24 Oct 2014listing compliance notice▼ Bad
Petron Energy II, Inc. withdrew a registration statement, abandoning the offering it covered.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
20 June 2014listing compliance notice▼ Bad
Petron Energy II, Inc. withdrew a registration statement, abandoning the offering it covered.
7 Apr 2014capital raising announcement▼ BadMajor
On April 3, 2014, Petron Energy II agreed to let an unnamed institutional investor swap $393,268 of company debt securities and options, which the investor bought from TCA, for common stock. The investor gets 30,303,030 shares for the first exchange and may exchange the rest when it chooses, so more dilution may follow. This turns part of the debt that originated with the TCA facility into shares; the filing does not say how that debt relates to the $5,000,000 credit agreement.
13 Dec 2013material agreement▼ BadMajor
On December 12, 2013, Petron Energy II agreed with PUS Income Group, LLC (also named CP Us Income Group in the exhibits) that it can sell up to $10,000,000 of common stock to that investor over 36 months, at a 30% discount to the lowest closing price in the prior ten trading days. The company reserved 150,866,346 shares for this, which the filing says would be 42.68% of current shares outstanding, so heavy dilution is possible if it is used fully. It also owes a $12,500 commitment fee paid in shares and must file a resale registration statement within 21 days of closing.
7 May 2013capital raising announcement▼ BadMajor
Petron Energy II signed a credit agreement dated March 31, 2013 (effective April 16, 2013) with TCA Global Credit Master Fund, LP, letting the company and its two Texas subsidiaries (Petron Energy II Pipeline and Petron Energy II Well Service) borrow up to $5,000,000 in revolving loans at 11% interest. The loans are secured by a first-priority lien on the borrowers' property, run for six months with an option to renew for six more, and come with fees plus 3,333,334 restricted common shares issued to TCA, which dilutes existing holders. This is the company's first debt facility in the filings seen, which previously showed none.
6 Feb 2013asset acquisition disposition● Neutral
Amendment No. 3 to the February 2012 ONE Energy filing, re-submitting Exhibits 10.1 and 99.1 in a text-searchable format at the SEC staff's request. No change to the deal terms or new events.
4 Jan 2013asset acquisition disposition● Neutral
Amendment No. 2 to the February 2012 ONE Energy filing, made to answer SEC staff comments by revising the auditor's report (Exhibit 99.1). The deal terms are unchanged: ONE Energy assets for 5,910,000 Series B preferred shares.
4 Dec 2012asset acquisition disposition● Neutral
This is an amended copy of the February 2012 filing on the ONE Energy asset purchase (5,910,000 Series B preferred shares), with the same terms. The addition is exhibits giving combined revenues and direct operating expenses of the acquired oil and gas properties for 2011 and 2010; the figures themselves are not in the text shown.
17 Feb 2012asset acquisition disposition● NeutralMajor
On February 9, 2012 Petron Energy II agreed to acquire all assets of ONE Energy International Corp and its affiliates in exchange for 5,910,000 shares of a new Series B Convertible Preferred stock (up to 6 million authorized). This carries out the ONE Energy asset acquisition described in the August 2011 deal; existing common holders face possible dilution when the preferred converts (inference). The filing also reports that the auditor LBB & Associates was dismissed and Killman, Murrell & Company engaged, with no disagreements, though LBB's reports for 2010 and 2011 carried a going-concern uncertainty.
16 Aug 2011capital raising announcement● NeutralMajor
This filing is made under the name Restaurant Concepts of America Inc. (same file number 333-160517 as Petron Energy II, which later files under that name). On August 9-10, 2011 Petron Energy II, controlled by Floyd L. Smith, bought 10,000,000 restricted shares (98.9% of the company) from three selling shareholders for $232,750, and Smith became sole officer and director. A deal signed August 12 (amended August 15) has the company buy substantially all of Petron's oil and gas assets for 200,000 common shares and 1,000 preferred shares giving Smith 51% of the vote, with 9,400,000 of Petron's purchased shares to be cancelled so Petron would hold 87.9%. Closing was required by August 28, 2011 subject to conditions, and the company expected to drop restaurant operations for oil and gas. It also involves assigning a $8,000-a-month management agreement with ASL Energy Corp. and an agreement to acquire ONE Energy Capital and ONE Energy International assets for convertible preferred stock valued at $5,910,000. Smith would get a five-year, $200,000-a-year employment agreement.