Each one in plain English, with the numbers worked through for a shareholder.
31 Mar 2009debt financing▼ BadMajor
On March 27, 2009 YA Global (formerly Cornell) wrote that Striker was in default on its debenture for missing the principal and interest payments due February 1 and March 1, 2009, and demanded repayment of the full principal plus accrued interest. Striker says it is in preliminary talks with YA Global; YA Global holds a security interest in its assets. This follows the December 2008 amendment that had deferred earlier installments, and the filing does not say how the demand will be resolved.
On December 22, 2008 Striker amended its two Cornell debentures (originally $3,096,155 issued May 17, 2007 and $1,508,494 issued June 29, 2007). The November 1, December 1 and January 1 installment payments were pushed back to maturity, the conversion price was cut from $0.50 to $0.15, and the warrant exercise price was cut to $0.10 with an anti-dilution provision added. This is the second concession on this debt after the February 2008 amendment, and the lower prices could mean more shares issued if converted or exercised (inference).
This corrects a typo in the August 8 restatement notice: restated first-quarter 2008 net income per share was $0.02, not $0.20. The table also shows first-quarter revenues of $1,179,135, whereas the August 8 table showed $1,177,609 (the filing does not explain the difference). The other restatement figures are unchanged.
Striker Oil & Gas (the renamed Unicorp) said on June 27, 2008 that it had made accounting errors on derivatives tied to the YA Global financing, so its 2007 annual report and first-quarter 2008 report should no longer be relied on. The restated 2007 net loss is $1,946,768 versus $1,423,363 originally reported, and the 2007 loss per share is $0.10 versus $0.07. The filing says the statements were restated on July 2, 2008. It is signed by Steven M. Plumb as CFO, whereas Carl Chase was CFO earlier (inference: a CFO change; the filing does not say so).
Hein & Associates resigned as auditor on February 19, 2008, only about a month after being hired in January 2008 for the 2007 audit. The company engaged Malone & Bailey, PC effective February 25, 2008 to audit 2007. The filing reports no disagreements with Hein. This is another auditor change, and Malone & Bailey is a returning former auditor.
On February 20, 2008 Unicorp amended its May 2007 financing with YA Global (the former Cornell Capital Partners). The note interest rate rose from 9% to 14%, maturity moved from November 17, 2009 to December 31, 2010, and the conversion price fell from $0.50 to $0.15. The company must pay $100,000 a month from March 1, 2008 plus a $1,300,000 balloon payment on December 31, 2009. Existing warrant exercise prices were cut (e.g. A-1 from $0.55 to $0.15, D-1 from $0.90 to $0.50) and four new warrants (A-2 to D-2) were issued for about 13.6 million shares in total, expiring May 17, 2012. For shareholders, the lower conversion and exercise prices mean more shares could be issued on conversion or exercise (an inference from the terms, not stated in the filing). The filing is signed by Kevan Casey as CEO, which conflicts with the earlier signs of Robert Munn as CEO.
Unicorp signed a new employment agreement with CFO Carl Chase running through December 31, 2009, at $180,000 a year plus a car allowance and a bonus of up to 75% of salary. The filing is signed by Robert P. Munn as CEO, which differs from earlier filings signed by Kevan Casey (inference: a CEO change, though the filing does not say so).
Unicorp ended its relationship with auditor Thomas Leger & Co. on January 14, 2008 and hired Hein & Associates LLP for the 2007 audit. The filing reports no disagreements and clean prior reports from Leger. This is another auditor change, the fourth since 2003.
