Each one in plain English, with the numbers worked through for a shareholder.
8 Oct 2008capital raising announcement▼ BadMajor
Around September 9, 2008 the company signed a management services and joint venture deal with ASL Energy, LLC, whose CEO is Daniel Vesco (the company's own CEO), starting October 1, 2008 at $20,000 a month. In return Vesco is to get 150,000,000 restricted shares, consultant Suzanne Chapman 20,000,000, and ASL 1,000 super-voting Series A Preferred shares plus 40,000,000 options at $0.005 (to Sept 8, 2011). ASL gets 80% of joint venture distributions and the company 20%, and ASL can require the company to buy its venture interest for shares. Unpaid fees can convert to stock at $0.002 per share. Other consulting deals issue 10,000,000 shares to Ibrahim Nafi Onat's firm (plus $2,500 a month), 10,000,000 to Philippe Junot, 5,000,000 to Marshall Auerback and 1,000,000 to Pam Cooper (plus $80 an hour). The issues are tied to getting shareholder approval to raise the authorized share count, and the share numbers are very large next to the 200,000,000 authorized in 2004, so existing holders face heavy dilution (inference). Pagest assigned its two $125,000 convertible notes (sold Nov 28 and Dec 19, 2007) and its warrants to Junot, which confirms the second Pagest unit was sold. The company a
On Nov 28, 2007 the company settled disputes with Frank Jacobs (now a former officer and director), Jacobs Oil & Gas, Clover Capital, Capersia, Peter Wilson and Sterling Grant. About $640,000 of claimed debt was forgiven, including the roughly $500,000 Jacobs note; Jacobs returns 5,000,000 of his 7,500,000 shares for cancellation; Capersia keeps 30,000,000 shares but may sell no more than 2% of outstanding shares per three months for two years; and the 200,000 Morgan Creek shares held as collateral go to Jacobs' company (about $92,000 value). It also agreed to sell $250,000 of units to Pagest Services SA: 2% convertible notes at $0.0125 per share with Class A/B warrants for 5,000,000 shares at $0.02 and $0.03; $125,000 was sold at once and the second $125,000 was due by December 15, 2007. This resolves the Jacobs debt thread. Filing shows a new Dallas address and Daniel Vesco as CEO (inference: leadership changed from Jacobs/Maxwell).
On June 29, 2006 the company closed the purchase of two oil and gas leases in Brazoria County, Texas from Sunray Operating (37.5% of about 196 acres and 35% of about 20 acres) for $60,523: $30,523 in cash and 375,000 units (a share plus a $0.15 one-year warrant). It says it lacks the cash to buy the other four leases it had planned. Separately, an individual bought 1,925,000 units (share plus $0.15 warrant) for $154,000 on June 3, 2006. This adds a new Texas asset and more shares.
Lucayan Oil and Gas Investments converted its $735,000 promissory note into 18,375,000 shares (about $0.04 each), so it now holds 22,375,000 shares in total. This removes that debt in exchange for more shares, diluting existing holders. The conversion agreement was filed with an April 19, 2006 report not shown here.
