horseshoe-Gallup field, New Mexico, for $6,000,000 cash plus 900,000 restricted shares. The deal was restructured twice and closed on October 7, 2014. The company bought about 98% of BIYA Operating, Inc. for roughly $200,000 cash, the 900,000 shares, a note of about $1,800,000 due October 2016 at 5%, and about $2,000,000 of assumed liabilities. The note takes effect only when certain Indian tribal land leases are issued.

Funding came next. In June 2015 the company approved $650,000 of 12% convertible notes, and in July it began offering up to 1,000 units of Series A Preferred shares and warrants, aiming for up to $10,000,000. The filings do not say what the money was for, or how many units were sold.

2015-2017: Oilfield services

In December 2015 the company agreed to buy two Greeley, Colorado services firms, Ultra-Energy Solutions and Vinco Logistics, for about 18,858,400 shares. On February 5, 2016 it switched to buying Diversified Energy Resources, Inc., a holding company for three oilfield service companies, for 20,032,710 shares. Shares on issue climbed to 44,893,062 by the end of 2016.

The services push partly reversed on April 28, 2017, when the company sold one of the three, Champion, back to its former owner Michael Miller. He forgave a $2,000,000 note and surrendered 3,832,710 shares, cutting liabilities by about $2,509,900. Champion had lost about $630,200 on revenue of about $2,479,200 over the period reported.

As of May 16, 2017, the company held its Colorado and New Mexico oil and gas interests and two remaining service companies. Its auditors had noted going-concern doubt, the Garcia gas was still not piped, and the tribal leases behind the BIYA note were still pending.

Written from the 9 story beats below (2013 to 16 May 2017), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

shares on issue market cap (log scale)

201744.9m shares · US$4.9m market cap

  1. 16 May

    On April 28, 2017 the company sold Champion, one of the three oilfield service companies bought in the 2016 DESI deal, back to its former owner Michael Miller. In return he forgave the $2,000,000 note (2%, due February 2018) and surrendered 3,832,710 shares, cutting the company's liabilities by about $2,509,900. The filing says Champion had revenue of about $2,479,200 and a net loss of about $630,200 over the year to October 31, 2016 plus the three months to January 31, 2017. The filing gives the DESI deal terms as 20,032,710 shares, a $2,000,000 note and about $4,162,900 of assumed liabilities, which differs from the February 2016 report, which mentioned only the shares.

    asset acquisition disposition

    44.9m shUS$4.9m

201623.2m shares · US$11.6m market cap

  1. 11 Feb

    The December 2015 deal was changed: on February 5, 2016 the company instead bought Diversified Energy Resources, Inc., a holding company for three oilfield service companies, for 20,032,710 restricted shares. This replaces the Ultra/Vinco plan (about 18,858,400 shares), and the new shares dilute existing holders. The filing says financial statements and the agreement will follow by amendment.

    asset acquisition disposition

    23.2m shUS$11.6m

201523.2m shares · US$8.1m market cap

  1. 30 Dec

    On December 23, 2015 the company agreed to buy Ultra-Energy Solutions and Vinco Logistics, Greeley, Colorado services firms (road and drill site construction, trucking, cranes; over 90 employees), for about 18,858,400 restricted shares. This is a move into oilfield services alongside its oil and gas properties and would dilute existing holders. Closing was expected in the first quarter of 2016, subject to due diligence and audits.

    material agreement

    23.2m shUS$8.1m
  2. 7 July

    On July 1, 2015 the company began a private offering of up to 1,000 units at $10,000 each (up to $10,000,000), each unit being 10,000 Series A Preferred shares plus 2,500 warrants at $1.50 per common share through July 31, 2018. Preferred shares carry a $0.10 annual cumulative dividend, convert one-for-one into common stock, and rank ahead of common holders in liquidation. This is an offering announcement, not a dividend paid to common shareholders. Note that the stated $1.00 liquidation amount per share sits oddly against the $1.00 implied price per share ($10,000 per 10,000 shares), which the filing does not explain.

    dividend declaration

    23.2m shUS$11.9m
  3. 4 June

    On June 1, 2015 the company approved selling $650,000 of 12% convertible notes to four investors, maturing March to April 2017, with warrants for up to 130,000 shares at $0.80 each. The notes can be converted once into new securities the company later offers, so conversion could dilute shareholders. The filing does not say what the money is for.

    capital raising announcement

    23.2m shUS$11.5m

201420.0m shares · US$29.0m market cap

  1. 17 Oct

    The Horseshoe-Gallup deal closed: on October 7, 2014 the company bought about 98% of BIYA Operating, Inc. for roughly $200,000 cash (below the $500,000 expected), 900,000 restricted shares, a note of about $1,800,000 due October 2016 at 5%, and about $2,000,000 of assumed liabilities (up from $1,700,000 expected). It now has about 100% working interest (80% net revenue interest) in 48 producing wells and about 10,400 acres in San Juan County, New Mexico. The note takes effect when certain Indian tribal land leases are issued.

    asset acquisition disposition

    20.0m shUS$29.0m
  2. 8 Oct

    The Horseshoe-Gallup deal was restructured: an August 7, 2014 amendment turned it into a share purchase, and on October 7, 2014 a new agreement replaced both. The company will now buy about 98% of the target's shares for $500,000 cash, 900,000 restricted shares, a note of about $1,800,000 and the assumption of about $1,700,000 of liabilities, versus $6,000,000 cash originally. The note's maturity is given as October 2014 here (corrected in the next filing).

    material agreement

    20.0m shUS$29.0m
  3. 10 June

    On June 6, 2014 the company agreed with an unnamed independent oil and gas company to buy 48 producing wells and about 10,400 acres in the Horseshoe-Gallup field, San Juan County, New Mexico, for $6,000,000 cash plus 900,000 restricted shares. Closing depends on title reviews and other normal conditions; if completed it would be a large addition to the company's Colorado assets, and the filing does not say how the cash would be funded.

    material agreement

    18.4m shUS$20.3m

20135.3m shares · US$6.1m market cap

  1. 22 Nov

    On November 21, 2013, Diversified Resources acquired all of Natural Resource Group, Inc. for 14,558,150 new shares, after which Natural Resource Group's former shareholders own 85% of Diversified. Natural Resource Group brings Colorado oil and gas leases: about 4,600 acres in the Garcia Field (100% working interest) and 1,400 acres in the Denver-Julesburg Basin, plus a 640-acre D-J lease acquired in 2013. Management changed (Paul Laird, Duane Bacon, Roger May and Albert McMullin appointed; Philip Grey resigned and sold back 2,680,033 shares). Existing shareholders are heavily diluted, and the gas wells were still not connected to a pipeline; the filing estimates about $1,000,000 for a gathering line.

    business combination

    5.3m shUS$6.1m