Each one in plain English, with the numbers worked through for a shareholder.
30 July 2007capital raising announcement▼ BadMajor
Terax completed the Westar Oil sale on July 23, 2007, selling 3.9 million shares for $819,000. Combined with the April closing, Westar paid $948,780 for 4,518,000 shares, or 55% of the stock, and can now elect the whole board. The filing also gives $978,780 as the purchase price in one place, which doesn't match the $948,780 total. Linda Contreras is the sole director and CEO, and Lawrence Finn resigned as CEO and CFO. Shareholders voted to rename the company Westar Oil and Gas, Inc. and raise authorized shares from 15 million to 200 million. Neither change is effective until an information statement is mailed. The company also said it plans a 2-for-1 restricted share dividend and is finalizing a share exchange with Westar, with no terms given.
The company issued a $2,500,000 promissory note at 12.5% interest to Paul A. Turner, Trustee, along with 71,429 shares. It is due on demand after December 31, 2006 and secured on its Erath County, Texas leases, pipeline rights, equipment and production. This adds secured debt on top of the earlier notes, and the lender can foreclose on default.
The company sold 12,805,600 shares plus warrants for the same number of shares to institutional and accredited investors for $16,007,000, at $1.25 per unit; warrants are exercisable at $1.50 until February 6, 2011. The price was about a 30% discount to the market price when it was agreed in early January 2006, and J.P. Turner was paid about $862,120 in commissions. This is a large new issue of shares relative to earlier raises and dilutes existing holders. The company also moved its head office to Dallas's One Galleria Tower.
The company accepted a further $1,680,000 of subscriptions (168,000 units), bringing the total raised in the private placement to $7,390,000, and closed the offering. It agreed to register the resale of the shares by March 13, 2006 and to pay fees of $285,000.
The company accepted subscriptions from seven purchasers for 570,000 units at $10.00 each, raising $5,700,000 in the private placement announced in June. Each unit has eight shares and four warrants exercisable at $1.75 until February 8, 2007, which could add shares and dilute existing holders.
