22 May 2020listing compliance notice▼ BadMajor
FIELDPOINT PETROLEUM CORP deregistered its securities, ending its obligation to file reports with the SEC.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
22 May 2020listing compliance notice▼ BadMajor
On May 19, 2020 FieldPoint's board voted to file a Form 15 to deregister its common stock with the SEC, taking effect 90 days after filing; the stock is then quoted on the OTCQB as FPPP. After that the company will no longer be an SEC-reporting company, so public filings like these are expected to stop. The filing does not say what happens to shareholders' shares, so their position is unresolved.
26 July 2019auditor change▼ BadMajor
Auditor Moss Adams LLP resigned effective July 19, 2019, and no replacement has been appointed. The filing reports no disagreements, but notes its audit reports on 2017 and 2018 both included going-concern warnings. This follows the 2017 switch to Moss Adams.
2 Apr 2019material agreement● Neutral
This amendment corrects the earlier 8-K: the Eleventh Amendment to the Citibank loan agreement is now dated March 29, 2019, not 2018. Nothing else changes, and the terms of the amendments are still not stated.
2 Apr 2019material agreement● NeutralMajor
FieldPoint disclosed three further Citibank amendments to its loan and forbearance agreements: Ninth (July 25, 2018), Tenth (Nov 7, 2018) and Eleventh (dated March 29, 2018 in this filing, which looks like a typo for 2019 given the 8-K/A). Terms are not given in the text, and the lender is still working with the company through repeated amendments. The filing was made in April 2019, well after the first two agreements.
9 Jan 2018material agreement● NeutralMajor
On Jan 5, 2018 FieldPoint signed a Seventh Amendment to its Citibank Loan Agreement and a First Amendment to the Forbearance Agreement, effective Dec 29, 2017. The filing does not state the terms, so what changed for the debt is not shown. It continues the Citibank forbearance arrangement.
4 Dec 2017listing compliance notice● NeutralMajor
FIELDPOINT PETROLEUM CORP's exchange filed to remove a class of its securities from listing.
4 Dec 2017listing compliance notice● NeutralMajor
FIELDPOINT PETROLEUM CORP's exchange filed to remove a class of its securities from listing.
20 Nov 2017auditor change▼ BadMajor
FieldPoint could not regain NYSE American listing compliance by the Nov 13, 2017 deadline, so it received a delisting notice; trading on the exchange is suspended effective Nov 27, 2017 and the stock is to be quoted on the OTCQB. This resolves the listing thread negatively. Separately, auditor Hein & Associates combined into Moss Adams LLP on Nov 16, 2017, so Moss Adams becomes the auditor; Hein's 2015 and 2016 audit reports both carried going-concern warnings, and no disagreements were reported.
3 May 2017listing compliance notice▼ BadMajor
On April 28, 2017 the NYSE MKT told FieldPoint its stockholders' equity was now also below the $4.0 million threshold (Section 1003(a)(ii)), on top of the earlier shortfall against the $2.0 million threshold. The company must add to its existing plan (which targets Nov 13, 2017 for the first standard) by May 30, 2017; if the plan fails, the exchange will start delisting. This adds a second problem to the listing issue already open.
20 Jan 2017capital raising announcement● NeutralMajor
On January 9, 2017, FieldPoint amended its HFT agreement: the second share purchase date moved from December 31, 2016 to January 15, 2017, and HFT's deadline to buy the Elkhorn and JC Kinney Wyoming leases moved to April 1, 2017. HFT also got a right to buy 100% working interest in the Sulimar Field mineral lease (Chaves County, NM) by April 1, 2017, price to be set. Effective January 15, 2017, FieldPoint sold another 884,564 shares for $398,054 to three accredited investors, with 5% commission to Euro Pacific Capital, for working capital.
7 Nov 2016capital raising announcement● NeutralMajor
On November 3, 2016, FieldPoint sold 884,564 restricted shares to two accredited investors for $398,054 under the August 12, 2016 agreement (HFT deal), with a 5% commission to Euro Pacific Capital Inc. Proceeds go to working capital. This is the first part of the share sale; it dilutes existing holders.
7 Oct 2016material agreement● NeutralMajor
On October 4, 2016, FieldPoint signed a Sixth Amendment to Loan Agreement and Forbearance Agreement with Citibank, effective September 30, 2016. The filing text does not give its terms; the name suggests Citibank agreed to hold off enforcing its rights (inference), but details are only in the exhibit.
17 Aug 2016material agreement● NeutralMajor
On August 12, 2016, FieldPoint agreed with HFT Enterprises, LLC to sell it new shares equal to 19.9% of shares outstanding at $0.45 per share, closing September 30, 2016. HFT also got the right, by December 31, 2016, to buy 100% working interest in the Elkhorn and JC Kinney leases (Big Muddy field, Converse County, Wyoming) for $430,000. The filing also notes a press release on fiscal third-quarter results (quarter ended June 30, 2016); no figures are in the text. The share sale would dilute existing holders.
27 July 2016listing compliance notice▲ GoodMajor
FieldPoint announced on July 27, 2016 that NYSE MKT accepted its plan to regain compliance with listing standards, so its listing continues under an extension. This follows the May 2016 deficiency notice; compliance is not yet regained and the filing does not give the extension's end date.
16 May 2016listing compliance notice▼ BadMajor
On May 11, 2016, NYSE MKT told FieldPoint it fails the listing standard because stockholders' equity is below $2.0 million after losses in two of its last three fiscal years, and warned of possible further noncompliance over accumulated deficits. FieldPoint must submit a compliance plan by June 10, 2016 and regain compliance by November 13, 2017, or delisting procedures begin. The company says it intends to submit a plan.
16 Dec 2015debt financing▼ BadMajor
On December 1, 2015, Citibank cut FieldPoint's borrowing base from $11 million to $5.5 million, leaving a $1.55 million shortfall. FieldPoint plans to repay it in three equal monthly payments of $516,666.67 (Dec 31, 2015, Jan 31 and Feb 28, 2016), which the company says will hurt its working capital. This continues the Citibank facility's semiannual redeterminations; the filing refers to the loan agreement as dated October 18, 2008, whereas earlier records say 2006 (likely a typo, inference).
24 June 2015security holder rights change● NeutralMajor
FieldPoint's board approved a temporary cut in the exercise price of its public warrants (issued as a dividend on March 26, 2012) from $4.00 to $1.00 per share, from July 6 to August 7, 2015. The company says it did this because falling commodity prices left the $4.00 price well above the share price, and aims to raise capital without adding debt. Warrant holders who exercise would add new shares, diluting existing holders.
27 Mar 2014material agreement● Neutral
On March 19, 2014, FieldPoint signed a Fifth Amendment to its October 18, 2006 Loan and Security Agreement with Citibank, N.A. The filing text does not state what the amendment changes; those terms are only in the attached exhibit. The company's address is now listed as Austin, TX.
17 Mar 2014drilling progress report▲ Good
FieldPoint announced by press release that it has started a program to rework existing wells where it believes production can be raised, or in some cases resumed, cost-effectively. The filing text gives no well counts, costs or production targets.
17 May 2012material agreement● NeutralMajor
FieldPoint signed an At Market Issuance Sales Agreement with MLV & Co. LLC on May 16, 2012, allowing it to sell up to 900,000 new common shares from time to time at market prices, with MLV taking a 7% commission. The agreement runs until all shares are sold or two years pass, and uses an existing shelf registration. If used, this would dilute current shareholders.
26 Mar 2012listing compliance notice▲ GoodMajor
the New York Stock Exchange certified FIELDPOINT PETROLEUM CORP's securities for listing, clearing them to begin trading.
21 Feb 2012listing compliance notice▼ Bad
FIELDPOINT PETROLEUM CORP withdrew a registration statement, abandoning the offering it covered.
17 Feb 2012listing compliance notice▼ Bad
FIELDPOINT PETROLEUM CORP withdrew a registration statement, abandoning the offering it covered.
17 Nov 2010drilling progress report● Neutral
FieldPoint announced a drilling update by press release for proposed wells to be drilled by Cimarex Energy Co. as operator in Lea County, New Mexico, where FieldPoint has a working interest. The filing text itself gives no well results, interest size or costs; those are in the attached press release, which is not included.
16 Mar 2009listing compliance notice▼ Bad
FIELDPOINT PETROLEUM CORP withdrew a registration statement, abandoning the offering it covered.
15 Jan 2009business combination● NeutralMajor
FieldPoint filed a registration statement (Form S-4) for an exchange offer to acquire Basic Earth Science Systems, Inc., offering 1 FieldPoint share for every 2 Basic shares. It seeks a minimum of 8,907,448 Basic shares (51%) and up to 17,465,585 (100%), issuing up to 8,732,793 new FieldPoint shares; at the Jan 13, 2009 closing prices ($2.92 FieldPoint, $0.65 Basic) the offer valued Basic at $1.46 per share, a 125% premium. The filing says FieldPoint seeks the stake for investment, plans to elect new Basic directors if it gets a majority, and does not plan a later merger. This is a new thread and would dilute existing FieldPoint holders if completed (inference from share issuance).
27 Dec 2007asset acquisition disposition▲ GoodMajor
FieldPoint bought a 100% working interest (85.5% net revenue interest) in the Sulimar Field, Chaves County, New Mexico from Chevron Mid-Continent, L.P. for $1,700,135. $1,500,000 was drawn on the Citibank line of credit and the balance paid from cash; documents were executed December 27, 2007. This is the second Citibank-funded acquisition in 2007, after the Apache Bromide Unit.
29 Aug 2007asset acquisition disposition● Neutral
This amendment repeats the August 2007 Apache Bromide Unit purchase report unchanged in substance and adds the Conveyance, Assignment and Bill of Sale as an exhibit. No new figures are given.
8 Aug 2007asset acquisition disposition▲ GoodMajor
FieldPoint bought a 25.2315% working interest (22.077% net revenue interest) in the Apache Bromide Unit, Caddo County, Oklahoma from Merit Management Partners I, L.P. for $1,880,611.50. $1,000,000 was drawn on the Citibank line of credit and the rest paid from cash; conveyance documents were signed August 7, 2007.