United American Petroleum Corp.

United American Petroleum Corp. deregistered its securities, ending its obligation to file reports with the SEC.

listing compliance notice

On February 26, 2014 the company sold a 46% working interest (34.5% net revenue interest) in a 430-acre lease in Duval County, Texas, to RTO Exploration, LLC for $400,000, plus a $10,000 non-refundable option payment. The filing notes the CEO and COO have done consulting work for the buyer. The filing does not say which of the company's earlier assets this lease was, or how the money will be used.

asset acquisition disposition

The company took two new short-term convertible loans. JMJ Financial agreed on January 31, 2013 to lend up to $360,000 (up to $400,000 including a 10% original issue discount), with $50,000 advanced February 13, 2013; it converts at the lesser of $0.11 or 60% of the lowest recent trading price. Asher Enterprises bought a $103,500 8% note due February 20, 2014, convertible at a discount to market. These terms can create many new shares if the stock falls (inference: further dilution risk).

capital raising announcement

On December 26, 2012 the company issued 500 Series B Preferred shares each to CEO Michael Carey and COO Ryan Hudson (1,000 total) for services. These shares carry 51% of all votes, so the two executives control about 64.7% of total votes, and common holders keep a minority of the vote. Common stock outstanding was 50,034,543 shares. The filing itself warns their interests may differ from other shareholders'.

capital raising announcement

On June 4, 2012 the company borrowed another $215,000 under the October 2011 facility (10% note due October 14, 2014, with 215,000 warrants at $1.00), and the investor agreed to raise the facility's total size from $1.5M to $1.59M. Separately, on June 1, 2012 one foreign investor converted $590,000 of the early-2011 senior notes into 1,180,000 shares at $0.50, which removes that debt but adds shares for existing holders' dilution.

capital raising announcement

On November 29, 2011 the company borrowed $550,000 more under its October 2011 facility (10% convertible note due October 14, 2014, with 550,000 warrants at $1.00). On November 30 it bought 100% of McKenzie Oil Corp.'s working interest in the McKenzie State Well No. 1 (about 186 acres, Pecos County, Texas) for $550,000 cash plus 50,000 shares. This adds a new Pecos County asset, apparently funded by the new borrowing (an inference from matching amounts and timing).

asset acquisition disposition

On November 4, 2011 the company bought Alamo Energy Corp.'s 75% working interest in the Lozano Lease (Frio County, Texas) for $160,000, taking its stake from 25% to 100%. The lease has three producing wells, and the company gets sales from oil produced after October 1, 2011. This resolves the partial-ownership position held since the 2010 merger; audited financials for the acquisition were promised in an amendment.

asset acquisition disposition

On October 14, 2011 the company signed a new Note and Warrant Purchase Agreement with an investor for up to $1,500,000 in installments, with a $400,000 first installment received and 400,000 warrants issued. Notes convert at $0.50 and warrants are $1.00 for five years, and the company must register the underlying shares for resale within 180 days. This is a second financing facility separate from the December 2010 one; the filing does not say whether the investor is the same.

capital raising announcement

On January 28, 2011 the company bought working interests in Texas wells from Patriot Minerals, LLC (Shackelford, Erath and Wilbarger counties) in exchange for a consulting agreement with Jamie Teahan at $5,000 a month. It also bought Gabriel Rosser, LP's 50.83% working interest in several wells for $10 plus about $85,000 of vendor expenses, and formed United Operating, LLC and UAP Management, LLC to run them. This expands the Texas asset base beyond the Marcee and Lozano interests.

asset acquisition disposition

On December 31, 2010 Forgehouse merged with United American Petroleum Corp., a Texas oil and gas business, issuing 15,000,000 shares for United's 10,000,000 shares and renaming itself United American Petroleum Corp.; 43,950,000 shares were outstanding afterward. It now holds a 100% working interest in the Marcee 1 tract (Gonzalez County, well not yet producing) and 25% of the producing Lozano tract (Frio County). It also arranged a senior secured convertible note facility of up to $2,250,000 (first $620,000 drawn, convertible at $0.50, with $1.00 warrants), cancelled 2,550,000 of Christian Negri's shares, and put milestone vesting on 2,500,000 shares each for Michael Carey and Ryan Hudson. This replaces the shell's earlier ForgeHouse and Alaska-property plans with a Texas oil and gas business, and the filing does not mention the Alaska properties.

business combination

ForgeHouse sold its OneVision business to Enforce Global, LLC (controlled by John Britchford-Steel and Jose Alonso) for about 10.74 million returned shares and Enforce's assumption of about $1,749,000 of liabilities. It also sold ForgeHouse, LLC to Britchford-Steel for 2,500 shares and assumption of about $258,000 of liabilities, and all options were terminated. Britchford-Steel, Alonso and Jorge Vargas resigned as officers, and Philip Mann remains director and became Assistant Secretary. This exits the technology business set up in the 2008 deal and cuts the share count.

asset acquisition disposition

On December 16, 2009 ForgeHouse agreed to merge with Northern Future Energy Corp., which owns oil and gas properties near Anchorage, Alaska, issuing 12,000,000 restricted shares to its one beneficial owner. The filing says production has not started and recovery of hydrocarbons is not assured, so this is an early-stage asset. Director Keith Ebert resigned and Philip Mann, 23, was elected by the Series A preferred holders.

business combination

The shell company (then Milk Bottle Cards, renamed ForgeHouse, Inc.) bought all of ForgeHouse, LLC on January 31, 2008 for 10,500,000 new shares and $171,500, in a reverse acquisition where ForgeHouse is the accounting acquirer. It also sold 2,000,000 Series A preferred shares with warrants for $2,100,000 gross, bought back 35 million shares from former president Ms. Milkovich for $50,000 plus its old operating assets, and restructured the Arngrove debt (6% simple interest, five $280,000 principal payments from Dec 31, 2008). This ends the earlier Milk Bottle Cards business; the filing says the board cited only $476 revenue since inception and a going-concern doubt.

business combination