Each one in plain English, with the numbers worked through for a shareholder.
5 Apr 2023auditor change▼ BadMajor
The board voted on October 20, 2022 to replace BF Borgers with Macias Gini & O'Connell, LLP as auditor for the fiscal year ending December 31, 2022 (which suggests a change of fiscal year-end from February; this is an inference). The company also said its unaudited quarterly financial statements for the periods from May 31, 2022 through November 30, 2022 should not be relied on because the auditor had not reviewed them, and it will not restate them but will report through OTC Markets instead. This is a negative sign about the reliability of recent reporting.
The company issued 855,000 Series D preferred shares on June 14, 2021, for cash at par value and for services, without registering them with the SEC. The filing gives no price total or recipient names, so the dilution effect is not stated.
The company appointed BF Borgers, CPA PC as its auditor and dismissed DeCoria, Maichel & Teague, P.S. (the filing also calls it accepting DMT's resignation). It reports no disagreements with DMT, a going-concern paragraph in the opinion for the year ended Feb 28, 2018, and that no audit opinion has been issued for the years ended Feb 2019 and Feb 2020.
31 May 2019capital raising announcement● NeutralMajor
The company agreed to acquire producing oil and gas leases in Carbon and Fremont Counties, Wyoming from Looper Family Office and Quay View Partners in exchange for 100,000 new Series W preferred shares, and to lend the sellers $250,000 in two instalments. The filing states current production of about 160 barrels of oil per day and 810,000 barrels of oil equivalent of proved reserves. The preferred holders can elect a spin-out of the Wyoming subsidiary in which they keep 90% and common shareholders receive 10%, which is a dilution of common holders' stake in those assets. The company says it will stop being a shell company once the deal closes. (The body of the filing says the agreement was dated May 30, 2018, while the report date and press release say 2019; this looks like a typo.)
28 Feb 2007material agreement termination● NeutralMajor
The company says the KOKO acquisition closed on June 12, 2006, and that by the end of the year it and other investors had an irreconcilable disagreement with the operator, JMT Resources. On January 31, 2007 it sold its Corsicana interests back to JMT for $308,200 and was released from liabilities on those properties. It keeps its Barnett Shale interests. This unwinds the Corsicana part of the 2006 KOKO deal.
Morgan & Company resigned as auditor on September 6, 2006, and the company appointed Killman, Murrell & Company, P.C. of Odessa, Texas for the year ending February 28, 2007. The filing says there were no disagreements, and that Morgan's opinions on the years ended Feb 28, 2005 and 2006 carried a going-concern doubt because of net losses and no profitable operations. The company also moved its address to Kelowna, British Columbia, and the filing is now under the name Quantum Energy Inc.
Morgan & Company resigned as auditor and wrote to confirm it did not dispute the company's account of why. Quantum had only recently been the shell Boomers' Cultural Development, and it was losing its accountant within months of becoming an energy company.
Boomers Cultural Development (the company's name at the time, later Quantum Energy) agreed on May 19, 2006 to buy KOKO Petroleum's Texas oil and gas assets for 1.5 million company shares, and to take on about $1,500,000 of KOKO's notes. It also agreed to pay $150,000 to JMT Resources for the Corsicana Polymer Flood Pilot Program, to pay $20,000 plus up to $80,000 more toward KOKO's legal and audit costs for an OTCBB listing, and to add a KOKO board member, with closing set for May 31, 2006. The assets include three producing wells on the McKinney lease, a 50% funded interest in the Corsicana pilot (KOKO to earn 23.5% on completion), and 10% working interests in two Barnett Shale wells; this moves the company from its earlier cultural-development business into oil and gas.
