13 Feb 2006director interest notice● Neutral
John Punzo became a Wentworth Energy, Inc. CEO and company insider (initial ownership filing).
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
13 Feb 2006securities registration● Neutral
Wentworth Energy, Inc. registered a small-business securities offering with the SEC.
13 Feb 2006director interest notice● Neutral
Francis K Ling became a Wentworth Energy, Inc. CFO and company insider (initial ownership filing).
13 Feb 2006director interest notice● Neutral
Severino Amorelli became a Wentworth Energy, Inc. director and company insider (initial ownership filing).
8 Feb 2006director interest notice● Neutral
Wentworth Energy, Inc. President, Oil Sands Develpmnt James Franklin Whiteside sold 7,500 shares at $1.27.
23 Jan 2006capital raising announcement● NeutralMajor
Wentworth sold Cornell Capital Partners $1,500,000 of 10% convertible debentures with a three-year term: $1,000,000 paid on closing and $500,000 due before a registration statement is filed. Conversion is at the lower of $0.65 or 85% of the lowest 15-day average price, so a falling share price means more shares issued; Cornell's holding is capped at 4.99% of shares. The filing lists security agreements and warrants at $0.60, $0.80 and $1.00 as exhibits, but does not state their terms or say what the money is for.
20 Jan 2006director interest notice● Neutral
James Franklin Whiteside became a Wentworth Energy, Inc. President, Oil Sands Develpmnt and company insider (initial ownership filing).
11 Jan 2006capital raising announcement● Neutral
On December 30, 2005, Wentworth sold 775,230 shares to non-U.S. investors and 583,524 shares to another investor, all at $0.50, raising $387,615 and $291,762. Each buyer also received warrants to buy the same number of shares at $1.00 until December 30, 2008. It also issued 77,500 shares under investor relations agreements at $0.25. All of this adds to the share count.
What it means for a shareholder
583,524 new shares at US$0.500 to raise about US$291,762. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
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23 Nov 2005director interest notice● Neutral
Gordon Campbell Mcdougall became a Wentworth Energy, Inc. President and company insider (initial ownership filing).
14 Nov 2005late filing notice▼ Bad
Wentworth Energy, Inc. notified the SEC that its quarterly report would be filed late.
9 Nov 2005asset acquisition disposition● NeutralMajor
Wentworth reported it acquired a 1,592-acre Asphalt Ridge Tar Sands lease in Utah's Uinta Basin on October 19, 2005, for 1,000,000 shares and a 12% royalty on net proceeds, its first oil sands move. It also listed several small share issues from September to November 2005 (including 100,000 shares as an origination fee on a $4,000,000 line of credit, 10,000 for Archer County oil properties, and 100,000 for consulting), and appointed Jim Whiteside as a director and President of Oil Sands Development. All the share issues add to the share count.
7 Oct 2005director interest notice● Neutral
Francis K Ling became a Wentworth Energy, Inc. CFO and company insider (initial ownership filing).
19 Sept 2005material agreement● NeutralMajor
On September 13, 2005, Wentworth signed a three-year, $1 million line of credit with Coach Capital, LLC, which can grow to $4 million if agreed performance criteria are met. Advances carry 10% interest and a 2% fee, and Coach can convert them into shares at $0.90 on the first $1 million, with later draws at 75% of the five-day bid price (floor $0.90). Conversion could dilute shareholders. A finder's fee of 100,000 was paid to a third party.
1 Sept 2005asset acquisition disposition▼ Bad
This amendment repeats the June 1 description of the Wentworth Oil & Gas share exchange and adds that company's audited financials for the period from incorporation on July 21, 2004 to December 31, 2004. They show no revenue, a loss of $146,306, proved undeveloped oil and gas property of $202,460, and total assets of $214,794. The auditor's report raises substantial doubt about its ability to continue as a going concern. The filing says it expects to be financed by loans from Wentworth Energy.
25 Aug 2005capital raising announcement● Neutral
Wentworth reported more share issues around August 4, 2005: 9,000 shares for services, 15,000 and 400,000 and 20,833 shares under investor relations agreements, and 6,000 shares as a note bonus, all priced at $0.25. It also issued 180,000 shares to six Wentworth Oil & Gas shareholders exchanging their shares, which continues the exchange from June. No commissions were paid. These issues add to the share count.
23 Aug 2005auditor change● Neutral
This amendment adds the letter from the former auditor, dated August 19, 2005, which agrees with the company's statements about the April 2005 auditor change. It resolves the missing-letter point from the earlier August 8 filing.
15 Aug 2005late filing notice▼ Bad
Wentworth Energy, Inc. notified the SEC that its quarterly report would be filed late.
8 Aug 2005auditor change● Neutral
Wentworth dismissed its auditor Hunter, Atkins & Russell, PLC effective April 15, 2005, and hired MacKay LLP. The filing says there were no disagreements and no reportable events. Hunter had not supplied the required confirmation letter to the SEC despite several requests when this was filed in August.
19 July 2005capital raising announcement● Neutral
Wentworth disclosed several share issues from May to July 2005: 17,857 shares for services and 30,000 as a bonus on a convertible note investment (both at $0.70), 50,000 to settle a debt at $0.25, and 896,000 in a private placement at $0.25. It also accepted a subscription from Kelburn Corporation for 120,000 units at $0.75, each with a share and a warrant to buy another share at $0.75 within two years. No commissions were paid. All of these add to the share count.
1 June 2005asset acquisition disposition● NeutralMajor
On June 1, 2005, Wentworth completed the share exchange it had announced in March, taking 86.76% of Wentworth Oil & Gas, Inc. (3,540,000 of 4,080,000 shares) and issuing 1,416,000 of its own shares. Director Gordon McDougall and Oil & Gas director Alan Sedgwick were among the exchanging holders, and McDougall abstained from the board vote. The remaining 540,000 Oil & Gas shares can still be exchanged. This resolves the March letter of intent, though the stake is not yet 100%.
15 Apr 2005material agreement● Neutral
Wentworth signed management agreements on April 2, 2005: C4 Capital Advisory will supply Gordon McDougall as President for $10,800 a month (cash or stock) plus at least 800,000 options a year, and Peter Henricsson will consult for $1,000 a month plus options, 25,000 shares if $500,000 is raised, and fees of 10% on equity and 5% on debt he raises. These are pay terms that could add share dilution; the filing sets no further effect.
5 Apr 2005director interest notice● Neutral
John Punzo became a Wentworth Energy, Inc. Chief Executive Officer and company insider (initial ownership filing).
31 Mar 2005material agreement● NeutralMajor
Wentworth bought an option to acquire KLE Mineral Holdings, LLC (Kentucky) for $50,000 at signing plus $10,000 a month until completion, and also signed an agreement to buy KLE outright for $12,250,000. Payment is 7,500,000 shares valued at $1.50 each plus $1,000,000 cash, with closing between June 1 and August 31, 2005 and two seller-designated seats on the board. Option payments reduce the cash portion. Shareholders would be diluted by the 7,500,000 new shares if it closes.
22 Mar 2005capital raising announcement● NeutralMajor
Now named Wentworth Energy, the company raised $31,000 by selling 1,550,000 shares at $0.02 each in a private placement, to be used as working capital. It also signed a letter of intent to buy Wentworth Oil & Gas, Inc. (a Nevada company) by issuing one Wentworth share for every 2.5 shares of that company, with a definitive agreement due by April 15, 2005. This marks the move toward an oil and gas business.
22 Mar 2005director interest notice● Neutral
Severino Amorelli became a Wentworth Energy, Inc. director and company insider (initial ownership filing).
3 Mar 2005director interest notice● Neutral
Firemark Capital, LLC became a Wentworth Energy, Inc. 10%+ owner and company insider (initial ownership filing).
3 Mar 2005substantial holder notice● Neutral
Firemark Capital, LLC disclosed a new substantial Wentworth Energy, Inc. shareholding (30.00% of votes).
27 Sept 2002asset acquisition disposition● Neutral
Avondale Capital I Corp., a small Oklahoma shell company (later renamed Wentworth Energy), bought FHW, Inc., a finance and bank-lending consulting firm, effective September 16, 2002. The seller, Frank H. Ward, received Avondale shares and joined as Executive Vice President and a director; the filing says Avondale intends to continue the consulting services. This is the starting point of the company's history and has nothing to do with oil and gas yet.