30 June 2026listing compliance notice▼ BadMajor
Sustainable Projects Group Inc. deregistered its securities, ending its obligation to file reports with the SEC.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
7 Jan 2025auditor change▼ Bad
On January 2, 2025 the company dismissed Centurion ZD CPA & Co., whose PCAOB registration is being withdrawn, and engaged AOGB CPA Limited for the year ended December 31, 2024. Centurion's reports on 2023 and 2022 included going-concern doubt, and the same four internal-control weaknesses were repeated. This is another auditor change, continuing the turnover thread. The filing's engagement sentence names Centurion where AOGB appears intended, an apparent drafting error.
12 Nov 2024capital raising announcement● Neutral
The company sold 2,278,723 shares at $0.35 on September 27, 2024 to accredited investors, for gross proceeds stated as $797,500. This continues the company's small private share sales; it adds shares for existing holders. (Note: 2,278,723 x $0.35 is about $797,553, close to but not exactly the stated figure.)
26 Dec 2023capital raising announcement● Neutral
The company reports share sales to accredited investors between March 30 and December 4, 2023: 1,500,000 shares at $0.25 and 4,006,000 at $0.35 on August 18, 2023, and 3,341,000 at $0.35 on December 22, 2023. In total 8,847,000 shares raised gross proceeds of $2,946,450, which adds new shares for existing holders.
What it means for a shareholder
1.5m new shares at US$0.250 to raise about US$375,000. That's 0.51% dilution: every existing holder's slice gets 0.51% smaller. If you held US$1,000 of shares (4,000 at the issue price), your slice goes from 0.00137% to 0.00136% of the company. To keep it you'd need 20 more shares - about US$5 at the issue price.
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11 Dec 2023financial restatement▼ BadMajor
On December 6, 2023 the board concluded the 2022 annual accounts and the March and June 2023 quarterly accounts should no longer be relied on. The restatement covers goodwill impairment on intellectual property and inventory write-downs at its YER Brands subsidiary, and a change in how the Lithium Harvest reverse acquisition is shown, so the statements will reflect the company on a standalone basis. Centurion will re-audit the 2022 annual statements because Margetson is no longer PCAOB-registered. No restated figures are given.
24 Oct 2023auditor change▼ Bad
On October 24, 2023 the company dismissed auditor K.R. Margetson, whose PCAOB registration was revoked on September 12, 2023, and engaged Centurion ZD CPA & Co. for 2023. Margetson's reports on 2022 and 2021 included going-concern doubt, and four previously disclosed material weaknesses in internal controls were repeated. This continues the auditor turnover and weak-controls thread.
15 Feb 2023business combination● NeutralMajor
On February 14, 2023 the company bought all of Lithium Harvest ApS (Denmark) by issuing 206,667,233 new shares to its shareholders. After this, with 287,190,813 shares outstanding, Lithium Harvest holders own about 72%, Kestrel Flight Fund (which held a convertible loan from the company) about 25%, and previous shareholders about 3%, so existing holders are heavily diluted. Control changed: Sune Mathiesen becomes CEO and Chairman, Stefan Muehlbauer steps down as CEO and becomes CFO (agreement through January 31, 2024), and Paw Juul is CTO. The deal is treated as a reverse merger with Lithium Harvest as the accounting acquirer, and the company's shell status changes. This replaces the earlier Cormo and Thunder Bay-era business focus; what happens to those interests is not stated in the available text.
1 Sept 2021auditor change● Neutral
On August 26, 2021 the company dismissed its auditor Fruci & Associates II and appointed K.R. Margetson Ltd. Fruci's report on 2019 had no adverse opinion but included a going-concern doubt, and the company said its internal controls were not effective in 2019; no disagreements were reported. This continues the pattern of auditor turnover and weak controls.
1 Mar 2019asset acquisition disposition● NeutralMajor
The company entered a joint venture with Cormo AG, which develops peat moss replacement and natural foam products, under a February 25, 2019 shareholder's agreement that follows a September 2018 letter of intent. The company and Cormo each own 35%, with the other 30% held by individuals including Kurt Muehlbauer, Paul Meier and CEO Stefan Muehlbauer; the venture has $400,000 of working capital, versus the $600,000 planned in the letter of intent. The company is to provide U.S. business development, market research and distribution-channel work. Several of the other owners are also major shareholders or the CEO of the company (inference from the earlier filing).
16 Jan 2019material agreement termination● NeutralMajor
The company vacated its Zurich office as of October 1, 2018 and ended the sub-lease, so the lease deposit was returned to Mr. Greising, who handed back the 400,000 shares issued in 2017; they were cancelled on January 2, 2019. Separately, between August 29 and December 11, 2018 Workplan Holding sold 4,148,686 company shares, ending Grunder's control (he held 48.8% before). Afterwards Paul Meier holds 17.4%, CEO Stefan Muehlbauer 11.0%, Kurt Muehlbauer 5.5% and Workplan 1.0%; John Leliever still holds 12.1%.
9 May 2018auditor change● Neutral
The auditor MNP LLP resigned on May 4, 2018 and Fruci & Associates was appointed. The filing reports no disagreements and an unmodified report for the year ended May 31, 2017, with internal controls disclosed as not effective. This is the third auditor change since 2016 and Stefan Mühlbauer now signs as CEO.
31 Jan 2018material agreement● Neutral
Now named Sustainable Projects Group Inc., the company agreed on January 30, 2018 to buy a 10% stake in Falcon Projects AG, a Swiss-focused real estate company, from Workplan Holding AG. It will pay with 10,000 restricted shares valued at $42,000. This adds another small stake bought with shares from an entity tied to the earlier controlling shareholder (inference from the name match).
11 July 2017capital raising announcement● NeutralMajor
The company disclosed several share-based deals. It issued 400,000 restricted shares ($600,000) to Mr. Greising for a Zurich office lease deposit, with a rent-free 10-year sub-lease from SP Group AG. It bought a 20% stake in SP Group (Europe) AG from Christopher Grunder for 6,000 shares ($21,000), with a dividend agreement entitling it to 20% of that firm's annual dividend, which is to equal 100% of that firm's net profit. It also reported small private placements ($39,996 at $3.00 and $108,949 at $3.50 per share), the 1,250,000-share issuance for the mineral claims, and 10,000 shares issued to settle $35,000 of debt. Together these add new shares outstanding.
9 June 2017auditor change● Neutral
The auditor Centurion ZD CPA Limited resigned on May 3, 2017 and MNP LLP was appointed. The filing reports no disagreements and an unmodified report for the year ended May 31, 2016, with internal controls disclosed as not effective. This is another auditor change after the 2016 one.
17 Mar 2017material agreement● NeutralMajor
Now renamed Sustainable Petroleum Group Inc. and based in Naples, Florida, the company bought 13 mineral claims in the Thunder Bay Mining Division from Workplan Holding Inc. (the entity tied to Grunder, its controlling holder) under a March 13, 2017 agreement. It paid CDN$5 million by issuing 1,250,000 restricted shares. The claims carry a 3% net smelter royalty to John Leliever, and the company may buy back half of it for CDN$1.5 million before a bankable prefeasibility study. Because the seller is the major shareholder, this was a related-party deal (inference from the earlier filing).
29 Aug 2016auditor change● Neutral
The auditor Dominic K. F. Chan & Co. resigned on August 10, 2016 and DCAW (CPA) Limited was appointed in its place. The filing reports no disagreements; earlier audit reports carried a going-concern uncertainty statement and the company's internal controls were disclosed as not effective. This follows the change of control the same month.
11 Aug 2016business combination● NeutralMajor
The company, then named Blue Spa Incorporated, disclosed a change in control: Workplan Holding Inc. (owned by Christopher Grunder) bought 4,000,000 shares (57.1% of the 7,000,000 outstanding) from sole director Law Yau Yau for $4,000. Yau is to resign and Suha Hächler is to take over as sole director and officer once the 10-day notice period ends. No shareholder vote is required.