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Black Gold Gas & Oil, Inc. Announces Corporate Reorganization
Shares to Trade on Frankfurt Stock Exchange
FORT LAUDERDALE
, Fla. -- Black Gold Gas & Oil, Inc. (OTC
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:BKGD) announced that it has completed a corporate reorganization which will result in shares being exchanged for shares of British corporation, BlackGold Natural Resources, PLC, which will trade on the Frankfurt Stock Exchange under the symbol N1Y. Each of the approximately 76,000,000 outstanding shares of Black Gold Gas & Oil, Inc. common stock will be exchanged for one share of BlackGold Natural Resources, PLC common stock. It is anticipated that the shares will begin trading on the Frankfurt Stock Exchange around October 15, 2006.
Further details were contained in the following letter to shareholders:
To the Shareholders of Black Gold Gas & Oil, Inc.:
After much thought, your Board of Directors has concluded that it is in the best interest of the shareholders and the corporation to follow the strategies of foreign investments by becoming a foreign corporation. This was accomplished by having BlackGold Natural Resources, PLC, a wholly owned British subsidiary purchase the corporate assets with the consideration being the British corporation's common stock and its assumption of the obligations and liabilities of Black Gold. The shares of the British subsidiary will be distributed to the shareholders and the parent US company will be dissolved. The transaction is not anticipated to have any material tax consequences for the shareholders.
BlackGold Natural Resources, PLC will be traded on the Frankfurt Stock Exchange under the symbol "N1Y." The share price will be quoted in Euros ("[euro]") and you will be able to check on the trading price
by using any of the better known financial pages on the web such as Yahoo, Google, MSN as well as all major brokerage houses. Each share of Black Gold Gas & Oil, Inc. will be exchanged for one share of BlackGold Natural Resources, PLC.
There are several reasons the Board has chosen to pursue the above but the main reasons are:
* It is anticipated that most if not all of Black Gold's holdings will be outside the US.
* The cost to the corporation, and ultimately the shareholders, of compliance with reporting requirements in the US will be substantially more than they will be by trading on the Frankfurt Exchange. Note, that while Black Gold Gas & Oil, Inc. was not a reporting company, it was management's belief that the company would shortly be required to become a reporting company based on the applicable rules.
* Auditing of multi national operations and compliance with Generally Accepted Accounting Principles
of the United States
("GAAP
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") to allow a consolidated financial statement
under GAAP would have likely led to the need to employ one of the "Big-4" accounting firms which the Board felt would have been unnecessarily expensive. Please note that the corporation does have audited interim financial statement and intends to continue the practice of having an annual audit.
* Trading on the Frankfurt Stock Exchange should give the shareholders (both those located in the US and those elsewhere in the world) greater liquidity. As you know, Black Gold Gas & Oil is currently not actively traded.
You will need to surrender your Black Gold Gas & Oil, Inc. shares to the corporation's transfer agent to receive shares in BlackGold Natural Resources, PLC. We will send you a Letter of Transmittal
to accompany the return of your shares to the transfer agent. Please do not send your shares to the transfer agent until you have received the Letter of Transmittal form.
In summary, your shares will be exchanged for shares of BlackGold Natural Resources, PLC, a British company which will trade on the Frankfurt Stock Exchange under symbol N1Y. Your Board of Directors believes the restructuring will accrue to the benefit of the shareholders and invites you to look for new developments on the Company's new web site, which will be operational soon at www.blackgoldnr.com.
Cautionary Note Concerning Forward-Looking Statements
: This news release contains forward-looking statements as defined in Section 27A of the Securities Exchange Act of 1934, regarding the expected benefits of the reorganization. Investors are cautioned that forward-looking statements are not guarantees of future performance. Actual events or results may differ from the Company's expectations, which are subject to various risks and uncertainties. The forward-looking statements made herein are based on information presently available to the management of the company. The company assumes no obligation to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized.
http://www.thefreelibrary.com/Black+Gold+Gas+%26+Oil%2c+Inc.+Announces+Corporate+Reorganization.-a0154273953
This company has been a scam from the beginning. Whatever happened to the up-teen acres of Timber worth a half a billion or more dollars. This company has nothing but the stock its offering up. A year later and not even a toothpick has been given to shareholders in the way of profits. Maybe they are making money off this but shareholders are holding a bag of lies.
OT. Gemini plans Fort Saskatchewan fabrication centre for heavy oil...
Monday, October 23, 2006 - 10:13 AM ET
CALGARY (CP) _ Engineering, construction and industrial services
provider Gemini Corp. (TSXV:GKX) has announced plans for a new
fabrication plant in Fort Saskatchewan, Alta.
The facility will serve heavy-oil companies and other industrial
clients.
http://www.investorshub.com/boards/board.asp?board_id=6668
CORRECTING and REPLACING Black Gold Gas & Oil Completes Acquisition of 74,000 Acres in Argentina
Monday July 31, 1:22 pm ET
FORT LAUDERDALE, Fla.--(BUSINESS WIRE)--July 31, 2006--Reissuing release to add ticker symbol for searching purposes.
The release reads:
BLACK GOLD GAS & OIL COMPLETES ACQUISITION OF 74,000 ACRES IN ARGENTINA
ADVERTISEMENT
Black Gold Gas & Oil (Pink Sheets:BKGD - News) today announced that the company has completed the initial acquisition of 30,000 hectares or approximately 74,130 acres located in Province of Santiago del Estero in Argentina. The acquisition is titled under Black Gold's wholly owned subsidiary, Cristal Natural Resources, S.A. The Instituto Nacional de Tecnologia Agropecuaria, a governmental authority has certified the land with a value of more than $400 million, based on a number of factors including harvestable timber located on the property. This closing is the completion of the first phase of the acquisition that the company announced in December 2005.
Black Gold has also begun the necessary due diligence on the acquisition of the second phase of the property, which totals approximately 20,800 hectares or 51,400 acres. As noted in our December press release, Black Gold's contract is for a total of 130,000 hectares, which will be acquired one parcel at a time until the entire contract has been fulfilled.
The company is also pleased to announce that it has completed its financial statements for the fiscal year ending June 30, 2006. The statements will be available shortly on the company's web site: http://www.bkgd.com.
go BKGD
anyone have any opinions here? seems like a quiet stock.
GL
BKGD overvalued compared to LVCP
http://news.search.yahoo.com/news/search?p=bkgd&ei=UTF-8&fl=0&x=wrt
Doubloon..
We cross paths again. Haven't talked to you since the GMED days over at RB. Was looking for an oil/gas play and stumbled across this board.
What are your thoughts on the following link announced yesterday. I got in average .201. Market cap only $25 million and this news looks huge. What is your take on the reserves/income numbers? What I also like is there is no debt financing here. Thanks!
http://www.knobias.com/individual/public/news.htm?eid=3.1.3cdc95b6750aeaa147ecd014b669b45a8cc3a69a12...
beig, it has just gone public and shows some good growth, nothing has been verified yet, but I would like to see how the market reacts to it.
Man Doub! This has a pretty big market cap...it seems to me that there are better things out there, like TDYH and MLTO.
Black Gold Gas & Oil Announces Plan to Move to New Exchange
Tuesday November 29, 7:00 am ET
FORT LAUDERDALE, Fla.--(BUSINESS WIRE)--Nov. 29, 2005--Black Gold Gas & Oil, Inc. (Pink Sheets:BKGD - News) today announced that they plan to move to the Over the Counter Bulletin Board exchange.
"A move to the OTCBB will give our stock a little more stability as well as support from market makers and investment bankers," reported Mike McGeeney, BKGD's President.
The company will announce their timeline after upcoming meetings with accountants and legal counsel.
Black Gold Gas & Oil, Inc. is an independent natural resource company focused on the exploration and development of prolific oil and gas properties and valuable timberlands. The Company is expanding rapidly in these areas in addition to achieving substantial progress in supplying oilfield service, drilling equipment and international oil refining.
Forward-Looking Statements: This press release may contain forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on the current expectations of the management of Black Gold Gas & Oil, Inc. only, and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Factors which could cause or contribute to such differences include, but are not limited to, factors detailed in the Company's Securities and Exchange Commission filings; economic downturns affecting the operations of the Company, and the need for adequate financing to achieve the new strategic plans and to complete management's overall plans and objectives. Black Gold Gas & Oil, Inc. undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. For a more detailed description of the risk and uncertainties affecting Black Gold Gas & Oil, Inc., reference is made to Black Gold Gas & Oil, Inc.'s reports filed from time to time with the Securities and Exchange Commission.
Contact:
Black Gold Gas & Oil, Inc., Fort Lauderdale
Mike McGeeney, 561-310-0236
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Source: Black Gold Gas & Oil, Inc.
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