Past year: ▲ 26%(0.02c – 2.30c USD)
Each one in plain English, with the numbers worked through for a shareholder.
22 Oct 2019material agreement● NeutralMajor
On July 26, 2019 the company signed a letter agreement for Grupo Milagro LLC of Laguna Hills, California to acquire control. It also says it has engaged accountants and auditors to prepare a 10-K for 2018 and the six months to June 30, 2019 so it becomes current in its filings, implying a long filing gap (inference). The company is now a Nevada corporation based in Houston, and the filing gives no price or share terms for the control deal.
9 Aug 2016listing compliance notice▼ Bad
Green Technology Solutions, Inc. withdrew a registration statement, abandoning the offering it covered.
10 Mar 2015material agreement● NeutralMajor
On March 5, 2015 the company signed an asset purchase agreement for a roughly 1,300 sq ft Class 5 clean room to be installed in Colorado for hygienic testing and quality control for cannabis growers and retailers. The price is $2,500,000: $250,000 in cash instalments and $2,250,000 in stock, with 3,000,000 shares issued immediately and registered for resale. This is a new business direction, and the share issuance dilutes existing holders (inference).
27 Sept 2013material agreement● Neutral
Effective September 1, 2013 the company signed a joint venture with Chile's Sociedad de Chilerecicla E-Waste to buy electronic and plastic waste in Chile and sell recovered minerals, metals and plastics. The company puts in $50,000 in two instalments within 30 days and gets at least 50% of net profits. This is a new line of business, separate from the rare earth and paper-products ventures.
14 June 2012material agreement● Neutral
On June 8, 2012 the company signed a joint venture with Diamond V Associates to fund research and development of tungsten, other rare earths and precious metals in North America and Africa. The company contributes $2,000 a month, with profits and losses split equally. This fits the rare earth focus mentioned with the 2011 credit line.
16 Mar 2012capital raising announcement▼ BadMajor
The company reports that on October 7, 2011 it refinanced non-interest-bearing advances of $661,683 and $517,673 into 10% convertible notes convertible at $0.03 a share. In January 2012 the holders converted $661,683 into 22,056,100 shares and $270,000 of the second note into 9,000,000 shares, leaving 31,202,694 shares outstanding as of March 15, 2012. Existing holders were substantially diluted. The filing does not name the lenders.
1 Aug 2011capital raising announcement▼ BadMajor
On July 28, 2011 the company agreed a two-year, $3.25 million convertible credit line with Wasserman Investments Corp. at 8% a year, to fund evaluation of rare earth minerals projects and some operating costs. The lender can convert into stock at the lower of $0.05 or 60% of the three lowest closing bids in the prior 12 months, which could dilute existing holders heavily (inference). A related equity line agreement was signed the same day. The filing does not say how much has been drawn.
5 Apr 2011auditor change● Neutral
On March 31, 2011 the company and auditor ABBM Group mutually ended their engagement, and on April 1, 2011 it appointed M&K CPAS, PLLC. ABBM had issued no audit report, and the filing reports no disagreements. This is the third auditor change since 2009.
13 Dec 2010capital raising announcement▼ BadMajor
On November 8, 2010 the company paid $250,000 for the rights to a joint venture with Bio Pulp Works, LLC (a recycled-paper products maker), giving it 49% of profits and losses, and agreed to put in $10,000 a month for six months. On November 22, 2010 Paradigm Capital Corporation, assigned $150,000 of the Infox note, converted it into 15,000,000 shares, which the filing says is about 99% of the shares outstanding and a change in control away from Cambridge Securities. The filing cites about 133,740 shares outstanding before the issuance, far below the 23.69 million reported in May 2010, and does not explain the gap (a reverse split is a possible inference). This is the first new business since the company was described as a shell, and it realises the dilution risk of the $0.01 notes.
6 Aug 2010auditor change● Neutral
On August 3, 2010 auditor John A. Braden & Company resigned because Braden moved to ABBM Group Ltd LLP, and the board appointed ABBM the same day. Braden's report on 2009 included a going-concern warning, and the filing reports no disagreements. The company's address is now San Antonio, Texas, consistent with the new control group's base, and Dean McCall signs as CEO.
2 June 2010debt financing▼ Bad
The company borrowed $13,907 from affiliate Zaccam Trading in Q2 2010 for administrative expenses, could not repay it when asked on May 15, 2010, and on June 2, 2010 exchanged it for a 10% convertible note convertible at $0.01 a share. This is a small addition to the Infox/Zaccam notes of May 2010 and adds to possible dilution (inference). The 8-K text says the note is due May 15, 2010, while the attached note says May 15, 2013, an inconsistency like the earlier one; interest is stated as about $1,391 a year.
2 June 2010debt financing● Neutral
This amendment repeats the May 2010 report of the Infox ($297,567) and Zaccam ($109,441) loans exchanged for 10% convertible notes convertible at $0.01 a share. Visible changes are the exhibit list now naming Zaccam Trading instead of Millington Solutions and a slightly reworded sentence about the company being unable to raise $407,008. The text still says the notes are due March 31, 2010, while the attached note says 2013. No new financial terms are shown.
26 May 2010debt financing▼ BadMajor
On May 23, 2010 the company exchanged $297,567 owed to Infox Ltd and $109,441 owed to affiliate Zaccam Trading (total $407,008) for 10% subordinated convertible notes effective April 1, 2010, after it could not raise money to repay them on request. The notes convert to stock at $0.01 a share, which could greatly dilute existing holders (inference), and cost about $40,701 a year in interest. The filing text says the notes are due March 31, 2010, but the attached note says March 31, 2013 (internal inconsistency), and the exhibit list names Millington instead of Zaccam.
18 May 2010business combination● NeutralMajor
On May 18, 2010 a group of five buyers led by Cambridge Securities of Panama bought 16,503,817 shares (about 69.67%) from Burisma Holdings for $270,000, changing control of the company. CEO Konstantin Tsiryulnikov and CFO Roman Livson resigned as officers, director Tsiryulnikov resigned, and Leon Golden will resign about 11 days after the filing; Dean McCall becomes the sole director and officer. Shares outstanding are 23,690,037 and the filing describes no operating business. This follows the 2009 Burisma stake and asset transfer.
29 June 2009asset acquisition disposition▼ BadMajor
The company signed a definitive agreement with Millington Solutions on June 24, 2009 to transfer all its assets (its interests in Esko Pivnich and Pari) in settlement of the $5,864,837 owed on the Millington notes, with Millington assuming the subsidiaries' obligations. This formalises the transaction first reported in April; the filing still says it is pending board approval, with a March 30, 2009 effective date if approved.
6 Apr 2009asset acquisition disposition▼ BadMajor
The company says that on March 30, 2009 management accepted Millington Solutions' proposal to take all the company's assets, by surrendering its entire interests in the Ukrainian subsidiaries Esko Pivnich and Pari, in settlement of the Millington notes (total $5,864,837); Millington also assumes those subsidiaries' obligations. This is pending board approval (effective March 30, 2009 if approved), and the company would then become a blank-check company. It resolves the Millington default thread. Separately, majority holder Halton Impex surrendered its 16,355,767 shares (69.47%) to Burisma Holdings Limited for nominal consideration, and Burisma undertook best efforts to fund ongoing expenses and look for a merger.
26 Mar 2009debt financing▼ BadMajor
Millington Solutions, holder of $4.56 million of convertible notes the company sold in 2006-2007, refused to convert, extend or restructure the first tranche and demanded repayment of $917,200 plus $294,421 interest by March 30, 2009. Millington says it will accelerate the other tranches and sue for the full $4,560,000 plus $1,124,837 interest if payment is missed. Management says it cannot raise enough to pay and has proposed transferring some or all of the company's assets as payment, which could put the company's assets at risk for shareholders (inference).
17 Feb 2009auditor change▼ Bad
On February 13, 2009 the board dismissed its auditor GLO CPAs and engaged John A. Braden & Company for fiscal 2008, subject to shareholder approval. GLO's reports on 2006 and 2007 included a going-concern warning, and the filing reports no disagreements with GLO.
28 Mar 2007capital raising announcement▼ BadMajor
On March 26, 2007 the company issued Dutchess a promissory note with a $2,553,125 face amount for $2,375,000 in proceeds, at 7% interest, maturing December 26, 2007. It also issued 50,000 restricted shares and paid $75,000 in closing costs. The note is secured by 40 put notices under the September 2006 Dutchess agreement, and the subsidiaries TOV Energy-Servicing Company Esko Pivnich and Pari, Ltd. guaranteed it. Default carries penalties, including a 10% increase in the face amount.
11 Sept 2006capital raising announcement● NeutralMajor
On September 7, 2006 the company signed an agreement with Dutchess Private Equities Fund giving it access to up to $20 million by selling shares to Dutchess over 24 months. Each sale is priced at 96% of the lowest closing bid in a five-day period. The company must register the shares with the SEC and paid a $10,000 due diligence fee. Because shares are sold at a discount to market, this is a source of potential dilution (inference).
28 June 2005asset acquisition disposition● NeutralMajor
The Esko Pivnich acquisition is now reported as completed: the company owns all of it, and the company's business is oil and gas production and development in Ukraine. The shares were approved for trading on the OTCBB (symbol SEYR) around May 23, 2005, which was the last condition. Esko Pivnich's shareholders hold about 91% (15,309,900 shares), Halton Impex is deemed in control at 65%, and the loans from the selling stockholders were waived. Konstantin Tsiryulnikov replaced David Melman as officer, and Melman stays on the board.
6 Jan 2005asset acquisition disposition● NeutralMajor
The company reported the terms of the Esko Pivnich purchase: it would issue 10,479,900 new shares, and Esko Pivnich's shareholders would end up with 15,309,900 shares, about 91% of the company, for $40,000 paid at closing. A $35,000 loan from five selling stockholders would be waived once the deal closed. The filing says closing was still expected in mid-January 2005 and was conditional on listing the shares on the OTC Pink Sheets. Esko Pivnich's attached financials show a nine-month 2004 net loss of $550,908 on revenue of $165,830, and a stockholders' deficit of $501,069 at September 30, 2004.
6 Jan 2005business combination● NeutralMajor
The company (then named Sunrise Energy Resources, formerly Sunrise Energy Services; the filer of the earlier late-filing notices as Green Technology Solutions) told shareholders that it agreed on October 4, 2004 to acquire Esko Pivnich, a Ukrainian oil and gas production and development company. After closing, Esko Pivnich's shareholders would hold about 90% of a company with 17 million shares, current shareholders would keep 9%, and control would pass to a group led by Halton Impex Corp. (65%), with Konstantin Tsiryulnikov as Chairman and David Melman staying on as a director.
