Each one in plain English, with the numbers worked through for a shareholder.
16 Oct 2014capital raising announcement▼ BadMajor
Now named Hawker Energy, Inc., the company waived all the conditions on the 33,000,000 milestone shares owed to Katic and Moore and authorized issuing the full amount at once (16,500,000 each), instead of as acquisitions were completed. Of these, 19,000,000 are held in escrow: 10,000,000 to be released when the TEG Oil & Gas (Tapia Field) deal completes and 9,000,000 on completing any one of several listed oil-field transactions by December 31, 2017. The filing says this is meant to simplify the share structure and help raise capital; for other shareholders it means 14,000,000 of the shares are issued immediately and the full 33,000,000 is now fixed regardless of acquisitions. This resolves the earlier milestone-share thread, with the escrow still tied to deals.
On July 7, 2014 the company gave director and CEO Darren Katic a $190,000 demand note (10% interest) covering advances he made on May 1, May 15 and June 25, 2014. It also filed the amended Oceanside $350,000 note as an exhibit, and issued 738,000 units at $0.10 on July 1 (700,000 to cancel $70,000 of debt, 38,000 for $3,800 cash). This adds insider debt and more dilution.
The Oceanside note was replaced by a $350,000 amended note (12%, convertible at $0.10, and the conversion price drops automatically if the company later sells shares at a lower price), still secured on all company assets and meant only to fund advances to TEG. The TEG loan was enlarged to up to $1,500,000 ($912,305.69 advanced) and extended to December 29, 2014, with Tapia's option to buy into the TEG assets extended to June 27, 2015 at $68,750 per 1% (up from $59,171.60). The company also issued 550,000 units at $0.10 to cancel $55,000 of debt. This deepens the company's exposure to the TEG deal and the price-reset feature adds dilution risk.
5 June 2014capital raising announcement● NeutralMajor
The company's new subsidiary Tapia Holdings agreed to lend TEG Oil & Gas up to $1,000,000 (3% interest, second-ranking security, due July 31, 2014; $552,305.69 already advanced) as part of a proposal to acquire a majority interest in TEG's assets, which still needs a vote by Sefton shareholders. To fund this, the company issued a $250,000 secured convertible note to Oceanside Strategies (12% interest, convertible at $0.10 per unit with a half-share warrant at $0.25, secured on all company assets), and also a $50,000 12% convertible note convertible at $0.10 per share. This moves the TEG/Tapia Field deal from the milestone-share list toward a concrete step, and adds secured debt and potential dilution.
On April 9, 2014 the company closed another private placement of 3,649,720 units at $0.10: 2,206,000 sold to twelve investors for $220,600, and 1,443,720 issued to four creditors to cancel $144,372 of debt. Each unit has a share and a half-share warrant at $0.20, expiring in five years. Insiders took part, including Katic (684,910 units for debt cancellation) and Smed Capital (linked to Andresen, 250,000 units for $25,000). This continues the series of unit financings and adds dilution.
16 Jan 2014capital raising announcement● NeutralMajor
On January 10, 2014 the company closed a private placement of 3,600,000 units at $0.10 each to seven investors for $360,000. Each unit has one share plus a warrant for half a share at $0.20, expiring in five years. Insiders and large holders took part: Katic $38,000, Manhattan Holdings $90,000, Tywoniuk $50,000. This is new cash for the company, with dilution from the shares and warrants.
What it means for a shareholder
3.6m new shares at $0.100 to raise about $360,000. That's 4.5% dilution: every existing holder's slice gets 4.5% smaller. If you held $1,000 of shares (10,000 at the issue price), your slice goes from 0.0132% to 0.0126% of the company. To keep it you'd need 474 more shares - about $47 at the issue price.
