Each one in plain English, with the numbers worked through for a shareholder.
24 Dec 2013asset acquisition disposition▼ Bad
This amendment adds the audited financial statements of SCNRG for the years ended August 31, 2013 and 2012, plus unaudited pro forma combined figures, to the October SCNRG acquisition report. The statements show SCNRG with oil revenues of $80,792 and a net loss of $41,991 for the year to Aug 31, 2013 (versus revenues of $83,599 and a loss of $13,136 the year before), and total members' equity of negative $1,226. It adds no new transaction.
30 Oct 2013asset acquisition disposition● NeutralMajor
On October 25, 2013 the company (still Sara Creek Gold Corp.) closed the purchase of SCNRG, LLC, paying 14,000,000 shares to Darren Katic, Manhattan Holdings and Gerald Tywoniuk. SCNRG owns two-thirds of the DEEP Lease (40 acres in the Midway-Sunset field, five producing wells averaging 4 barrels a day, about $145,000 gross revenue over 12 months to Aug 31, 2013) and an option to buy the other third for $325,000. Katic becomes CEO, CFO, President and director while Andresen steps down from those roles but stays Secretary and director. This resolves the September agreement; the 14M new shares dilute existing holders.
On October 15, 2013 the company got an option, exercisable until December 1, 2013 unless extended, to buy all of Hawker Energy, LLC from Darren Katic and Charles Moore for 3,000,000 shares. Further shares could go to the sellers if Hawker acquires certain assets: 2,000,000 each for the Monroe Swell Field (California Oil Independents) and a South Coast Oil Huntington Beach participation, 5,000,000 for the Midway-Sunset Lease interests, and 7,000,000 for assets related to the PRC 145.1 Lease. Katic is also a member of SCNRG, the DEEP Lease company in the September deal. The name Hawker appears here, and this sets up the later company name.
On September 18, 2013 the company agreed to acquire all membership interests of SCNRG LLC, which owns a two-thirds interest in an oil-producing property called the DEEP Lease, for 14,000,000 company shares. Closing is subject to conditions and expected in the third quarter of 2013. This continues the move into oil and gas, and the share issue would increase the number of shares outstanding.
23 July 2013asset acquisition disposition● NeutralMajor
On July 18, 2013 the company, still named Sara Creek Gold Corp., acquired a 2% working interest in the DF#15 oil well in the Sawtelle Field from Ryan Bateman, effective June 30, 2013, paying 2,500,000 shares (500,000 shortly after, 2,000,000 on January 1, 2014). The filing says this ended its status as a shell company, so the company is now moving into oil and gas. It also issued 1,180,000 shares to six investors to settle $59,000 owed on a convertible note, now paid in full. Kristian Andresen signs as CEO, replacing Pomerleau in that role. There is no mention of the Orion deal in this filing.
The company says its former auditor (Davis Accounting Group, later Etania) was not licensed in Utah when it signed the audit reports on the 2010 and 2009 annual reports, and the SEC told the company those financial statements are therefore not considered audited. It will amend the 10-K to remove the audit report and plan to have L.L. Bradford audit them and file a further amendment. This explains the February 2011 auditor change and is bad news for the reliability of past filings.
On February 14, 2011 the company dismissed Etania Audit Group and hired L.L. Bradford as its auditor; Etania's report on the year ended August 31, 2010 carried a going concern qualification. The filing also says the board approved a 30-for-1 reverse split of its shares, effective in the market February 8, 2011, with authorized shares unchanged at 750,000,000. Each 30 old shares became one new share.
The Orion deal missed its November 15, 2009 closing date, so the company and Orion extended closing to December 31, 2009 or another agreed date. The Kapelka option was also amended so the monthly exploration spending starts January 6, 2010 instead of November 15, 2009, with the US$6,500,000 total and September 30, 2011 deadline unchanged. This delays the transaction announced in October.
Sara Creek Gold agreed on September 30, 2009 to buy one share representing 50% of Orion Resources, N.V. (Suriname) for $2,000,000, closing scheduled for November 15, 2009. Orion holds two exploration concessions of 56,920 hectares. On October 5 it also took an option from Kapelka Exploration to buy the one Orion share Kapelka holds (100% of Orion), exercisable by September 30, 2011 by spending US$6,500,000 on exploration (at least $250,000 a month from November 15, 2009) and issuing 12,000,000 restricted shares to Kapelka's shareholders. This starts the company's move into gold exploration.
Now named Sara Creek Gold Corp. and based in Las Vegas, the company dismissed Seale and Beers on September 29, 2009 and engaged Davis Accounting Group, so its second auditor change in under two months. The filing says Seale and Beers issued no report on the company's financial statements and that there were no disagreements.