History
A tiny Delta Mutual shell funded by small convertible notes drifted through Indonesia, building materials and Argentine oil, then in 2018 became CannAwake, a cannabis-focused real estate company in Nipton, California.
2001-2004: A small company and its first notes
Delta Mutual, Inc. first appears in 2001, when it filed to issue up to 11,215,144 shares to buy the assets of Enterprises Solutions, Inc. Kenneth A. Martin was named as its President and CEO. In February 2003 the filings show control passing: Kelcon sold 450,000 shares (81%) to Gary T. Robinson for $275,000 under a November 2002 agreement. A 5-for-1 forward split followed on February 20, 2003, leaving 5,885,000 shares outstanding. Martin was to step down, with Robinson and Peter F. Russo taking the board.
In 2004 the company turned to small financings. In August stockholders raised authorised common stock from 20,000,000 to 100,000,000 shares. It then sold $301,500 of 6% convertible notes, convertible at $0.05 a share, and issued shares to consultants. A November settlement with Joseph Friedman and Sons International, whose cause the filing does not explain, was paid with a $50,000 note, warrants and 412,000 shares. The notes sold to that point totalled $394,000.
2005-2007: Indonesia, concrete walls and restated accounts
In April 2005 Delta Mutual issued $210,655.04 of 8% notes to buy equipment for an oil sludge processing plant, run through a joint venture in Indramayu, West Java, Indonesia. In June it hired T&T Vermoegensverwaltungs AG of Zurich to raise up to $1,500,000 at $.30 a share; only the first $150,000 is confirmed raised. In August a subsidiary, Delta Technologies, bought rights to an insulated concrete wall forming system, which added a building materials line and ongoing share and cash obligations to consultants.
The board decided in July 2005 to restate its 2004 accounts because of how convertible debt and warrants were treated. The restated 2004 net loss was $1,950,399 rather than $3,920,699. Assets and cash were unchanged, and the restatement was filed in January 2006. The Indonesian plant began production on December 15, 2005, and in February 2006 its partner won a Pertamina contract for about 3,000 tons of sludge at $100 a ton.
In May 2007 the company issued a $550,000 note convertible at $0.05 into 11,000,000 shares. It was converted in September 2007, adding those shares.
2008-2011: Argentina and more restatements
In March 2008 Delta Mutual bought Altony SA, which owns South American Hedge Fund, from Egani, Inc. for 130,000,000 new shares valued at $2,600,000, and issued 10,000,000 more to a consultant. Egani's owners, Daniel Peralta and Monica Gallo, each held about 26.7% and planned to appoint most directors, so control changed. Management said it would still pursue Middle East remediation work.
In late 2008 the company said the Altony accounting had been wrong: the deal was treated as a reverse acquisition from January 1, 2007, when consolidation should have begun only on March 4, 2008. Earlier reports were not to be relied on.
The record then goes quiet until 2011. In May the company changed auditor to Madsen & Associates and reported Argentine approvals of 18% interests in the Tartagal Oriental and Morillo blocks in Salta province. In August the Salta government declared its bid for the Valle de Lerma block the winner. The hedge fund subsidiary held 51% and was operator, with an approved first term of 406 work units over three years. Also in August the board said the 2009 accounts should not be relied on, because interest expense was understated by $97,741. That cut 2009 net earnings from $834,591 to $736,850. Shares on issue rose from 28,647,687 at the end of 2010 to 31,507,026 at the end of 2011, though the beats do not explain this. The record is then quiet for years.
2018: Becoming CannAwake
On March 19, 2018 the company, then Delta International Oil & Gas, agreed to buy Nipton, Inc. from American Green, Inc. for preferred stock convertible into 160,000,000 common shares. The deal closed in April. American Green held about 82% of the common stock and would manage the project under a 10-year contract. Santiago Peralta resigned as director and Interim CEO. The company said it was shifting from oil and gas to cannabis-oriented real estate, had sold its Argentine oil and gas business while keeping rights to part of some sale proceeds, and planned to sell its remaining U.S. oil and gas investments.
Nipton owns about 120 acres and about 15 buildings in the California township, plus a solar farm and aquifer. On December 12, 2018, the renamed CannAwake Corporation said its June 2018 quarterly accounts should not be relied on, because a "deemed dividend" on the preferred stock had been wrongly charged. A restated report was still to be filed. Full development of Nipton depended on San Bernardino County cannabis licensing rules, and a further name change was planned.
Written from the 21 story beats below (2001 to 12 Dec 2018), which come from the company's own announcements and filings.