Past year: ▼ 90%(0.00c – 0.10c USD)
Each one in plain English, with the numbers worked through for a shareholder.
24 Mar 2005capital raising announcement● NeutralMajor
Surge closed a $1,575,000 6% convertible note with one accredited investor on March 21, 2005, issuing 787,500 warrants as well. The note converts at $2.25 a share and matures in one year or 30 days after a financing above $5 million, whichever is earlier.
3 Mar 2005capital raising announcement▲ GoodMajor
Surge got its first real operating asset: a farm-out with Deep Well Oil & Gas and Northern Alberta Oil at Sawn Lake in Alberta, where drilling a test well within 150 days at its own cost would earn it half their working interest, building towards 40% of 63 sections. Ambitious for a company with almost no cash - and the drilling deadline is the risk.
22 Feb 2005asset acquisition disposition▲ Good
This second amendment restates the December 16, 2004 tobacco exit: the sale to Zenvesco (a William Miller affiliate) closed on December 16, 2004 for $100 plus Zenvesco assuming the tobacco liabilities (about $280,000 per the pro forma). It adds pro forma accounts and final agreements, and confirms Miller's side: about $523,000 of debts released or assumed, $250,000 payable to him, his 400,000 options and warrants cancelled, 200,000 of his shares pledged as security, and his affiliate Duncan Hill swapping all 6,100,000 preferred shares for 6,100 common shares. Miller now holds about 6.4% (1,472,100 shares), which the filing says may be deemed a change in control. The filing lists holders over 5%: Steven Heard 17%, Frederick Berndt 15%, Schloss 10%, Idziszek 7%, Perez 6%. Pro forma, the September 30, 2004 deficit in equity of $671,347 becomes positive equity of $286,406.
28 Dec 2004material agreement● NeutralMajor
On December 16, 2004 the company sold off its remaining tobacco business, including the Monarch and PK subsidiaries, to Zenvesco, a company tied to former CEO William L. Miller, for $100 and the buyer assuming the tobacco liabilities. Miller released about $523,000 of claims and debts under a separation deal, and the company agreed to pay him $250,000 on the later of 90 days or raising at least $500,000 in equity. His 400,000 options and warrants are cancelled, and his affiliate Duncan Hill will hand back 5,000,000 Series A and 1,100,000 Series B preferred shares and waive accrued dividends in exchange for 6,100 common shares. This completes the exit from tobacco begun with the 2002 Phillips & King shutdown.
17 Dec 2004asset acquisition disposition● NeutralMajor
As Surge Global Energy, the company reports that on December 7, 2004 it acquired 17.52% of Cynthia Holdings Ltd., which has rights to mineral rights in the Santa Rosa Dome Concession in Argentina. It paid US$600,000 plus 1,000,000 shares to Irie Isle, a subsidiary of Oromin Explorations, whose chairman Chet Idziszek is a Surge director. It may reach 50% by paying CDN$2,376,450 more, and says it will need significant additional cash that may not be available. E. Jamie Schloss was also named acting CFO with a 400,000-share option at $0.65, and Fred Kelly is CEO with David Perez as COO and Chairman. This is the oil and gas business that replaced the tobacco business.
17 Dec 2004material agreement● NeutralMajor
Surge shed the last of its past, selling the entire tobacco and smoking-accessories business back to former chief executive William Miller's own companies. The Havana Group was now gone in substance as well as in name.
14 Dec 2004asset acquisition disposition● NeutralMajor
Surge acquired 17.52% of Cynthia Holdings, which holds rights to the Santa Rosa Dome in Argentina, from a unit of Oromin Explorations, which is chaired by Surge director Chet Idziszek. Two days later, on December 9, director E. Jamie Schloss became acting CFO.
6 Dec 2004material agreement● Neutral
The board handed out options at $0.65 to director Gary Vandergrift and consultant Dan Schreiber, and took an option over 700,000 of Schloss's own shares - housekeeping around a share price that was, for the moment, holding up.
26 Nov 2004director officer appointment● Neutral
Fred Kelly was appointed chief executive and a director, giving the reborn oil company its first dedicated leadership.
19 Oct 2004director officer appointment● NeutralMajor
Newly renamed Surge Global Energy obtained a right of first refusal on all prospects of Calgary-based Dynamo Energy until October 2009, and sold 300,000 shares at $0.65 to fund working capital. E. Jamie Schloss agreed to join the board.
24 Sept 2002asset acquisition disposition● NeutralMajor
The Havana Group handed control to strangers to get into oil: it issued 10.9 million shares for Bible Resources, a Nevada company with no assets beyond an agreement to buy half of the Santa Rosa property in Argentina, and Bible's principals Frederick Berndt and Steven Heard walked away with 65% of the enlarged company. The claimed 197 million barrels rested on seismic and one geologist's reports, and the deal needed $2.5 million the company did not have.
27 Aug 2002asset acquisition disposition● Neutral
Amendment No. 1 to the same report on the Phillips & King wind-down, refiled with the same text and pro forma tables (including the $761,449 loss on disposal). It notes the original 8-K had wrongly been labelled an amendment. It adds no new facts.
26 Aug 2002asset acquisition disposition▼ BadMajor
Amendment No. 2 to a report on the March 12, 2002 shutdown of Phillips & King International, the tobacco wholesale subsidiary of The Havana Group (the company's name then). The subsidiary handed its net assets to an assignee for the benefit of creditors, David K. Gottlieb, for payment to be set by future sales plus the assignee taking on its debt. Pro forma figures show a $761,449 loss on disposal. The company says this is a step in redeploying its assets into its own business.
30 Nov 2001auditor change● Neutral
The company that would become Surge Global Energy was then The Havana Group, a small Ohio pipe and tobacco retailer, and its auditor Hausser + Taylor resigned. The earliest event we hold for this company - not its beginning.
