20 Aug 2012quarterly activities report▼ Bad
WORTHINGTON ENERGY, INC. reported a quarterly net loss of $3.4 million for the period ended 2012-06-30.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
14 Aug 2012late filing notice▼ Bad
WORTHINGTON ENERGY, INC. notified the SEC that its quarterly report would be filed late.
15 June 2012debt financing▼ BadMajor
La Jolla Cove Investors said on June 14, 2012 that the company defaulted on its $200,000 convertible debenture (issued under an April 30, 2012 agreement; 4¾% interest) because its average share price was below $0.01 for three consecutive trading days (June 4–6, 2012). La Jolla accelerated repayment and demanded $120,585.62 ($100,000 unconvertible principal, a $20,000 premium and $585.62 interest). This is a new debt problem, and the filing shows the share price had fallen below one cent.
15 May 2012quarterly activities report▼ Bad
WORTHINGTON ENERGY, INC. reported a quarterly net loss of $1.1 million for the period ended 2012-03-31.
30 Mar 2012late filing notice▼ Bad
WORTHINGTON ENERGY, INC. notified the SEC that its annual report would be filed late.
14 Mar 2012capital raising announcement▼ BadMajor
The company (now named Worthington Energy, confirming the earlier name inference) reported more small convertible financings: a $10,000 debenture with 100,000 warrants (What Happened LLC, December 1, 2011) and $70,000 of debentures with 700,000 warrants to four investors (January–February 2012), all convertible at 50% of recent low bids. It also amended the Black Cat deal on March 5, 2012: cash drops to $175,000, the note rises to $1,075,000 (with $100,000 due May 31, 2012 and the rest later), the 45 million shares stay, the December 15, 2011 closing date is removed, and $250,000 had to go into escrow. Mr. Mason's job is now a consulting agreement at closing with a covenant to recommend CEO/director roles. The filing also lists conversions of notes into about 3.4 million shares in February–March 2012, with 68,362,770 shares outstanding as of March 12, 2012. The Black Cat deal has therefore not closed on its original timetable.
11 Jan 2012capital raising announcement▼ Bad
In December 2011 the company sold more small 8% convertible debentures: $10,000 to Luis Urroz and $12,000 to John Reed (each with warrants for 100,000 and 120,000 shares at $0.15 until December 31, 2016), plus $35,000 to Asher Enterprises (December 20, 2011, due September 22, 2012). All convert at 50% of the average of the three lowest closing bids in the prior 10 trading days. This continues the same small, discount-priced convertible funding, adding dilution risk from both conversions and warrants.
22 Nov 2011capital raising announcement▼ Bad
The company sold two small 8% convertible debentures: $35,000 to Asher Enterprises (November 14, 2011, due August 16, 2012) and $20,000 to What Happened LLC (November 21, 2011, due August 3, 2012). Both convert at 50% of the average of the three lowest closing bids in the prior 10 trading days, with a 4.99% ownership cap per holder. This continues the pattern of discount-priced convertible funding seen with the August Asher debenture and means conversions would issue more shares as the price falls.
18 Nov 2011material agreement● NeutralMajor
On November 14, 2011 the company agreed to buy Black Cat Exploration & Production's interests in certain Gulf of Mexico wells for $250,000 cash, a $1,000,000 note (four monthly $250,000 installments after closing) and 45 million new shares. The press release describes the assets as a 2% override interest in the Mustang Island 818-L lease (14,400 acres) with a 10.35% working interest in the recently drilled I-1 well. Closing is targeted by December 15, 2011 and depends on conditions including title due diligence; Anthony Mason is to become President/CEO and a director at closing. This is a new acquisition alongside the pending Virgin merger and Black Sands deal, and the 45 million shares would heavily dilute existing holders if it closes (about 60 million shares were outstanding in August 2011).
14 Nov 2011quarterly activities report▼ Bad
WORTHINGTON ENERGY, INC. reported a quarterly net loss of $265 thousand for the period ended 2011-09-30.
31 Oct 2011material agreement● NeutralMajor
On October 25, 2011 the company agreed to buy 50% of Black Sands Energy, LLC's interest in the Redwater/Maud lease (1,462 acres, Bowie County, Texas) for $3.25 million and 2.5 million restricted shares, plus $3 million to be deposited into a rework escrow account by December 30, 2011. The press release says three of seven wells are producing and projects the rework could raise output from about 45 to over 400 barrels of oil a day. Closing depends on conditions including title due diligence and is not assured by the expected December 31, 2011 date. This is a new acquisition thread on top of the Gulf of Mexico Vermilion 179 interest; the filing does not say how the company will fund the payments (inference: it would need new financing, given its low cash balance).
24 Aug 2011capital raising announcement▼ BadMajor
The company sold Asher Enterprises an $50,000 8% convertible debenture maturing May 15, 2012, convertible from February 8, 2012 at 50% of the average of the three lowest closing bids in the prior 10 trading days. It also reported second-quarter results (June 30, 2011 balance sheet: total assets $6.76 million, cash $4,031, total stockholders' equity $2.89 million) and furnished a June 19, 2011 reserve report by James F. Hubbard. A conversion price at half the market price could mean heavy dilution if converted; the low cash balance is from the filing's balance sheet. Shares outstanding were 60,346,033 as of August 22, 2011.
22 Aug 2011quarterly activities report▼ Bad
WORTHINGTON ENERGY, INC. reported a quarterly net loss of $3.0 million for the period ended 2011-06-30.
15 Aug 2011quarterly activities report▼ Bad
WORTHINGTON ENERGY, INC. reported a quarterly net loss of $3.0 million for the period ended 2011-06-30.
27 June 2011director interest notice● Neutral
Paul A Jordan became a WORTHINGTON ENERGY, INC. director and company insider (initial ownership filing).
20 June 2011substantial holder notice● Neutral
Charles Volk Revocable Family Trust, Charles F. Volk, Jr disclosed a new substantial WORTHINGTON ENERGY, INC. shareholding (29.20% of votes).
20 June 2011director interest notice● Neutral
Charles Volk Revocable Family Trust became a WORTHINGTON ENERGY, INC. 10%+ owner and company insider (initial ownership filing).
9 June 2011capital raising announcement▼ BadMajor
The company issued 15 million bonus shares to CEO Charles Volk and 750,000 to President James Burden, and 1,067,825 shares to four investors who converted $50,000 of convertible debentures. Shares outstanding were 58,715,556 as of June 7, 2011. The bonus shares to management dilute other shareholders.
16 May 2011quarterly activities report▼ Bad
WORTHINGTON ENERGY, INC. reported a quarterly net loss of $714 thousand for the period ended 2011-03-31.
13 May 2011securities registration● Neutral
WORTHINGTON ENERGY, INC. filed notice of an exempt private placement.
12 May 2011asset acquisition disposition▲ GoodMajor
The company completed the Montecito Offshore purchase on May 6, 2011, acquiring a 70% working interest (51.975% net revenue interest) in leases at Vermilion 179, about 547 acres in the shallow Gulf of Mexico off Louisiana. It paid $1.5 million cash, a $500,000 subordinated note (junior to the May 5 secured convertible notes) and 15 million shares. No drilling or production has started, and the company can choose to operate it or hire another operator. This resolves the Montecito agreement from April.
9 May 2011capital raising announcement● NeutralMajor
The company raised $2,133,250 in cash by selling units of a $30,000 secured convertible note plus a warrant for 200,000 shares. The notes mature May 5, 2012, pay 9% interest, convert at $0.15 per share and carry full ratchet anti-dilution protection; warrants are exercisable at $0.30 for five years. The placement agent, Buckman, Buckman & Reid, received $305,990 in cash and warrants for 1,422,167 shares. The notes get a first lien on the Montecito assets once that acquisition closes (otherwise they are unsecured), so this funds the Montecito purchase but adds debt and potential dilution. (The press release describes a $2.55 million placement, which is the stated maximum.)
2 May 2011material agreement● NeutralMajor
The company agreed to merge with Virgin Oil Company, Inc., giving Virgin's shareholders 70 million new company shares so that Virgin becomes a wholly owned subsidiary. Virgin is currently in Chapter 11 bankruptcy, and closing depends on conditions including audited financials, an updated engineering report, the company raising funds, creditor settlements and the bankruptcy judge's approval; either side may terminate if it is not closed by December 31, 2011. For shareholders, 70 million shares is a large issuance relative to the company's share count, and the deal is far from certain.
11 Apr 2011director interest notice● Neutral
WORTHINGTON ENERGY, INC. President and Secretary James E. Burden bought 124,647 shares on the open market at $0.00.
11 Apr 2011director interest notice● Neutral
WORTHINGTON ENERGY, INC. director Clifford W. Henry received 124,647 shares as part of the equity award.
11 Apr 2011director interest notice● Neutral
WORTHINGTON ENERGY, INC. Chief Executive Officer Charles F. Volk Jr. received a stock option grant for 3,000,000 shares.
11 Apr 2011director interest notice● Neutral
WORTHINGTON ENERGY, INC. President & Secretary James E. Burden received a stock option grant for 3,000,000 shares.
11 Apr 2011director interest notice● Neutral
WORTHINGTON ENERGY, INC. director Clifford W. Henry received a stock option grant for 1,000,000 shares.
11 Apr 2011director interest notice● Neutral
Charles F. Volk Jr. became a WORTHINGTON ENERGY, INC. CEO, Treasurer and company insider (initial ownership filing).
11 Apr 2011director interest notice● Neutral
James E. Burden became a WORTHINGTON ENERGY, INC. President & Secretary and company insider (initial ownership filing).