Each one in plain English, with the numbers worked through for a shareholder.
26 Nov 2012director officer appointment● NeutralMajor
Cut authorized capital from 750 million to 360 million shares (350 million common plus 10 million blank-check preferred, extinguishing the unissued 25 million Series A Preferred designation) and executed a 1-for-5 reverse split; directors James Harley Ruth and Happy Wells resigned from the board, six weeks after joining.
Added James Guy Tucker (former Governor of Arkansas, 1992-1996, and a longtime business chairman/investor) and Happy H. Wells (CEO of Private Jets Inc./Security Jets, LLC, with prior oil and gas public-company board experience) as directors alongside Carl Swan, filling board vacancies - a notable governance upgrade for a former penny-stock mining shell.
Reported its first-ever quarterly net income - $27,058 (versus a $20,761 loss a year earlier) - driven by newly formed subsidiary Synergy Oil Tool & Supply LLC (incorporated June 11, 2012), which generated $98,135 of gross revenue in its first weeks as an oilfield-equipment-and-services business; the nine-month net loss narrowed to $13,714 from $47,472, continuing the real oil-and-gas pivot begun with Carl Swan's appointment as CEO two months earlier.
4 June 2012director officer appointment▲ GoodMajor
Swanson stepped back to President/Director only. Carl W. Swan - a 50-year oil and gas veteran who founded Swan Petroleum Corporation in 1976 and has owned drilling companies including Intrepid Drilling, Continental Drilling, Longhorn Oil and Gas, and Basin Drilling (over 125 land rigs) - became CEO; Thomas Seifert became CFO/Treasurer; James Harley Ruth became Secretary and a director; Glenn Houck joined as a director. The company's address moved to Oklahoma City, signaling a real pivot toward oil and gas.
8 May 2012director officer appointment● NeutralMajor
D. Melvin Swanson (senior partner at Ola Mesa Investments) bought Mackie Barch's entire 400,000,000-share (74.07%) control stake for just $25,000 - a small fraction of the $383,000 Barch paid for the pre-split equivalent five months earlier - and became sole officer/director as Barch resigned all positions.
Renamed itself Georgetown Corporation (from Yukonic Minerals Corp.), raised authorized capital to 750 million shares (700 million common, 50 million preferred including 25 million designated Series A), and approved a 400-for-1 forward split - expanding shares outstanding from 1,350,000 to 540,000,000 once FINRA approves.
FY2011 10-K (still as Yukonic Minerals Corp.): net loss $73,678 (vs $65,051 in the FY2010 inception-period), cumulative deficit $138,729 since May 2010 inception, with the $15,000 Ram Claim mineral right already fully impaired to zero. No mining revenue has ever been recognized.
6 Dec 2011director officer appointment● NeutralMajor
Mackie Barch bought 1,000,000 shares (74.07% control) from founder Pamela Tesluck for $383,000; Tesluck resigned every position and Barch became sole officer/director. Barch was co-founder/Managing Director of Healthcare Distribution Specialists, LLC (a pharmaceutical wholesaler, since 2008) and co-founder of Global Nutritional Research LLC (maker of the Clotamin multivitamin, since 2007), pointing toward a pivot away from the Yukon gold claim.
Amended the prior 10-Q for the quarter ended June 30, 2011, largely to add the required XBRL data - restating the same figures already reported: $0 revenue and a $20,761 net loss for the quarter.
A second SEC comment letter flagged that the company's own promotional website contradicted its S-1: the filing stated Phase One of exploration would take about six months, while the site's Investors page said three weeks.
Amended the S-1 in response to the SEC's first comment letter, clarifying that the business plan was not yet complete and confirming Tesluck had been affiliated with the company since its inception as its incorporator.
Filed the company's written response to the SEC's first comment letter, confirming the registration statement was prepared jointly with legal counsel and that Tesluck herself created the business plan.
SEC staff's first comment letter on the S-1 pressed for specifics on who actually prepared the registration statement and business plan, and asked pointedly whether Tesluck, her counsel, or anyone else involved had prior experience setting up shell companies for reverse mergers - explicitly citing the same law firm's earlier involvement in Amarok Resources, Inc., a shell that pivoted from a stated 'spa center in Ukraine' plan to shell status in Feb 2010.
Filed an S-1 IPO registration as Yukonic Minerals Corp. (Nevada, incorporated May 26, 2010): a development-stage shell whose only asset was the Whitehorse 'Ram Claim,' an unpatented ~0.25-square-mile gold prospect near Ruby, Yukon Territory, Canada, bought for $15,000 in June 2010; sole officer/director was Pamela Dawn Tesluck.