Raised $5.0 million gross, $4.7 million after fees, placing 10.1 million shares at $0.50. It matched the April 2010 raise in dollars but cost nearly three times as many shares, and came with penalty payments of 1% a month if the resale registration slipped.
What it means for a shareholder
10.1m new shares at $0.500 to raise about $5.0m. That's 18% dilution: every existing holder's slice gets 18% smaller. If you held $1,000 of shares (2,000 at the issue price), your slice goes from 0.00447% to 0.00365% of the company. To keep it you'd need 452 more shares - about $226 at the issue price.
Issued another $835,000 of the 10% preferred stock to five investors to settle what it still owed for Great Valley Production Services, extending the debt-for-preferred swap done with the chairman three months earlier.
6 Oct 2010capital raising announcement● NeutralMajor
Chairman G. Thomas Gamble swapped $3.55 million the company owed him, an $850,000 loan and $2.7 million for Great Valley Production Services interests, for preferred shares paying a 10% cash dividend and ranking ahead of the common. It removed a cash debt but put its own chairman first in line ahead of ordinary shareholders in any wind-up.
The April placement's price-reset clause bit: two institutional investors, Capital Ventures International and Empery Asset Management, took 842,000 shares for a total of $842 because the stock had fallen below $1.30. Dilution handed over for nothing, and the first visible cost of the terms accepted three months earlier.
Placed a further $406,000 of stock at around $1.50 and paid its six independent directors 5,000 shares each. Small change beside the $7.2 million raised weeks earlier, and the first filing signed by new finance chief John E. Durbin.
11 Jan 2010capital raising announcement▲ GoodMajor
Issued 5,153,332 restricted shares at $1.00 to $2.00 to 75 accredited investors for $7.17 million, with NYSE Amex approval. The money was for working capital and to speed up oil and gas field development already underway.
Raised $450,000 from four investors at $1.00 a share while the listing deficiency was outstanding. The price is the point: shares that placed at $5.00 in January 2008 now cleared at a dollar.
6 July 2009capital raising announcement● NeutralMajor
Vice chairman G. Thomas Gamble put $1 million into convertible preferred stock at $10 a share when the common was trading at $1.02, taking an 8% dividend and warrants over 200,000 shares. With outside placements no longer available at any useful price, a board member became the company's financier, the beginning of a dependence that ends in bankruptcy court three years later.
Raised about $3.6 million across December 2007 and January 2008 from fourteen accredited investors at $5.00 to $6.25 a share, to speed up field development. The pricing tells the real story: shares that placed at $10 in late 2006 now needed a discount to sell.
Corrects a typo in the earlier report of private share sales: one December 2007 investor paid $1,250,000 for 200,000 shares at $6.25, not $1,125,000. The filing also lists the sales: December 2007 totals of $1.2M (200,000 shares at $6.00) and $1.25M, and January 2008 sales of $1.05M (210,000 shares at $5.00) and $250,000 (40,000 shares at $6.25), with proceeds to speed up field development. The same drip-feed private placements continue, with prices lower than in 2005.
What it means for a shareholder
200,000 new shares at $6.25 to raise about $1.3m. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
Sold 35,000 shares at $10 with warrants at $12 to one of its own outside directors. Insiders were still buying at a premium to the market at the end of 2006.
What it means for a shareholder
35,000 new shares at $10.00 to raise about $350,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
Placed 150,000 shares at $7.50 with two investors for $1.1 million, days after banking $12 million from the Tri-Western sale. Cash was not the constraint; the placements had become habitual.
What it means for a shareholder
150,000 new shares at $7.50 to raise about $1.1m. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
Placed 100,000 shares at $10 with warrants at $12, again in the days after an operational announcement, this time the start-up of the Monarch calcium carbonate mine. Proceeds earmarked for developing the assets it had just bought.
What it means for a shareholder
100,000 new shares at $10.00 to raise about $1.0m. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
A second amendment, filed three days later, repeats the same text and again only adds the Pleasant Valley Energy financial statements and pro forma information. No new facts or figures; nothing here is a fundraising.
Amendment filed only to add the audited December 2004 balance sheet of Pleasant Valley Energy and pro forma figures for the May 2005 acquisition from Petrawest. It is a paperwork filing: no new financing or terms, despite being typed as a capital raise.
The same investor exercised 16,667 of those warrants at $15 within three weeks, adding $250,000. Warrants struck 25% above market were being exercised almost immediately, a sign of how fast the share price was climbing in 2005.
Sold 25,000 shares plus warrants at $12 to one investor just after announcing work had begun at Moffat Ranch East, and confirmed the 200,000 shares issued for Pleasant Valley Energy the month before. Placements were now being timed to follow operational news.
Received $937,500 as the investor from the November placement exercised 125,000 warrants at $7.50. The stock had roughly doubled since mid-2004, so warrants issued well above market were now in the money.
Audit committee chairman Loren J. Miller exercised his last 50,000 director options for $121,500, taking his holding to 1.4% of the company. Routine insider option exercise, not a fundraising.
Collected $585,000 when an investor exercised 90,000 warrants at $6.50, and used the filing to recap a year of private placements totalling roughly $4.7 million. Shares outstanding stood at 21.8 million, so the dilution to date was modest.
Sold 500,000 shares to one individual at $5.00 for $2.5 million, well above the $4.48 market price. The largest single placement so far, and a continuation of the same one-investor-at-a-time funding pattern.
What it means for a shareholder
500,000 new shares at $5.00 to raise about $2.5m. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
Sold 3,425 shares to a single individual at $4.05, the closing price that day, and disclosed two earlier 2004 sales to another individual totalling $2.0 million. This drip-feed of small privately negotiated share sales to individual investors, priced at or above market, was how the Bakersfield oil and gas company funded itself.
What it means for a shareholder
3,425 new shares at $4.05 to raise about $13,871. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
