Each one in plain English, with the numbers worked through for a shareholder.
12 Sept 2017debt financing▲ Good
Through new subsidiary Mid-Con Drilling, LLC, Viking borrowed $256,983 from Cornerstone Bank to fund a $360,000 purchase of Anderson County, Kansas oil leases -- continuing the Kansas expansion with a new bank relationship.
Viking borrowed $1,000,000 via secured convertible notes pledged against its Mid-Con Petroleum subsidiary -- the filing is the first in this record signed by James Doris as CEO, marking new leadership atop the Kansas oil buildout.
Amendment No. 2 corrects the accountant disclosure in the earlier amendments. It states that RBSM LLP was engaged on September 2, 2016 only to review the Q1 and Q2 2016 quarterly reports, and no new auditor had yet been hired for 2015. It repeats the dispute with Green & Company and says later auditor changes were reported in separate filings of November 14 and 15, 2016. This continues the unresolved audit dispute and adds no new deal terms.
Viking dismissed auditor RBSM LLP, which had only reviewed interim 10-Qs and never issued an annual report, to engage a different firm -- the first of two auditor changes inside two weeks, before the replacement (Mohle Adams) itself immediately exited the public-audit business.
Auditor Mohle Adams LLP told Viking it was exiting the public-company audit business entirely and had not issued any report -- the second of two abrupt auditor exits within two weeks.
This amendment adds exhibits and detail to an October 2016 report. Through Mid-Con Petroleum, Viking got a CrossFirst Bank revolver of up to $3M (initial advance $1.8M, maturing Sept 30, 2018), raised $610,000 in notes-and-shares units, and on Oct 4, 2016 bought Kansas leases (about 660 acres, ~40 barrels a day) for $1,105,858 plus 5,152,021 shares. It also records that auditor Green & Company resigned and said its 2015 audit and two 2016 quarterly reports should not be relied on, citing share issuances to a consultant. Viking disputes this and has hired Mohle Adams to re-audit 2015.
13 Oct 2016asset acquisition disposition▲ GoodMajor
Through its subsidiary Mid-Con Petroleum, Viking took a $3 million CrossFirst Bank revolver and raised $610,000 in a private placement, using the money to buy more Kansas oil leases (about 40 barrels a day). It also disclosed that its auditor, Green & Company, resigned and said past financials should not be relied on, which Viking disputed.
Viking closed on working interests in four Miami and Franklin County, Kansas leases (about 30 barrels a day) for $1,305,000 cash, a $45,000 note and 4,500,000 shares. It also bought Kansas and Missouri leases for 5,150,000 shares, funded by a $1.45 million 15% convertible note.
Auditor DKM Certified Public Accountants declined to stand for reappointment; its last report, like its predecessor's, had flagged substantial doubt about the company's ability to continue as a going concern.
10 Nov 2014asset acquisition disposition▲ GoodMajor
The company entered the oil and gas business for the first time in earnest, paying Tanager Energy Inc. about $302,000 for a 50% working interest in the Joffre oil property in Alberta, Canada -- the real origin of the eventual 'Viking Energy' identity.
Viking Investments Group dismissed auditor Schwartz Levitsky Feldman LLP, whose last report had flagged substantial doubt about the company's ability to continue as a going concern.
Renamed Viking Investments Group, Inc., the company unwound its China Wood stake -- Tom Simeo's controlling Nevis entity took back 566,813 China Wood shares in exchange for cancelling 7,472,093 of the company's own shares -- and relocated headquarters to Shanghai.
Sinocubate, Inc. amended a report on a September 26, 2011 non-competition agreement under which Viking Investments Group LLC (St. Kitts/Nevis) agreed to stop operating in China and transfer its China business to the company and its Delaware subsidiary. In exchange, Sinocubate issues S-8 shares for consulting services: 2,160,000 to Tom Simeo, 203,720 to Fengying Zhong, 75,453 to Lili Jin and 22,950 to Howard Lee. This is a related-party arrangement that dilutes existing holders and moves Viking's business into the public company.
Viking Investments Group LLC (the controlling St. Kitts/Nevis entity, run by Tom Simeo) agreed to exit China and hand its China operations to Sinocubate's own Viking Investments Group LLC subsidiary, paying its staff in Sinocubate stock -- Tom Simeo signed as Sinocubate's CEO, confirming the insider group now ran the company directly.
Renamed again to Sinocubate, Inc. and reoriented toward China, the company issued 12,569,420 shares to Viking Investments Group LLC for a stake in China Wood, Inc., and appointed biotech executive Dr. Wei-Wei Zhang to its board.
Under its new Viking Investments Group ownership, the company dismissed auditor Dale Matheson Carr-Hilton Labonte (no disagreements cited), continuing the recurring pattern of auditor turnover under each new controlling group.
A change of control: Viking Investments Group LLC, having bought a controlling stake in Synthenol on August 15, 2008 at a 79% premium to market, received 284,637 more Synthenol shares in exchange for releasing the company from $270,405 of debt it held -- the direct origin of the 'Viking' name that would eventually replace Synthenol's.
Synthenol, as the company was then named, told shareholders that on August 15, 2008 Viking Investments Group LLC bought 366,520 shares (about 50.1%) for $350,000 and took over $243,500 of the company's debts. Tom Simeo and Richard Xu replace the old directors Cecil Morris and John Page, effective ten days after mailing. This is the change of control that began the Viking era, and no shareholder vote was required.
Synthenol again could not repay its Hokley Limited notes (now $15,000, $35,000 and $30,000) on schedule and extended all three to year-end with a further 10% penalty.
11 July 2008asset acquisition disposition● Neutral
Synthenol assigned its 6% stake in a medical-device company, Thermal Ablations Technology Canada, to lender Hokley Limited in exchange for cancelling a $30,000 note -- settling debt with an asset rather than cash.
The company, renamed Synthenol Inc., sold two dormant gambling-related subsidiaries (Casino Marketing S.A. and 564448 BC Ltd., carrying ~$70,500 in liabilities) to Ryerson Corporation for $1, shedding the last remnants of the original poker/gambling business.
LegalPlay missed the December 2007 due date on its $35,000 Hokley Limited note and again paid a 10% penalty to extend it, deepening the same debt-servicing pattern.
LegalPlay again could not repay its consolidated Hokley Limited notes (now $50,000) on their due dates and negotiated a further extension with a 10% penalty -- the fourth such rescue in under two years.
LegalPlay again failed to repay its Hokley Limited notes on time and negotiated another extension with a 10% penalty, continuing the same liquidity strain.
LegalPlay borrowed a further $30,000 note and separately had to ask lender Hokley Limited to extend two earlier notes it could not repay on schedule, paying a 10% penalty -- an early sign the company was overextended.
The original poker-tech business line wound down for good: the 2003 Blue Diamond patent purchase was unwound by default in 2005, and LegalPlay sold its Skill Poker.com Inc. subsidiary to an individual for $1 in March 2006.
LegalPlay borrowed a further $35,000 on a 12-month note at 5% interest, continuing a multi-year run of small promissory notes used to keep the shell funded.