14 Feb 2000substantial holder notice● Neutral
Bear Stearns Securities Corp. reported it no longer held any position in Venture, closing out its 1999 stake a year after the company's collapse.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
8 Mar 1999listing compliance notice▼ BadMajor
Deregistered from SEC reporting (only 30 holders of record remained), formally ending Venture's life as a public company following the CCAA bankruptcy filing.
16 Feb 1999bankruptcy or receivership▼ BadMajor
Venture and Continental Holdings filed for creditor protection under Canada's Companies' Creditors Arrangement Act, with KPMG appointed court monitor - the direct result of the Pacific Titan seizure and resulting cash-flow collapse; Boone Geophysical and Hydrokinetic Surveys were not included in the filing.
12 Feb 1999substantial holder notice● Neutral
Bear Stearns Securities Corp., acting as custodian/broker-dealer, disclosed a 9.08% position in Venture.
19 Jan 1999other material event▼ BadMajor
Disclosed the real reason for the annual-report delay: unresolved fallout from Western Geophysical's seizure of Continental's Pacific Titan survey vessel, and received formal notice that Nasdaq would delist Venture's stock on January 22, 1999 unless the overdue 10-KSB was filed.
19 Jan 1999director officer appointment▼ BadMajor
The Western Geophysical vessel-seizure dispute escalated into litigation (Continental countersued for over $20 million and sought arbitration), and four of Venture's six directors plus nearly all of Continental's officers and directors resigned within days - the board effectively collapsing under the crisis.
24 Dec 1998late filing notice▼ Bad
VENTURE SEISMIC LTD notified the SEC that its annual report would be filed late.
11 Dec 1998other material event▼ BadMajor
Distress deepened: Venture took a $3 million bridge loan (net $2.7 million, pledging all of Continental's stock as security, due April 1999) and formed a special board committee to oversee the crisis; it flagged a preliminary fiscal Q4 loss of $0.10-0.15/share (versus a year-earlier profit) after a hurricane-hit Gulf of Mexico marine survey, and disclosed a new $30 million lawsuit over a Boone Geophysical workplace injury.
14 Aug 1998quarterly activities report▼ BadMajor
Quarter ended June 30, 1998 delivered the loss flagged in July's warning; total assets grew to $31.0 million (from $22.6 million) on the newly consolidated Continental balance sheet, including a $4 million advance and rising short-term debt.
6 Aug 1998substantial holder notice● Neutral
Continental VP Roy Self, retained after the acquisition, likewise disclosed 915,200 Venture shares (13.6%) from the same deal consideration.
6 Aug 1998substantial holder notice● Neutral
Former Continental principal Leslie Stinn disclosed 915,200 Venture shares (13.6%) received as acquisition consideration.
30 July 1998asset acquisition disposition▲ GoodMajor
Closed the Continental Holdings acquisition (2,080,000 shares - about 31% of Venture's stock - plus $0.5 million cash and $1.0 million in notes to Continental's former owners); Continental principal Leslie Stinn joined Venture's board, completing the deal first announced in December 1997.
10 July 1998other material event▼ BadMajor
Warned that fiscal third-quarter results would show a significant loss, driven by Boone Geophysical's reduced revenue from scheduling and equipment shortfalls - Venture's first profit warning, unrelated to the pending Continental deal despite how the filing was originally tagged.
11 June 1998securities registration● Neutral
Prospectus supplement continuing to update that warrant registration.
1 June 1998securities registration● Neutral
Further amendment to the 100,000-share warrant registration.
29 May 1998other● Neutral
Filed Continental Holdings' historical financial statements and pro forma combined financials, the SEC-required follow-up to February's amended acquisition announcement.
26 May 1998annual report● Neutral
Amended the fiscal 1997 annual report to add required disclosure, explicitly flagging the pending Continental acquisition and the company's capital-intensive need for additional funding as key risks - with 4.63 million shares now outstanding.
15 May 1998quarterly activities report● Neutral
Quarter ended March 31, 1998, filed as a full Form 10-Q rather than 10-QSB - Venture had grown past small-business-issuer reporting thresholds.
22 Apr 1998securities registration● Neutral
Amended the 100,000-share warrant registration from February.
31 Mar 1998asset acquisition disposition● NeutralMajor
Signed the definitive Securities Purchase Agreement for the Continental Holdings acquisition on the same terms (2,080,000 shares, $1.5 million cash, $4 million vessel-refurbishment advance), moving the deal toward a shareholder vote.
19 Feb 1998asset acquisition disposition● NeutralMajor
Revised the Continental Holdings letter of intent to fixed terms of 2,080,000 Venture shares plus $1.5 million cash, and agreed to advance Continental $4 million up front to refurbish a second marine seismic vessel - convertible to equity if the deal doesn't close, adding real exposure before closing.
12 Feb 1998quarterly activities report● Neutral
Quarter ended December 31, 1997; shares outstanding had grown to 4.63 million (from 3.1 million a year earlier) as 1997's warrant redemption drove exercises.
11 Feb 1998substantial holder notice● Neutral
President/CEO Brian Kozun disclosed personal beneficial ownership of 20.7% of Venture's shares.
5 Feb 1998securities registration● Neutral
New shelf registration covering 100,000 common shares issuable on exercise of a separate block of warrants, for resale by the warrant-holders.
27 Jan 1998agm notice● Neutral
Notice of Venture's 1998 annual shareholder meeting.
24 Dec 1997securities registration● Neutral
Prospectus supplement updating the warrant-shares registration with Venture's newly filed fiscal 1997 annual results.
24 Dec 1997annual report▲ GoodMajor
Fiscal 1997 annual report: revenue nearly doubled to $27.1 million (from $14.1 million in fiscal 1996), reflecting a full year of Boone Geophysical and strong 1997 industry demand.
10 Dec 1997securities registration● Neutral
Further prospectus supplement continuing to track the warrant redemption/exercise process ahead of the December 16, 1997 deadline.
9 Dec 1997securities registration● Neutral
Prospectus supplement updating warrant-holders on the November warrant redemption call (1.17 million of 1.61 million warrants still unexercised) and the pending Continental Holdings letter of intent.
3 Dec 1997asset acquisition disposition▲ GoodMajor
Announced a letter of intent to buy 100% of Continental Holdings Ltd., a privately held Calgary marine seismic-survey operator, for roughly $14.5 million in cash and stock - Venture's second major acquisition after Boone, moving it into marine (vessel-based) seismic work.