EGPI FIRECREEK, INC.

EGPI FIRECREEK, INC. deregistered its securities, ending its obligation to file reports with the SEC.

listing compliance notice

On October 10, 2013 the company learned that counsel for former SATCO owners Joyner and Hall asked to reactivate the case and enter a consent judgment of $288,674.60 against the company and Billy V. Ray Jr. after missed payments on the July 2012 $177,000 settlement. The figure is $400,000 less twice the $111,325.40 paid. The company had made eleven payments of just under $5,000 each and was current through June 2013; its requests for 30-60 more days were refused. The signature block wrongly names Mondial Ventures, Inc., which the amendment above corrects.

debt financing

This amendment only corrects the company name in the signature block of the October 15, 2013 8-K; the substance is unchanged. That report says the lawsuit by former SATCO owners Jesse Joyner and James Stewart Hall, settled in July 2012 for $177,000 over three years, has gone into default after eleven payments of just under $5,000 each. Their counsel has asked to enter a consent judgment of $288,674.60 against the company and Billy V. Ray Jr., and the company says it may defend and possibly file its own suit. This follows the 2011 sale of SATCO to DAAI; the filing says March 2012, whereas earlier records say March 2011.

debt financing

On October 30, 2012 the company's Energy Producers unit signed a Linear Short Form Agreement with Mondial Ventures (CUBO's nominee) that extends the earlier letter of intent. This one concerns the Whitt-operated Texas leases (50% WI / 32% NRI), not Tubb: Mondial would pay $175,000 (of which $10,000 is received, $165,000 due) for a 3-D seismic study on the Boyette lease in Shackelford County and to buy out the 50% partner interests; Barnett horizontal wells would cost an estimated $750,000 each, with financing terms not yet agreed. Separately, on November 7, 2012 the company approved 2,000,000,000 restricted shares to adviser Steven Antebi, valued at $200,000. The filing does not say whether the July 31, 2012 Mondial closing happened as planned.

asset acquisition disposition

On August 20, 2012 the company approved Series C preferred share issuances (e.g. 200,000 each to Global Media Network USA, Strategic Partners Consulting, David A. Taylor, BVR, Inc. and Michael Trapp) for services; each Series C share carries 21,200 votes. On August 27, 2012 it approved restricted common issuances to insiders and advisers totalling several billion shares (e.g. 1,550,000,000 to Global Media Network USA, owned by CEO Dennis Alexander), valued at $25,000 to $155,000 each, with a 7-month resale lock-up. The company also amended its articles to increase authorized capital stock, approved by holders of about 86.30% of common; the new authorized amount is cut off in the text. This continues the heavy dilution, and the common issuances are very large relative to the 18 million shares outstanding at Sept 2010 (inference: shareholders are further diluted and insiders gain more control).

capital raising announcement

This amendment says the CUBO deal was not finalised as planned; CUBO assigned it to Mondial Ventures, Inc., and a formal closing was set for July 31, 2012. Mondial is to pay $1,150,000 for the Tubb North 40 interests: $700,000 in 14,000,000 Mondial shares plus assumption of $450,000 of liabilities, and a $125,000 private placement of which $80,000 goes to the company for reworking the Crawar #2 well. Dennis Alexander is to become Mondial's President, CEO and director, and Mondial is to fund $1.575 million for a South 40 Ellenburger well. The filing text is cut off, so later terms are not covered.

asset acquisition disposition

On February 29, 2012 Energy Producers signed a short-form agreement with Success Oil and CUBO Energy, PLC to sell CUBO at least a 37.5% working interest (28.125% net revenue interest) in the J.B. Tubb North 40 acres and wellbores, for $1.15 million in CUBO stock less $450,000 of liabilities CUBO would assume. CUBO would also fund $1.575 million for an Ellenburger well on the South 40, with the company getting a carried 37.5% working interest; a long-form agreement was due by March 15, 2012. This changes the earlier plan that held 75% of the Tubb lease, and it is not final.

asset acquisition disposition

On August 30, 2011 the company agreed with Southridge Partners II, LP that Southridge will buy up to $55,000,000 of its common stock over 36 months, starting once a registration statement is effective, at 92% of the average of the two lowest closing prices in a five-day window. The company must file the registration statement within 60 days and paid a $20,000 fee by an 8% note due in 6 months. Shareholders face possible further dilution, since shares are sold at a discount to market (inference); nothing has been sold yet.

capital raising announcement

On May 9, 2011 the company and Energy Producers issued a $210,000 note to TWL Investments at 14% interest, maturing May 9, 2013 with monthly principal payments starting June 9, 2011, secured by the A.J. Tubb leasehold in Ward County, Texas, with an option for TWL to purchase it on default. On May 10 it also signed a Turnkey Rework Agreement with Success Oil, which for $165,162.36 (paid through escrow) will rework the Crawar #1 and J.B. Tubb #18-1 wells; this follows the March 2011 Tubb deal, and the company now has secured debt against those leases.

asset acquisition disposition

On March 14, 2011 the company sold both Terra Telecom, Inc. and Oklahoma Telecom Holdings, Inc. (formerly Terra Telecom, LLC) to Distressed Asset Acquisitions, Inc., for about $25,000 each, paid as 9% promissory notes due March 14, 2012 (extendable once by 12 months). This reverses the Terra acquisition agreed from October 2010, only months after the 30,000,000-share purchase structure was set; the filing gives no reason and does not say whether any shares issued for Terra were returned.

asset acquisition disposition

On March 14, 2011 the company sold its subsidiary South Atlantic Traffic Corporation (SATCO), bought under the November 2009 agreement, to Distressed Asset Acquisitions, Inc. for about $50,000 paid as a 9% promissory note due March 14, 2012 (extendable once by 12 months). This resolves the open question of whether the SATCO deal closed and ends the traffic-systems line; the pro forma figures show the sale removing about $2.0 million of goodwill and about $2.6 million of payables from the September 30, 2010 balance sheet, with the company's pro forma total deficit still about $4.4 million.

asset acquisition disposition

On March 1, 2011 the company agreed to sell 2,500 shares of a new Series D preferred stock to Dutchess Private Equities Fund for $1,000 each ($2,500,000 total), convertible into common stock at the greater of $0.003 or a formula based on 110% of the lowest recent market price. Alongside this, Energy Producers is to acquire from Dutchess's subsidiary Ginzoil, Inc. a 75% working interest (56.25% net revenue interest) in the J.B. Tubb North 40 acres and in the Highland Production No. 2 well on the South 40, in Ward County, Texas, with Success Oil Co. as operator. Majority shareholders also consented on March 2 to let the board set share terms without shareholder approval. The filing does not say how the $2.5M is paid or how the Ginzoil assets relate to the price; the very low conversion floor points, as an inference, to heavy possible dilution. This ties to the Tubb interest already held in the company's records.

asset acquisition disposition

Effective December 6, 2010 the Terra Telecom purchase was amended: instead of Series D preferred stock, the sellers now receive 30,000,000 common shares (adjusted for the 1-for-50 reverse split effective November 9, 2010). They can earn up to another 30,000,000 common shares through 2013 or 2014 if Terra averages $20 million revenue and $2 million EBITDA (or $30 million and $3 million by the later date). This replaces the earlier preferred-stock structure with common stock and an earn-out, and the filing again says Terra's financial statements will follow.

asset acquisition disposition

Effective October 1, 2010 the company agreed to buy 100% of Terra Telecom, LLC, a Tulsa, Oklahoma communications firm and Alcatel-Lucent partner, from its owners. The sellers get 600,000 shares of a new non-voting Series D preferred stock (stated value $10 per share, in exchange for cancelling $3,502,771 of debt), convertible into up to 60,000,000 common shares at $0.10 (or $0.20 later) only if revenue and EBITDA targets are met in 2013 or 2014. This is another acquisition outside oil and gas, adding potentially heavy dilution; Terra's financial statements are still to come.

asset acquisition disposition

On June 16, 2010 the board approved issuing restricted common shares, and Series C preferred shares to some recipients, to about 19 insiders, advisors and related entities for services already rendered, with listed values from $673 to $49,685 per person. Examples are 11,829,658 common shares to David H. Ray and 10,000,000 to Billy V. Ray Jr.; each Series C preferred share carries 21,200 votes. The company also says it is negotiating an agreement with Emerald Management Group, LLC to manage the company and replace the existing administrative services agreement with Strategic Partners Consulting; no agreement is signed yet. For shareholders this means substantial further dilution and a possible change in who runs the company, with insiders receiving heavily voting preferred shares.

capital raising announcement

On June 11, 2010 the company agreed to buy 100% of Chanwest Resources, Inc., a Texas oilfield services and construction business formed in 2009, from David Taylor, Willoil Consulting and UFS, Inc. The sellers get 22,946,859 new common shares (stated as worth $95,000), with 10% (2,294,686 shares) held back 120 days unless Chanwest earns at least $24,000 a week ($384,000 total); the company must also supply $125,000 of working capital ($70,000 at signing, $55,000 within 30 days). This adds another new business line to the traffic-systems deals and a large share issuance; the filing says Chanwest expects about $2 million of revenue over the next year, and its financial statements are to follow.

asset acquisition disposition

On March 1, 2010 the board decided the 2008 annual report and the September 30, 2009 quarterly report must be restated after SEC staff comments. The main change is moving a loss on Star Energy stock (received in the Ukraine sale and sold in December 2008) from other comprehensive income into the income statement, which raises the 2008 net loss from $578,717 to $1,145,717. This corrects the earlier accounting of the Star Energy settlement; the filing also mentions a depreciation calculation error and expanded tax disclosures.

financial restatement

On January 15, 2010 the company agreed to buy Southwest Signal, Inc., a Tampa traffic-systems firm, from Kevin and Pamela Fitzgerald. A $1,000,000 deposit has been placed in escrow and the $2,300,000 balance is due by February 25 (the filing writes 2009, apparently a typo). The deposit was funded by a $1,000,000 secured note and a convertible note sold to St. George Investments, LLC. The filing gives Southwest Signal's audited 2008 revenue as $14.3 million and EBITDA as $1.2 million, and says its financial statements will be filed later. This is a further traffic-systems purchase after SATCO, funded by new debt; the filing does not give the notes' interest rate or conversion terms in its text.

asset acquisition disposition

On December 18, 2009 the company agreed to buy 100% of Sierra Pipeline, LLC (a roughly 2,100-mile pipeline system in NE Oklahoma, Eastern Kansas and Southern Indiana) from Don Tyner for $2,500,000 cash plus 5,000,000 shares, with 2,500,000 shares as a non-refundable deposit due January 4, 2010. The deal depends on the company proving it has financing for the cash by February 5, 2010, with closing by March 5, 2010; if it cannot, Tyner keeps the deposit shares. Separately, on December 22, 2009 its subsidiary Energy Producers agreed to pay $225,000 for a 50% working interest (32% net revenue interest) in leases in Callahan, Stephens and Shackelford Counties, Texas, with Whitt Oil & Gas as operator and closing by December 31, 2009. This adds a pipeline and new oil and gas leases to the SATCO/M3 deals and more share dilution; the filing text is cut off before the Item 3.02 share issuances.

capital raising announcement

On November 4, 2009 (effective October 1) the company agreed to buy all of South Atlantic Traffic Corporation (SATCO) from Bob Joyner, Stewart Hall and Hunter Intelligent Traffic Systems, LLC for $2,326,300. Payment is at least $600,000 cash, $563,100 of 9% notes over three years, and 2,908,000 shares at $0.40. The sellers get a make-whole top-up of shares if the price is under $0.40 after a year, a 36-month cash earnout, and an option to buy the shares back after two years if the price stays under $0.40. This adds a traffic-systems business and more dilution to the M3 Lighting merger earlier in 2009; the text is cut off before the financing and line-of-credit terms.

asset acquisition disposition

This amends the May 2009 M3 Lighting merger. Energy Producers, the oil and gas side, is to be spun off to pre-merger EGPI shareholders (75% of its shares, with EGPI keeping 25%), expected within two years. If EGPI and M3 together do not reach $850,000 in revenue or buy companies with $5,000,000 in revenue within one year, pre-merger holders get extra EGPI shares (5% of outstanding for each $100,000 shortfall). Strategic Partners gets an administrative services deal at a minimum of $250,000 a year, and M3 must deliver audited 2007 and 2008 financials within 71 days. No M3 financial statements are filed yet.

asset acquisition disposition

On May 21, 2009 the company closed a merger in which M3 Lighting, Inc. was merged into a new wholly-owned subsidiary (Asian Ventures Corp., renamed M3 Lighting). M3's holders receive 11,934,007 EGPI shares (1.17 per M3 share), with more shares due if EGPI's liabilities exceed $290,000, and Strategic Partners Consulting gets at least 10% of the shares. After the deal the filing says EGPI has 23,868,015 shares outstanding, of which existing holders own 9,547,206, so current shareholders hold about 40% (computed from the filing's figures). The board becomes four M3 directors plus Dennis Alexander, Larry Trapp and Michael Trapp. This is a new lighting business following the May 2009 sale of Firecreek Petroleum; the filing text provided is cut off, so other terms are not covered.

business combination

On May 18, 2009 the company sold all the shares of its subsidiary Firecreek Petroleum, Inc. (acquired in the 2004 merger, with its Romanian subsidiary) to Firecreek Global, Inc., and the company's debt held in that subsidiary went with it. The filing states no price. The company gets a two-year right of first refusal on certain overseas projects, and the subsidiary's officers and directors resigned. This ends the Firecreek subsidiary the company was named for and any overseas assets it held; the filing does not say what the company still owns.

asset acquisition disposition

On October 30, 2008 the company and Firecreek Petroleum sold their 50% interest in the Ten Mile Draw mineral rights in Wyoming, plus their interest in a pending Newport lawsuit against Inter-Mountain Pipe and Threading, to partner Newport Oil Corporation for $125,000 cash. The company had paid about $1.1 million for its first phase in November 2005, so this is an exit from that project (the filing does not state whether it was a loss). The filing also moves the company's address from Scottsdale, Arizona to Boston, Massachusetts, and it was signed by a different officer, Douglas D'Agata.

asset acquisition disposition

On March 25, 2008 management concluded that annual financial statements for 2005 and 2006 and quarterly statements for 2006 and 2007 should not be relied upon. The cause is that convertible debentures issued from late 2005 through 2007 (the Dutchess debentures) were wrongly accounted for: the incentive debenture and conversion features were not recorded as derivative liabilities. The restatement will raise 2006 liabilities, shareholders' deficit and net loss, and lower the 2005 net loss and deficit. The errors were found through SEC comments, and the restated 10-KSB is to be filed by about April 15, 2008. This is an accounting correction, not a new cash cost.

financial restatement

On January 8, 2008 the company bought from Success Oil Co. a 40-acre tract (the J.B. Tubb lease) in Ward County, Texas, for $1,400,000, including a two-well re-entry program and a first right on an additional 40 acres. The press release describes it as a 75% working interest and says the company retains a first right to further work of nearly $16 million. This adds a second Texas oil property after Fant Ranch; the filing does not say how it was funded.

asset acquisition disposition

On August 3, 2007 the company sold to Star Energy Corp. all its rights and interests in certain Ukraine projects, receiving 2,100,000 shares of Star restricted stock and $100,000 in cash. This appears to be the outcome of the December 2006 Star letter of intent (which did not name the project), though this filing describes it as a Ukraine rights sale rather than a 70% sale of a special purpose entity. Star is to register the shares; the shares' value is not stated, and the press release says only that it should give a boost to third quarter performance.

asset acquisition disposition

On July 9, 2007 the company, through Firecreek Petroleum, bought leases and equipment at the Fant Ranch Unit in Knox County, Texas from Ward Energy LP, paying $1,500,000 plus $38,704.52 for oil in the tanks and overhead costs. This is a new US oil property, the first Texas producing-property purchase in this history since the Young County leases were sold in 2003. Financial statements for the deal are to follow in an amended filing; the filing does not say how the purchase was funded (inference: possibly from the June 2007 Dutchess debenture proceeds, but this is not stated).

asset acquisition disposition

On June 11, 2007 the company issued Dutchess a $2,000,000 debenture at 12% interest, maturing June 11, 2014, with monthly interest payments starting July 1, 2007 and no penalty for early repayment. Dutchess can convert it into common stock at the lesser of 75% of the lowest closing bid over 20 trading days or $0.015 per share, so conversion could dilute shareholders. Net proceeds sit in escrow and are released on instructions from the company and Dutchess; the company paid $100,000 in closing costs and the debenture is secured under the March 27, 2007 Security Agreement. This adds to the Dutchess borrowing; the filing does not say how the earlier notes stand.

capital raising announcement

On March 27, 2007 the company issued Dutchess a note with face amount $565,500 for gross proceeds of $435,000, at 12% interest, maturing March 27, 2008. It is repaid from equity line puts at the greater of 100% of each put or $47,125, starting May 1, 2007. Unlike the earlier interest-free Dutchess notes, this one carries interest. If it defaults, Dutchess can convert the balance to an 18% three-year debenture at a 25% discount to market. A $140,000 incentive debenture was also issued, the company paid $40,000 in closing costs, and the company and its subsidiaries signed a security agreement, a guaranty and a negative pledge. This adds further Dutchess debt; the filing does not say how earlier notes stand.

capital raising announcement

On December 8, 2006 the board approved 55,000,000 restricted common shares for services to seven people, including insiders: Dermot McAtamney 15,000,000, director Rupert Johnson 16,500,000, Chairman and CFO Dennis Alexander 17,500,000, Melvena Alexander 2,500,000, and smaller amounts to Joanne Sylvanus, Joseph Vasquez and Thomas Richards. The filing values them at $467,500 in total. This is heavy dilution, with most of the shares going to insiders. The filing also reports a letter of intent with Star Energy under which the company, through a special purpose entity, would sell 70% of that entity to Star, with Star assuming project financing needs. A memorandum of understanding and definitive agreement are due after December 27, 2006, subject to approvals. The filing does not name the project or the price, so what is being sold is unclear.

capital raising announcement

On December 7, 2006 the board approved issuing restricted common shares for services: 4,000,000 each to Rusbek and Timur Bisultanov and 3,000,000 to director Dr. Mousa Hawamdah (about $95,700 combined), plus 20,000,000 to consultant Steven Antebi (valued at $174,800). That is 31,000,000 new shares in total, which dilutes existing holders. The Antebi issue follows his advisory agreement extended in January 2006, and the filing attaches a Corporate Advisory Agreement with him as an exhibit.

capital raising announcement

The company says it paid in full the December 15, 2005 Dutchess note (given as $343,000), as of July 6, 2006. It also issued a new interest-free Dutchess note effective June 30, 2006, face $1,241,500 (price $955,000), maturing December 29, 2007, repaid from equity line puts at the greater of 100% of each put or $68,972. A $300,000 convertible debenture was issued to Dutchess as an incentive. A security agreement now gives Dutchess a security interest in all of the company's assets until this note and the September 2005, November 2005, December 2005 and April 2006 notes are satisfied. This closes one Dutchess note, but the borrowing grows and all company assets now back it. The filing does not say whether the other earlier notes have been repaid.

debt financing

This amends the November 2005 Ten Mile Draw filing. Effective June 30, 2006, Firecreek Petroleum and Newport signed an addendum settling third-party royalty and conversion rights on a 320-acre tract holding a third well (UPRR Patented 13-9), and agreed to rework that well under Newport's $706,000 spending estimate. The exhibit says Anadarko's worst case is a 21.25% royalty with a right to convert to a 50% working interest after payout, and the expected case is a 20% royalty with conversion to 40%, though Anadarko's formal agreement was still pending. The remaining revenue and costs would be split 50/50 between Firecreek Petroleum and Newport. This continues the Ten Mile Draw project; the filing does not say how the $706,000 is to be funded or how the company's share is split.

asset acquisition disposition

On April 21, 2006 the company issued a fourth interest-free note to Dutchess, face amount $687,500 (price $550,000), maturing April 21, 2007. It is repaid from equity line puts, the greater of 100% of each put or $57,291.67, with the first payment due June 1, 2006. Penalty and default terms follow the earlier Dutchess notes, but the default debenture here is 18% interest and convertible at the lesser of 50% of the lowest closing bid over 15 days or 100% of the lowest bid over 20 days. The earlier notes' default debenture was described as 15%. The note also requires 40 signed put notices as collateral. This adds to Dutchess borrowing; the filing does not say whether the September or November 2005 notes have been repaid.

debt financing

On Jan 12, 2006 all Sub-Series C-2 preferred issued July 12, 2005 converted automatically at 1 for 10 into restricted common stock. The three groups were 410,000 preferred into 4,100,000 common (the Bisultanovs, for the Sahara Group agreement), 900,000 into 9,000,000 common (six people, including insiders, 1,500,000 each, for part of their Firecreek-acquisition rights), and 715,000 into 7,150,000 common (staff and insiders for services). In total that is 20,250,000 new common shares, which dilutes existing holders. The share counts for the Bisultanovs (4,000,000 and 100,000) match the earlier preferred issued.

capital raising announcement

On Nov 10, 2005 the Firecreek Petroleum subsidiary agreed to buy a 50% interest in two tracts at Ten Mile Draw, Sweetwater County, Wyoming from Newport Oil Corporation, closing Nov 14. Phase one needs about $2.2 million, of which the company has paid about $1.1 million. The company funded it with a $1.6 million interest-free note to Dutchess, maturing Nov 14, 2006, secured on the Ten Mile Draw tracts and repaid from equity line puts (the greater of 100% of each put or $133,333, starting Dec 1, 2005). This is the first producing-type asset purchase in the record, and it is a U.S. project rather than the earlier Russian proposals. The filing does not mention Tekhnoton or TransNafta. The press release says there is a gas purchase contract and initial gas sales are expected in early December 2005; these are management's statements.

asset acquisition disposition

On September 9, 2005 the company issued a $2,400,000 interest-free promissory note, maturing September 8, 2006, to Dutchess Private Equities Fund and Fund II, in connection with a new Dutchess equity line of credit. It is repaid from sales of shares to Dutchess under the equity line, at the greater of up to 75% of each sale or $200,000. If unpaid at maturity, a 10% penalty and 2.5% per month apply, and on default Dutchess can take assets up to 200% of the note or convert the balance into a 15% debenture convertible at a discount to market. This is the first financing in the record to be tied to a stated funding source, though the filing does not link it to the Russian commitments.

debt financing

On July 12, 2005 the board created Sub-Series C-2 of Series C preferred and issued it to insiders, advisers and staff. Rusbek Bisultanov received 400,000 and Timur Bisultanov 10,000 as consideration for the Sahara Group operations agreement. Six people (Taylor, Merritt, Faulder, Dennis Alexander, Fryett and Stuart Siller) received 150,000 each in exchange for part of their Firecreek-acquisition rights, which are reduced by $150,000 each and cancelled, as in April. Another group, including insiders, received smaller amounts for services. Separately, adviser Steven Antebi received 4,000,000 common shares (valued at $304,000) plus 4,000,000 warrants at $0.06 for five years, tied to a Corporate Advisory Agreement that extends the February 2005 AntCamp agreement. This is further dilution, much of it to insiders.

capital raising announcement

Effective July 5, 2005 Firecreek Petroleum signed an Agreement Regarding Future Operations with Sahara Group, restructuring their Russian partnership. Related June 2005 agreements cover the purchase of 65% of Russian company Tekhnoton (Firecreek 51%, Sahara 14%), a Kazakhstan deal to buy 51% of TransNafta Center, a $210,000 seismic cost reimbursement, and a seaport feasibility study. Tekhnoton's terms include signing bonuses to the Russian government of $12 million (due about July 15) and $9.8 million (about August 1), plus about $500,000 start-up costs and about $35 million of work program costs through 2005. The board approvals are conditional on the company completing financing negotiations, and the filing identifies no funding source for these amounts yet. This turns the Sahara Group partnership from earlier context into large, still unfunded commitments.

material agreement

On May 31, 2005 the company agreed with AJW Partners and affiliated funds that they would hand back all their warrants for $80,000 cash plus 4,000,000 restricted common shares (valued at $136,000) with registration rights, completion due by June 3, 2005. The company expects to buy those shares back within a 60-day period and retire them; if it doesn't, it must register them for resale. The filing also says all AJW debentures were already fully redeemed and prepaid.

capital raising announcement

On April 5, 2005 the company approved new common share issuances, including 3,000,000 to Bisultanov and the two David Christians under an agreement with DAC, 570,435 to settle a note owed to William Harlow, and smaller amounts to Baseline Capital-related holders under a tentative settlement. It also created a Sub-Series C-1 of Series C preferred and issued 150,000 shares each to six insiders and advisers in exchange for part of their rights tied to the Firecreek acquisition, with each person's remaining rights reduced by $150,000 and cancelled. The Baseline dispute now has tentative settlement terms, resolving the default-judgment thread in part, though the settlement is not final.

capital raising announcement

On February 9, 2005 the company approved 4,000,000 restricted common shares (valued at $96,000) to AntCamp Advisors under a new advisory agreement covering Firecreek's planned Russian oil and gas work with partner Sahara Group, plus 1,000,000 shares ($50,000) to Secretary Melvena Alexander in exchange for debt and accrued services. Baseline Capital reported it has obtained a default judgment against the company, with settlement talks continuing, and the company received a further $350,000 under its HEM Mutual Assurance convertible debt. This continues the Baseline dispute and shows it getting worse.

capital raising announcement

On December 18, 2004 the company signed a credit facility under which lender Randy Pack may advance up to $150,000 to Firecreek Petroleum at 8% interest, due 180 days after the note, for oil field costs in Russia and Romania. EGPI guarantees it, with Taylor and Faulder as secondary guarantors, and Pack receives 150,000 Series B preferred shares. The filing also says shareholders holding about 59% approved an S-8 registration for a 2005 Stock Incentive Plan, that Baseline Capital has asked for a default judgment while settlement talks continue, and that the company received another $150,000 under its convertible debt with HEM Mutual Assurance.

capital raising announcement

This amendment lists who gets the shares for the Firecreek Petroleum purchase announced in June 2004: 14,000,000 restricted common shares and 2,566,831 Series A preferred (the filing corrects the earlier 2,565,831 figure as a typo), all held in escrow pending the Firecreek audit or board-confirmed progress. It also records July 1, 2004 board approvals, dated Aug 2, 2004, of bonus common shares (1,000,000 each to Taylor, Merritt, Faulder, Siller, Gregg Fryett and Dennis Alexander, 450,000 to Michael Norman), 9,500,000 new Series B preferred shares to officers, directors and others, and options on 2,000,000 shares each (1,000,000 for Barker) at $0.70 expiring 2/9/2009. Existing shareholders face further dilution from these issuances (inference from the share counts); the filing says $517,000 of value went to bonuses and advisory services.

capital raising announcement

On June 29, 2004 the company agreed to acquire all of Firecreek Petroleum, Inc., a private Delaware company with a Romanian subsidiary (Firecreek Petroleum Romania Srl), for 14,000,000 restricted common shares plus 2,565,831 new Series A preferred shares, with more securities specified in the agreement; closing was estimated for about July 31, 2004 and accounting effective July 1, 2004. Holders of about 60% of the roughly 43,391,668 shares outstanding consented on June 17, 2004. The board and officers were reshuffled (Dennis Alexander as Chairman and CFO, Gregg Fryett as CEO, John R. Taylor as President), a name change to EGPI\Firecreek, Inc. was approved but not yet filed, and the share consideration is held in escrow until Firecreek receives a signed MOU with Libya's National Oil Council. Firecreek plans to set up operations in Libya. Existing shareholders face dilution from the new shares (inference from the share counts).

asset acquisition disposition

The company's auditor, Henry Schiffer, C.P.A., resigned on March 19, 2004 after telling the company that the PCAOB had notified him the SEC would no longer accept his statements. The company was seeking a replacement and said its 2003 annual report (due March 30, 2004) would probably be late, and the IGH financial statements and amended information statement would also be delayed. The filing states there were no disagreements with the auditor.

auditor change

On December 24, 2003 the company sold all its interests in oil leases in Young County, Texas (ten wells, nine producing, 87.5% working interest) to Summitt Oil and Gas, Inc. in exchange for Summitt assuming about $812,488 of debts tied to the property. Separately, it said a December 15, 2003 stock purchase agreement under which Camden Holdings, Inc. was to provide $3,000,000 of financing was null and void because Camden was in material default (it was due to provide $50,000 at the December 24 closing).

asset acquisition disposition

This amends the IGH deal: a revised exchange agreement dated December 12, 2003, with share transfer expected by December 20, 2003 and the effective date backdated to December 1, 2003 once required shareholder steps are done. The company will issue 17,051,156 restricted shares for IGH; existing holders would own about 18,687,812 shares (52.29%) and IGH holders 17,051,156 (47.71%), so the split moved slightly in existing holders' favour versus the first filing. Financial statements are still to come.

asset acquisition disposition

Effective December 1, 2003 the company agreed to acquire 100% of International Group Holdings Inc. (IGH) and its subsidiary International Yacht Sales Group, Ltd. (England and Wales) for one restricted company share per IGH share, subject to stockholder approval. Existing shareholders would hold about 17,357,352 shares (49.69%) and IGH holders 17,576,071 shares (50.31%) of the combined company, though the filing says IGH holders are expected to end up the minority. This is a move into yacht sales, separate from the oil-property deals previously discussed.

business combination

On August 20, 2003 the company hired LSC Associates, LLC to help raise $1 million through a private placement (targeted for end of September), then roughly $5 million or more by debt placement (targeted for October/November 2003). It also signed a July 30, 2003 letter of intent to buy Montage Industries, Inc. (extended on August 25 for at least 30 days), and got the Comanche Point option extended to September 15, 2003. These continue the earlier Comanche Point deal and funding plan; none is completed.

capital raising announcement

Energy Producers, Inc. (the company's name at the time) extended its letter of intent and first right of refusal to buy Comanche Point Production Company, a Kern County, California oil producer, through August 15, 2003. It expects to pay US$350,000 plus 20,000 restricted shares for a 100% working interest (87.5% net revenue interest) in 17 wells (16 producing) and two leases of about 425 acres; the deal still needs due diligence, financing and a definitive agreement. The company also said it planned a private placement to be completed in about 30 days, and that it was in talks with two firms about further funding of $5-10 million.

capital raising announcement