Past year: ▼ 9%(2.28 – 3.30 USD)
Each one in plain English, with the numbers worked through for a shareholder.
6 Oct 2020debt default or forbearance▼ Bad
CrossFirst Bank's second amendment to Empire's revolver, backdated to 30 June 2020, waived the company's breach of the maximum leverage covenant and the quarterly commitment-reduction payment then due, while raising the revolver commitment to $8.7 million (funding a new $300,000 letter of credit) and increasing that quarterly reduction to $180,000 from 30 September.
11 Aug 2020capital raising announcement▲ GoodMajor
Empire brought in Petroleum Independent & Exploration (PIE) as both financier and operating partner for its Texas wells: PIE bought $525,000 of stock and warrants, and lent Empire Texas up to $2 million to fund well workovers, taking a majority working interest in the reworked wells until the loan is repaid, after which most of the interest reverts to Empire and a partner.
23 June 2020material agreement termination▼ BadMajor
The $8.5 million Ovintiv acquisition collapsed: Empire tried to terminate citing COVID-19 government restrictions, the seller disputed the right to do so and ultimately terminated for breach, keeping Empire's $850,000 deposit as liquidated damages -- a real loss on top of the lost deal.
10 Apr 2020asset acquisition disposition▲ GoodMajor
Separately, new subsidiary Empire Texas signed and immediately closed a deal to buy Pardus Oil & Gas's Texas assets (139 wells, about 30,400 net acres in Houston, Madison and Leon Counties, plus 77 miles of gathering pipeline and a stake in the operating partnership) for assumed obligations and a contingent payment of up to $2 million -- Empire's entry into Texas.
4 Mar 2020material agreement● NeutralMajor
Empire North Dakota agreed to buy a large Bakken-area package from Ovintiv (94 wells, about 35,900 gross acres in Richland County, Montana and McKenzie County, North Dakota) for $8.5 million, wiring an $850,000 deposit -- Empire's biggest acquisition attempt yet at that point.
14 June 2019asset acquisition disposition▲ Good
A small Louisiana tuck-in: Empire Louisiana bought a bank's superior-lienholder position in two producing wells it was already operating (St. Landry Parish) for $450,000, funded from the CrossFirst credit line.
2 Apr 2019asset acquisition disposition▲ GoodMajor
Empire North Dakota closed the EnergyQuest acquisition for an adjusted $5.42 million, funded by expanding the CrossFirst revolver nearly two-fold (commitment raised from $1.35 million to $9 million, maximum advance from $5 million to $20 million) and extending its maturity to March 2021.
5 Mar 2019material agreement▲ GoodMajor
Empire moved beyond Louisiana for the first time: new subsidiary Empire North Dakota agreed to buy a much larger package from EnergyQuest II -- 183 wells and about 20,700 net acres across Montana and North Dakota producing roughly 355 net barrels of oil per day -- for $5.6 million.
2 Nov 2018asset acquisition disposition▲ Good
A further Louisiana tuck-in: Empire Louisiana bought non-operated interests in four producing wells and two saltwater disposal wells from Riviera Upstream (formerly Linn Energy Holdings) for $205,000.
25 Sept 2018asset acquisition disposition▲ GoodMajor
Empire Louisiana completed the Exodus Energy acquisition for an adjusted $866,901, funded partly by a new senior secured revolving credit facility with CrossFirst Bank ($1.35 million initial commitment, up to $5 million maximum, guaranteed by the parent company) -- the lending relationship that would fund Empire's growth for years to come.
4 Sept 2018asset acquisition disposition▲ Good
Empire Louisiana completed the Cardinal acquisition for an adjusted $302,119, funded by selling stock and warrants to Puckett Land Company.
25 July 2018material agreement▲ Good
Empire Louisiana also agreed to buy four fully-operated Louisiana wells (about 35 BOE/day) from Cardinal Exploration and Production for $323,000.
19 July 2018material agreement▲ GoodMajor
After the failed Wagon Wheel deal, Empire tried again at a smaller scale: new subsidiary Empire Louisiana LLC agreed to buy Exodus Energy's Louisiana properties (1,500 gross acres, 8 wells, about 135 BOE/day, 50%-86% working interests) for $950,000.
13 Feb 2018material agreement termination▼ BadMajor
The $14 million North Louisiana acquisition fell through -- the seller refused Empire's request for more time to complete title due diligence, so the purchase agreement was terminated.
22 Jan 2018material agreement▲ GoodMajor
Empire agreed to buy real producing assets for the first time under its new ownership: 14,000 gross acres and 70 wells producing about 500 barrels of oil equivalent per day in North Louisiana, from Wagon Wheel ArklaTex and Green Wheel, for $14 million -- a major step up in scale from the company's prior stock-option-funded leasing.
11 May 2015asset acquisition disposition● Neutral
A companion lease option covering about 10,000 acres in North Dakota and South Dakota with the Anderson Brothers, again paid in stock options rather than cash.
28 Apr 2015asset acquisition disposition● Neutral
Under its new owners, Empire began rebuilding from scratch: a two-year option covering roughly 150,000 acres in Haakon, Meade and Pennington Counties, South Dakota, paid for entirely in stock options (1 million shares at $0.25) rather than cash, reflecting the company's still-threadbare finances.
3 Mar 2015capital raising announcement▲ GoodMajor
Under new President/CEO Michael Morrisett following the December 2014 change of control, Empire Petroleum raised $135,000 (1.08 million shares plus warrants) in its first private placement of the rebuild era.
What it means for a shareholder
1.1m new shares at about US$0.125 to raise about US$135,000. That's 11% dilution: every existing holder's slice gets 11% smaller. If you held US$1,000 of shares (8,000 at the issue price), your slice goes from 0.0918% to 0.0817% of the company. To keep it you'd need 992 more shares - about US$124 at the issue price.
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31 Dec 2014asset acquisition disposition▼ BadMajor
An insolvent Empire handed its Gabbs Valley, Nevada leasehold -- by then its only real asset, carried at about $191,715 -- to CEO Albert Whitehead personally, cancelling the roughly $196,451 the company owed his family trust; the company had no funds to pay the property's upcoming lease rentals and was letting them lapse anyway. Simultaneously, Whitehead and director Montague Hackett sold all their Empire shares to Empire Petroleum Holdings, LLC (controlled by J.C. Whorton, Jr. and Michael Morrisett), handing over control of what was now essentially an empty shell.
31 Dec 2014business combination● NeutralMajor
The required Section 14(f) notice formalizing the December 30, 2014 change of control -- Whitehead and Hackett's board seats passing to Empire Petroleum Holdings' designees J.C. Whorton, Jr. and Michael Morrisett -- describing the same transaction disclosed elsewhere, no additional substance.
27 June 2014material agreement● Neutral
Empire and Sierra Nevada Oil LLC extended, to September 1, 2014, the deadline under a call option agreement the two had signed in March 2014.
6 Mar 2014capital raising announcement● NeutralMajor
Empire and chairman/CEO Albert Whitehead gave Sierra Nevada Oil LLC a 90-day call option over 4,000,000 shares at $0.25, $1,000,000 in aggregate less the $50,000 Sierra had already paid for the option itself. If Sierra exercises, Whitehead is to use commercially reasonable efforts to have the whole existing board resign and three Sierra nominees appointed - so the option is a change-of-control mechanism, not just a financing. The filing does not say whether it was exercised.
What it means for a shareholder
4.0m new shares at US$0.250 to raise about US$1.0m. That's 34% dilution: every existing holder's slice gets 34% smaller. If you held US$1,000 of shares (4,000 at the issue price), your slice goes from 0.0524% to 0.0344% of the company. To keep it you'd need 2,097 more shares - about US$524 at the issue price.
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11 Dec 2012capital raising announcement▼ BadMajor
Empire Petroleum converted $300,013 owed to CEO Albert Whitehead's trust - three separate notes made over nearly two years - into 6,000,250 shares at just $0.05 each, underscoring how thin the company's finances had become before its 2014 change of control.
30 Aug 2011material agreement● Neutral
CEO Albert Whitehead personally bought 2 million Empire shares directly from the company for $100,000, with proceeds earmarked for upcoming lease rental payments and working capital -- insider support for a company running thin on cash.
7 Feb 2011capital raising announcement▼ BadMajor
With outside financing scarce, CEO Albert Whitehead personally lent Empire Petroleum $100,000 through his own family trust, convertible into stock at $0.10/share - a sign of how dependent the company had become on its own CEO for cash.
21 Jan 2010capital raising announcement▼ Bad
Empire Petroleum raised another $310,000 (4.43 million shares) from eight investors under the same 2009-2010 offering.
What it means for a shareholder
4.4m new shares at about US$0.070 to raise about US$310,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
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4 Jan 2010capital raising announcement▼ Bad
Empire Petroleum raised a further $260,000 (3.71 million shares) from three investors, part of a small 2009-2010 offering during the company's pre-2014 financial decline.
What it means for a shareholder
3.7m new shares at about US$0.0701 to raise about US$260,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
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18 June 2009material agreement▼ BadMajor
Empire sold its original Cheyenne River, Wyoming leasehold and related equipment (the asset that brought it public in 2001) to M & K Oil Company for about $170,000, fully exiting Wyoming to focus entirely on its Nevada Gabbs Valley project, where it now holds a 57% interest in a second planned test well across 85,145 leased acres.
9 Feb 2009auditor change● Neutral
An amended filing of the HoganTaylor auditor-merger disclosure, adding the successor firm's confirmation letter -- no new information.
13 Jan 2009auditor change● Neutral
Auditor Tullius Taylor Sartain & Sartain merged with Hogan & Slovacek to form HoganTaylor, LLP, which took over as Empire's auditor -- an administrative continuity change, not a dismissal.
