Each one in plain English, with the numbers worked through for a shareholder.
18 May 2018capital raising announcement▼ BadMajor
Bow, now Petrolia's subsidiary, raised its loan with a third-party lender by $800,000 to $1,530,000 at 12% interest, due May 11, 2021, with monthly payments of $50,818 from July 15, 2018. The extra $800,000 can only be used for a future oil and gas acquisition that the company is discussing; if no acquisition closes it is expected to be repaid immediately. The lender also gets 500,000 restricted shares and warrants over 2,320,000 shares. This is new debt after the 2017 debt conversions, and it adds modest dilution.
28 Feb 2018asset acquisition disposition● NeutralMajor
The Bow Energy acquisition announced in December 2017 closed on Feb 27, 2018, after more than 99% of Bow shareholders' votes and a court approval on Feb 23. Petrolia issues 106,156,712 shares (plus rounding), assumes Bow's warrants and certain options, and Bow becomes a wholly-owned subsidiary with its Indonesian working interests. This resolves the pending deal and brings large dilution; Bow's financial statements and pro forma figures are still to be filed by amendment.
5 Dec 2017asset acquisition disposition● NeutralMajor
Petrolia signed an agreement on Nov 30, 2017 to buy Bow Energy Ltd, a Canadian-listed company with interests in several Indonesian (North Sumatra) production-sharing contracts, in an all-share deal. Bow holders would receive 106,156,712 Petrolia shares (1.15 per Bow share), against Petrolia's 107,889,886 shares outstanding, so the deal would roughly double the share count. Bow's market value is stated as $4,615,509 versus Petrolia's $10,788,989. This is a new direction beyond the Texas, Oklahoma and New Mexico assets, and the deal had not yet closed.
24 July 2017capital raising announcement● NeutralMajor
Petrolia converted the remaining $2,000,000 of the Jovian production payment note into 12,749,286 shares (at $0.14) and 21,510 Series A preferred shares ($10 each), cancelling that note. It also converted Rick Wilber's $550,000 of convertible notes into 55,000 preferred shares, and reported closing a $2,000,000 Series A preferred offering begun April 11, 2017 (9% non-cumulative dividend, converts at 71.429 common shares per preferred share). This resolves the Jovian and Wilber debt threads, at the cost of more dilution. The press release says all long-term debt has been converted to equity; Jovian is a related party, and Beasley and Khan abstained.
