History
A dormant shell turned oil and gas explorer in 2006, spread into many projects, then defaulted on its Valens debt, faced foreclosure on its one producing asset and deregistered in 2009.
2006: From printing shell to Alaska explorer
True North Energy began as Ameriprint International, a dormant Nevada shell. In January 2006 it pivoted into oil and gas by buying Alaska North Slope leases from insider Massimiliano Pozzoni for 2 million shares. Pozzoni became its sole officer and director. The deal carried a duty to drill a test well by November 2010 or forfeit part of the leases.
By May the company had a new name and had raised $1 million from a single investor, selling 1.25 million shares plus warrants. In June it joined Bayou City Exploration in test wells on three prospects in Texas and Louisiana. In October it paid $2.6 million for a 12.5% working interest in a BP America-operated 21,000-foot test well in Louisiana, its biggest and deepest commitment so far.
2007: Spreading wide, then buying cash flow
In February 2007 True North committed another $1.7 million for 8.75% of a second BP-operated well. The same filing warned that unauthorised promotional articles touting the stock had appeared again, with no link to the company.
In April it signed a non-binding letter of intent to buy Wyoming gas properties and a workover rig for $22 million, while raising only $500,000 through a convertible note. The record does not show that deal closing. In June it bought roughly 17,000 acres in northwest Colorado for about $1 million in cash and stock plus a royalty.
In August it borrowed $250,000 at 12% as a bridge, with Pozzoni and Folnovic pledging 1.25 million of their own shares. In September, through a new subsidiary, ICF Energy Corp, it bought producing gas properties in Brazoria County, Texas from Prime Natural Resources for $3.5 million. They earned about $200,000 a month. The purchase closed on 25 September, funded by $3.75 million of 13% senior secured notes from Valens. The notes were secured on nearly all company assets, and carried a 5% overriding royalty and warrants for the lender. The bridge loan was repaid from the proceeds.
2008: Deeper in debt
In April 2008 Valens advanced another $425,000, and the notes were restated at about $3.93 million, in return for more shares and fees. Then Hurricane Ike knocked out the Brazoria wells. The company could not make its November and December payments, and the lenders agreed to defer them in return for 2.2 million more shares, treated as extra interest.
2009: Default and exit
In March 2009, with oil and gas prices falling, True North missed a $100,000 payment. Valens declared default and demanded $4,513,265 by 10 March, or it would foreclose on the producing properties. True North disputed the lenders' right to the Alaska and Colorado leases, which it said should have been released in September 2008. The board said it was weighing bankruptcy, going dark or a rescue, and disbanded its advisory board.
On 13 March 2009 the company deregistered its securities, ending its duty to file reports with the SEC. No filing shows which path it took afterwards.
Written from the 14 story beats below (2006 to 13 Mar 2009), which come from the company's own announcements and filings.