Each one in plain English, with the numbers worked through for a shareholder.
10 Oct 2012listing compliance notice▲ Good
Nasdaq closed out the shareholder-approval violation with a letter of reprimand rather than delisting action, after shareholders retroactively approved the TRW share issuance at a September 2012 special meeting.
Nasdaq separately flagged that Recovery Energy's December 2011 buyout of TRW Exploration's stake had skipped a required shareholder vote, because TRW turned out to be majority-owned by several of the company's own shareholders - meaning the JV termination a year earlier had, in fact, been a related-party transaction. A special meeting to ratify it after the fact was already planned.
Steven B. Dunn, Laura Dunn, Steven B. Dunn and Laura Dunn Revocable Trust reported a LILIS ENERGY, INC. shareholding of 1,240,098 shares (7.10% of votes) in a periodic institutional filing.
Nasdaq notified Recovery Energy it was out of compliance with audit-committee independence rules after a board member's resignation left only two of the required three independent directors, giving it until mid-2012 to fill the seat.
With its stock price well below the debentures' original $9.40 conversion price, Recovery Energy was forced to reprice its 8% convertible debentures down to $4.25/share and swap loan collateral to keep the debt in compliance. In the same filing it terminated its Chugwater joint venture with TRW Exploration - which had put in $9.1 million for a stake in two wells - buying out TRW's interest for 1.5 million shares just eight months after the partnership began.
Steven B. Dunn, Laura Dunn, Steven B. Dunn and Laura Dunn Revocable Trust disclosed a new substantial LILIS ENERGY, INC. shareholding (6.20% of votes).
Recovery Energy was forced to restate its 2010 annual and two 2010/2011 quarterly financial statements after the SEC flagged its accounting for replacement warrants issued in a 2010 exercise; the fix widened the 2010 net loss from $16.8 million to $19.7 million.
More warrant holders exercised, bringing in another $1.8 million, and the company waived a call provision on remaining warrants to keep that funding option open.