Index Oil & Gas Inc. (IXOG) company history: the story so far

History

Index Oil & Gas reversed into a shell, raised about $11 million in 2006 to drill Texas wells, raised $2.77 million in 2008, then deregistered in 2009.

2005-2006: Becoming an explorer

Index Oil & Gas Inc. began as Thai One On, a Malaysian restaurant business, and was renamed in November 2005. In December 2005 it signed a letter of intent to buy Index Oil and Gas Ltd, a private UK company with activities in Kansas, Texas and Louisiana. The purchase completed on January 20, 2006, paid for with 22,615,552 new shares. The same month the company sold 8,533,333 shares at $0.60 each, raising $5,120,000. Index UK's former directors took over management and the board, and a stock option plan of up to 5,225,000 shares was set up.

The deal came with a loose end. The previous auditor, PKF, had not approved use of its report on Index UK's accounts, so unaudited 2004 figures were filed until a new auditor, Russell Bedford Stefanou Mirchandani, finished its work. The filings still did not state the audit's status.

In May 2006 the company signed with ADC Petroleum, L.P. to join the reprocessing of up to 226 square miles of existing 3D seismic data (underground imaging) on the Gulf Coast. It gained the option, not the obligation, to take up to 18% of prospects from the first 105 square miles and up to 12.5% from a further 121.

2006-2008: Raising money and drilling

The company then raised funds through a private placement. The first closing, on August 29, 2006, brought in $7,097,898. A second closing in early October lifted the total to $10,965,598 gross. Each unit was 5,000 shares at $5,000, or $1.00 a share. Placement agent International Capital Partners SA took commissions of $700,000 and $386,770 on the two rounds. The company also announced a 12-14 well drilling program.

In December 2006 it signed agreements with Crawford Energy, Inc. for four Texas wells: Taffy #1, #2 and #3 in Matagorda County and West #1 in Lavaca County. It took working interests of 12.5%, 30%, 30% and 15% respectively. The Taffy wells were expected to be drilled from late 2006 into early 2007, and West #1 was planned for the first quarter of 2007. The filings did not report the results of any of these wells.

The record then goes quiet until February 26, 2008, when the company closed another placement of 5,541,182 units at $0.50 each, raising about $2.77 million. Each unit carried a share and a loyalty warrant, exercisable only from the second anniversary and only for shares still held. The price was half the 2006 price per share, and the new shares diluted existing holders.

2009: Leaving the SEC register

On August 6, 2009 the company deregistered its securities, ending its obligation to file reports with the SEC. The record gives no further detail on its wells or finances.

Written from the 9 story beats below (2005 to 6 Aug 2009), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

2009

6 Aug
Index Oil & Gas Inc. deregistered its securities, ending its obligation to file reports with the SEC.
listing compliance notice

2008

29 Feb
On February 26, 2008 the company closed a private placement of 5,541,182 units at $0.50 each, raising about $2.77 million gross. Each unit has one share and a loyalty warrant for 0.50 share at $0.50, exercisable only from the second anniversary and only for shares the buyer still holds. ICP was again placement agent, paid a $276,840.13 commission and about $95,132 in legal fees; proceeds are for working capital and general corporate purposes. The new shares dilute existing holders, and the price of $0.50 per share compares with $1.00 per share in the 2006 units ($5,000 per 5,000 shares), a comparison derived from the filings.
capital raising announcement

2006

7 Dec
Through its subsidiary Index USA, the company signed exploration agreements with Crawford Energy, Inc. for four Texas wells: a 30% working interest in Taffy #3, 12.5% in Taffy #1 (an added 5%), 30% in Taffy #2 (an added 10%), all in Matagorda County, and 15% in West #1 in Lavaca County. The company pays its share of lease and seismic costs plus a larger share of drilling costs (40% for Taffy #3 and #2, 16.666% for Taffy #1, 20% for West #1), with caps if costs exceed 125% of budget. Press releases say the Taffy wells are expected to be drilled from Q4 2006 to Q1 2007 and West 1 is planned to spud in Q1 2007. These are the first specific wells under the 12-14 well drilling program mentioned in October, which the filing text does not link explicitly (inference).
material agreement
11 Oct
The company closed a second round of the private placement that began on August 29, 2006: 693.54 units on October 4 (US$3,467,700) plus 80 units on October 5, for US$3,867,700 in this round and US$10,965,598 gross across both rounds. Each unit is 5,000 shares at $5,000. ICP again acted as placement agent, with a $386,770 commission and about $5,000 of other fees; proceeds are for working capital and general corporate purposes. The press release says the company has entered a 12-14 well drilling program. This continues the September 2006 raise, which it increases from about $7.1 million to about $11.0 million; the new shares dilute existing holders.
capital raising announcement
11 Sept
On August 29, 2006 the company closed a private placement selling 1,419.58 units at $5,000 each (5,000 shares per unit) for gross proceeds of $7,097,898. Proceeds are for working capital and general corporate purposes, after a $700,000 commission to placement agent International Capital Partners SA plus about $60,000 of other fees; the company must file a resale registration statement within 60 days or pay liquidated damages.
capital raising announcement
8 May
The company signed an agreement with ADC Petroleum, L.P. to join the reprocessing of up to 226 square miles of existing 3D seismic data in the Gulf Coast (Texas, Louisiana, Mississippi). It has the option, not the obligation, to take up to an 18% working interest in prospects from the first 105 square miles and up to 12.5% from a further 121 square miles, paying its share of costs plus a portion of ADC's share on prospects it joins.
material agreement
15 Mar
The company gave full details of the January 2006 purchase of Index UK: 22,615,552 shares and 1,092,676 warrants issued, Index UK's former directors taking over as management and board, and a stock option plan of up to 5,225,000 shares. The company's previous auditor, PKF, had not approved use of its report on Index UK's accounts, so unaudited 2004 financials are provided until a new auditor, Russell Bedford Stefanou Mirchandani, finishes its audit. The filing also records that the company began as Thai One On, a Malaysian restaurant business.
business combination
27 Jan
On January 20, 2006 the company completed the purchase of Index Oil and Gas Ltd. by issuing 22,615,552 common shares, which completes the December 2005 letter of intent. It also sold 8,533,333 shares at $0.60 each in a private placement, raising $5,120,000.
capital raising announcement

2005

23 Dec
Index Oil and Gas announced it signed a letter of intent (not yet a completed deal) to buy 100% of Index Oil and Gas Ltd, a private UK-registered company with activities in Kansas, Texas and Louisiana. No price or terms are given in the filing.
material agreement