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N*E*W*S IRVINE, Calif., April 18, 2013 (GLOBE NEWSWIRE) -- Universal Bioenergy Inc., (UBRG), a publicly traded independent diversified energy company, that markets and distributes natural gas, electricity, propane, petroleum and coal, announced that its subsidiary, NDR Energy Group, sold over 1.14 billion cubic feet (Bcf) of natural gas, setting a new record for the month of March of 2013. The record sales of natural gas is expected to generate millions of dollars in additional revenue for the Company.
The volume of natural gas sold by NDR Energy set a new record for March. The volume of gas sold is the highest in the Company's history for March and tops the previous record sales of 1,019,679 MMBtu's of gas sold in March of 2011. The 1.14 Bcf of natural gas sold in March, is a 12.5% increase over the 1,019,679 MMBtu's of natural gas sold for the month of March 2011, and a 377.77% increase over the 240,095 MMBtu's sold in March 2010. Natural gas prices are continuing on a strong upward trend. The Henry Hub spot price increased from $4.00 per million British thermal unit (MMBtu) to $4.07 per MMBtu. Mirroring movements in the spot price, the New York Mercantile Exchange (NYMEX) near-month (May 2013) futures price increased from $3.900 per MMBtu last Wednesday to $4.39 per MMBtu yesterday.
Universal's President, Vince M. Guest says, "NDR Energy is continuing its emphasis on longer term transactions, spot market sales, and power generation. Our increased monthly sales to our electric utility customers demonstrates that we intend to be very aggressive this year in increasing our sales volume, revenues and margins after the soft market we experienced in the first quarter of last year."
About Universal Bioenergy Inc.
Founded in 2004, Universal Bioenergy Inc., is a publicly traded independent diversified energy company that produces and markets natural gas, electricity, petroleum, coal and propane. We market energy resources to the largest public utilities, electric power producers and local gas distribution companies in the U.S., that serve millions of commercial, industrial and residential customers. We are also engaged in the acquisition and development of existing or recently discovered oil and gas fields, leases and surface coal mines. For more information visit www.universalbioenergy.com
Safe Harbor Statement- There are matters discussed in this media information that are forward looking statements within the meaning of Rule 175 under the Securities Act of 1933 and Rule 3b-6 under the Securities Exchange Act of 1934, and are subject to the safe harbor created by those rules. Such statements are only forecasts and actual events or results may differ materially from those discussed. For a discussion of important factors which could cause actual results to differ from the forward looking statements, refer to Universal Bioenergy Inc.'s most recent annual report and accounts and other SEC filings. The company undertakes no obligation to update publicly, or revise, forward looking statements, whether as a result of new information, future events or otherwise, except to the extent legally required.
Contact:
Media Relations:
Solomon Ali at 704-837-5705
Yes, I saw that... Good news Buddy!
Now here is something that is curious to me...
When I first started looking at this stock, I counted the Counties that I could find that were in Michigan, and I think my first count was "8" counties, Then A week or three back I looked again, and found, I believe, "13" counties here... Now, in the link you just gave, I counted "15" counties listed... Very interesting.
DENVER & PERTH, Australia--(BUSINESS WIRE)--
Samson Oil & Gas Limited (SSN.AX) (NYSE MKT:SSN) advises that its CEO Terry Barr will be presenting to delegates attending “The 2013 IPAA OGIS Conference” being held in New York April 16–18.
The presentation will be posted on Samson’s website, www.samsonoilandgas.com.
The presentation is scheduled for Wednesday, April 17 at 10:30AM EDT (USA) which is equivalent to April 17th at 10:30PM AWST (AUS) and is being webcast at the link:
Webcast Link: http://www.investorcalendar.com/CEPage.asp?ID=170812
Samson’s Ordinary Shares are traded on the Australian Securities Exchange under the symbol "SSN". Samson’s American Depository Shares (ADSs) are traded on the New York Stock Exchange MKT under the symbol "SSN". Each ADS represents 20 fully paid Ordinary Shares of Samson. Samson has a total of 2,101 million ordinary shares issued and outstanding, which would be the equivalent of 105 million ADSs. Accordingly, based on the NYSE MKT closing price of US$0.48 per ADS on April 16th, 2013 the Company has a current market capitalization of approximately US$52 million. Correspondingly, based on the ASX closing price of A$0.023 on April 16th, 2013, the Company has a current market capitalization of A$48 million.
For and on behalf of the board of
SAMSON OIL & GAS LIMITED
TERRY BARR
Managing Director
Statements made in the presentation, which is available on Samson’s website, that are not historical facts may be forward-looking statements, including but not limited to statements using words like “may”, “believe”, “expect”, “anticipate”, “should” or “will.” Actual results may differ materially from those projected in any forward-looking statement. There are a number of important factors that could cause actual results to differ materially from those anticipated or estimated by any forward-looking information, including uncertainties inherent in estimating the methods, timing and results of exploration activities.
This announcement does not constitute an offer to sell or the solicitation of an offer to buy any of Samson’s securities, nor shall there be any offer or sale of such securities in any jurisdiction in which such offer, solicitation or sale would be unlawful without registration or qualification under the securities laws of the jurisdiction. While Samson has filed a registration statement with the U.S. Securities and Exchange Commission relating to a proposed Rights Offering to its shareholders, that offering will be made only by means of a prospectus. The U.S. prospectus and prospectus supplement for the Rights Offering are available at www.sec.gov/edgar/searchedgar/webusers.htm. The Australian prospectus is available at www.asx.com.au. A copy of the U.S. prospectus and prospectus supplement may be obtained from the information agent, Georgeson Inc. at (800)-213-0473.
A description of the risks and uncertainties that are generally attendant to Samson and its industry, as well as other factors that could affect Samson’s financial results, are included in the prospectus and prospectus supplement for the Rights Offering as well as the Company’s report to the U.S. Securities and Exchange Commission on Form 10-K, which are available at www.sec.gov/edgar/searchedgar/webusers.htm.
Contact:
Samson Oil & Gas Limited
Terry Barr, CEO, 303-296-3994 (US office) or 970-389-5047 (US cell)
Nicely put Moras! On Friday, I reach my 2 yr date holding UBRG, and your post reads just how I feel about this company. I can wait! I have faith!
Form 10-K for UNIVERSAL BIOENERGY, INC.
15-Apr-2013
Annual Report
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION
The following discussion and analysis presents management's perspective of our business, financial condition, and overall performance. This information is intended to provide investors with an understanding of our past performance, current financial condition, and outlook for the future; and should be read in conjunction with "Item 8: Financial Statements and Supplementary Data" of this report.
Included in this annual report are "forward-looking" statements, within the meaning of the Private Securities Litigation Reform Act of 1995 ("PSLRA") as well as historical information.
As used below, "we", "us", "our", "Universal", "Universal Bioenergy", "Company", or "our company", refers to Universal Bioenergy, Inc. and all of its subsidiaries.
Management's Discussion and Analysis contains various "forward looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, regarding future events or the future financial performance of the Company that involve risks and uncertainties. Certain statements included in this Form 10-K, including, without limitation, statements related to anticipated cash flow sources and uses; and words including, but not limited to, "anticipates", "believes", "plans", "expects", "future", and similar statements or expressions, identify forward looking statements. Any forward-looking statements herein are subject to certain risks and uncertainties in the Company's business, including, but not limited to, reliance on key customers and competition in its markets, market demand, technological developments, maintenance of relationships with key suppliers, difficulties of hiring or retaining key personnel, and any changes in current accounting rules, planned capital expenditures, potential increases in prospective production costs, future cash flows and borrowings, pursuit of potential acquisition opportunities, the possibility that the industry may be subject to future regulatory or legislative actions (including additional taxes, changes in environmental regulation, and disclosure requirements under the Dodd-Frank Wall Street Reform and the Jobs Act of 2012 ), our financial position, business strategy, and other plans, objectives, for future operations, difficulties of hiring or retaining key personnel, and any changes in current accounting rules, all of which may be beyond the control of the Company. The Company adopted at management's discretion, the most conservative recognition of revenue based on the most astringent guidelines of the SEC in terms of recognition of software licenses and recurring revenue. Management will elect additional changes to revenue recognition to comply with the most conservative SEC recognition on a forward going accrual basis as the model is replicated with other similar markets (i.e. SBDC). The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including those set forth therein.
We claim the protection afforded by the safe harbor for forward-looking statements provided by the PSLRA.
Forward-looking statements involve risks, uncertainties, and other factors which may cause our actual results, performance, or achievements, to be materially different from those expressed or implied by such forward-looking statements. Factors and risks that could affect our results and achievements, and cause them to materially differ from those contained in the forward-looking statements include those identified in the section titled "Risk Factors" in the Company's Annual Report on Form 10-K/A for the year ended December 31, 2011, as well as other factors that we are currently unable to identify or quantify; but that may exist in the future.
We based the forward-looking statements on our current expectations, estimates and projections about ourselves and the industries in which we operate in general. We caution you these statements are not guarantees of future performance as they involve assumptions that, while made in good faith, may prove to be incorrect, and involve risks and uncertainties we cannot predict. In addition, we based many of these forward-looking statements on assumptions about future events that may prove to be inaccurate. Accordingly, our actual outcomes and results may differ materially from what we have expressed or forecast in the forward-looking statements. Any differences could result from a variety of factors, including the following:
A Fluctuations in crude oil, natural gas, and natural gas liquids prices, refining, and marketing margins. Potential failures or delays in achieving expected reserve or production
B levels from existing and future oil and gas development projects due to operating hazards, drilling risks, and the inherent uncertainties in predicting oil and gas reserves, and oil and gas reservoir performance.
C Failure of new products and services to achieve market acceptance.
D Unexpected technological or commercial difficulties in manufacturing, refining, or transporting our products. Lack of, or disruptions in, adequate and reliable transportation for our
E crude oil, natural gas, natural gas liquids, liquefied natural gas (LNG), and refined products. Inability to timely obtain or maintain permits, including those necessary
F for construction projects; or to comply with government regulations; or make capital expenditures required to maintain compliance. Failure to complete definitive agreements and feasibility studies for, and
G to timely complete construction of, announced and future exploration and production, LNG, and transportation projects.
H Potential disruption or interruption of our operations due to accidents, extraordinary weather events, civil unrest, political events, or terrorism.
I International monetary conditions and exchange controls.
J Substantial investment or reduced demand for products as a result of existing or future environmental rules and regulations.
K Liability resulting from litigation. General domestic and international economic and political developments, including armed hostilities; expropriation of assets; changes in
L governmental policies relating to crude oil, natural gas, natural gas liquids, or refined product pricing, regulation, or taxation; other political, economic or diplomatic developments; and international monetary fluctuations.
M Changes in tax and other laws, regulations (including alternative energy mandates), or royalty rules applicable to our business.
N Limited access to capital or significantly higher cost of capital related to uncertainty in the domestic or international financial markets.
O Inability to obtain economical financing for projects, construction, or modification of facilities, and general corporate purposes.
In addition, the foregoing factors may affect generally our business, results of operations, and financial position. Forward-looking statements speak only as of the date the statement was made. We do not undertake and specifically decline any obligation to update any forward-looking statements.
Overview of Our Company
Universal Bioenergy Inc. is an independent diversified energy company, headquartered in Irvine, California. Our common stock is presently listed on the OTC Markets Group under the trading symbol "UBRG". Universal Bioenergy Inc. was incorporated on August 13, 2004, in the State of Nevada, under the name of Palomine Mining Inc. On October 24, 2007, the Company changed its name from Palomine Mining Inc. to Universal Bioenergy Inc. to better reflect its new business plan and strategic direction.
Our primary business focus is the production, marketing, and sales of natural gas, propane, coal, oil, and alternative energy. Through our subsidiary, NDR Energy Group, located in Charlotte, North Carolina, we presently sell natural gas. Through NDR Energy Group we have contracts signed with 30 major utility companies in the United States with strong Standard & Poor's credit ratings. NDR Energy Group markets and distributes natural gas and propane to 30 of the largest public utilities, electric power producers, and local gas distribution companies that serve millions of commercial, industrial, and residential customers, throughout the country. Our customers include Southern California Gas Company, Pacific Gas & Electric, CenterPoint Energy Resources, Baltimore Gas & Electric, Memphis Light Gas & Water, Duke (Ohio & Kentucky), Michigan Consolidated, and National Grid. Our gas suppliers include EDF Trading, Pacific Summit Energy, Chevron Texaco, Conoco Phillips, Chesapeake Energy Marketing, and Anadarko.
We are also engaged in the acquisition of oil and gas fields, lease acquisitions, and development of newly discovered, or recently discovered oil and gas fields, re-entering existing wells, and the transmission and marketing of the products to our customer base. We are continuing our growth through an ongoing series of acquisitions.
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Energy Market's Impact on Universal's Operations and Revenues
Our primary revenues from this period are from the sale of natural gas. Our revenues for the twelve months period ended December 31, 2012, decreased due to the following conditions in the U.S. energy market:
U.S. Natural Gas Market
During 2012, natural gas traded at prices we have not experienced for a decade. These low prices are the result of a significant imbalance between supply and demand in North America. On the supply side, new technologies, particularly hydraulic fracturing and horizontal drilling, have enabled natural gas producers to bring on line meaningful new supplies of natural gas around North America. On the demand side, the past winter was one of the warmest on record, which reduced demand for natural gas. Consequently, North America has an unusually high amount of gas in storage that will continue to oversupply the market.
According to the Energy Information Administration, the unseasonably warm weather for the winter of December 2011, through March 2012, resulted in natural gas working inventories that continued to set new record seasonal highs. EIA's average 2012 Henry Hub natural gas spot price forecast was $3.17 per million British thermal units (MMBtu); a decline of about $0.83 per MMBtu from the 2011 average spot price. EIA expected that Henry Hub spot prices will average $3.96 per MMBtu in 2013.
For the same winter period, according to Bloomberg/Business week, "The price of natural gas is at a 10-year low after a surprising jump in supplies. But the government says natural gas inventories expanded more than expected following a recent production boom. Supplies are currently 59 percent above the five-year average, and they're expected to keep growing over the next few months."
Our revenue, profitability and cash flow substantially depend upon the prices and demand for natural gas. The natural gas market is very volatile, and a drop in prices can significantly affect our financial results and impede our growth. Changes in natural gas prices had a significant impact on our revenues and on our cash flow for this reporting period. Prices for natural gas can fluctuate widely in response to relatively minor changes in the supply of and demand for natural gas, market uncertainty and a variety of additional factors that are beyond our control, such as:
a. weather conditions and fluctuating and seasonal demand;
b. technological advances affecting energy consumption;
c. the level of supply and consumer product demand;
d. the impact of energy conservation efforts;
e. the overall economic environment; and
f. the price and availability of alternative fuels.
In the past, the prices of natural gas has been extremely volatile, and we expect this volatility to continue. For example, during the year ended December 31, 2012, the NYMEX Henry Hub natural gas index price ranged from a high of $3.90 per MMBtu to a low of $1.91 per MMBtu, which is a decline of $1.99 per MMBtu or -51%. Between January 1, 2013 and February 25, 2013, the NYMEX Henry Hub natural gas index price ranged from a high of $3.57 per MMBtu to a low of $3.11 per MMBtu, or a difference of $0.46 per MMBtu or 13%.
NDR Energy Group sold 13,148,883 MMBtus of gas in 2010, and generated $52.48 million in revenues. Through NDR, we generated $71.74 million in revenues in 2011. In 2012 we sold 16,572,329 MMBtus of gas and generated $50.51 million in revenues. However, due the unseasonably warm winter, our sales of gas for the first quarter declined from 5,052,704 MMBtus in 2011, to 3,443,668 MMBtus in 2012, or by 1,609,016 MMBtus, or 32%. However, in spite of the negative market conditions, we had significant increases in sales volumes of natural gas for the balance of the year. Had we sold our gas in 2012 at the same average prices of $4.29 MMBtu as in 2011, then our revenues from natural gas sales would have been approximately $71.01 million.
The United States energy market has experienced a significant increase in in the quantity natural gas production related to new and increased drilling for deeper natural gas formations and the implementation of new exploration and production techniques, including horizontal and multiple fracturing techniques. The increase in the supply of natural gas has put a downward pressure on domestic natural gas prices.
However, there are some favorable trends. Utilities around the country are switching from coal to natural gas at a meaningful rate. New petro-chemical plants are being built and other industries are expanding in the U.S. Looking to 2013, increased demand should cause natural gas prices to stabilize or possibly to increase moderately from 2012 levels. As a result of the low natural gas prices, the Company has been focusing more on sales of coal in the international market, sales of petroleum, refined petroleum products, wholesale electric power and alternative energy.
We intend to use revenues from these energy products to maintain a diversified product portfolio and explore other opportunities to maximize shareholder value, including monetization of our existing assets or entering into new ventures or acquisitions.
U.S. Coal Market
Our results during 2012 were impacted substantially by weak market conditions. Challenging coal markets significantly impacted our results in 2012. Global benchmark metallurgical prices declined 50% since their peak in mid-2011, while U.S. thermal coal consumption declined to levels not seen since the mid-1990s.
Driving the weakness in the domestic demand for thermal coal during 2012 was reduced coal-fired generation resulting from an unseasonably warm 2011/2012 winter coupled with low natural gas prices, which resulted in the substitution of natural gas for coal by power generators. As a result, coal stockpiles at generators remain at higher than normal levels, though levels declined during the second half of 2012. A rise in natural gas prices relative to the last year should increase output at coal-fueled power plants.
According to the EIA, coal accounted for approximately 37% of U.S. electricity generation from January through November 2012. This is a decrease of approximately 5% from full-year 2011, as increased competition between fuels and an unseasonably warm winter led to lower electricity demand and therefore lower consumption of fossil fuels. The warm winter also pushed coal stockpiles higher at electric power plants. Inventories remained above the 5-year average through November 2012. Coal consumption has improved month on month after last year's warm winter decreased overall electricity generation requirements and impacted generation fuels, including coal and natural gas.
In response to these weak market conditions, we, along with many other domestic producers, took steps to control costs in a reduced-volume environment. This led us to rationalize our supply through periodic idling or temporary closure of the Whitesburg Friday Branch Mine, and production curtailments. We believe, these efforts will help position us for expected market recovery in the metallurgical and thermal export markets.
Thermal coal exports somewhat offset the weakness in domestic markets in 2012. Colder winter temperatures in major coal-burning regions of Asia, as well as coal's competitive advantage versus other power generation fuels in Europe, should help support U.S. coal exports in 2013.
As a result of the weak domestic coal market, the Company has been focusing more on sales of coal in the international market, metallurgical coal, sales of petroleum, refined petroleum products, wholesale electric power and alternative energy.
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Whitesburg Friday Branch Mine LLC Thermal Coal Mining Operations
On February 20, 2012, the Company completed the closing of the Whitesburg Friday Branch Mine transaction. Previously on October 17, 2011, our company and Whitesburg Friday Branch Mine LLC, a Kentucky limited liability company ("Whitesburg"), entered into a Member Interest Exchange Agreement, (the "Exchange Agreement"). Pursuant to the Exchange Agreement, and subject to the conditions set forth therein, our Company will acquired, subject to the terms and conditions of the Exchange Agreement, 40% of the Member Interests and assets of Whitesburg Friday Branch Mine LLC, of Kentucky, a privately held company from JLP and Partners LLC, a Kentucky Limited Liability Company ("JLP"), for a total consideration of $2.7 million. The Whitesburg Friday Branch Mine, operates, mines, and produces, thermal coal in eastern Kentucky for sale to electric utilities for use in coal fired generation, steam plant electric power production.
This acquisition was reported on the Company Report on Form 8-K, filed with the Securities and Exchange Commission on February 28, 2012.
NDR Energy Group LLC.
In April 2010, we expanded into the natural gas energy market by the acquisition of a 49% stake in NDR Energy Group LLC, in Charlotte, North Carolina ("NDR Energy"). NDR Energy Group was established in the State of Maryland on September 28, 2005. Through NDR Energy, we have contracts signed with 30 major utility companies in the United States with strong Standard & Poor's credit ratings. NDR Energy Group markets and distributes natural gas and propane to 30 of the largest public utilities, electric power producers, and local gas distribution companies that serve millions of commercial, industrial, and residential customers throughout the country. Our customers include Southern California Gas Company, Pacific Gas & Electric, CenterPoint Energy Resources, Baltimore Gas & Electric, Memphis Light Gas & Water, Duke (Ohio & Kentucky), Michigan Consolidated, and National Grid. Our gas suppliers include EDF Trading, Pacific Summit Energy, Chevron Texaco, Conoco Phillips, Chesapeake Energy Marketing, and Anadarko.
Our Business Strategy
Our primary objective is be one of the top independent energy companies in the U.S., and to deliver maximum value to our shareholders, and generate increasing revenues and solid earnings for the long-term growth of our Company. By building on our successes in 2012 we plan, although we cannot provide assurances as to timing and attainment, to achieve these future objectives by pursuing the following strategies:
In the year 2010, management totally re-organized and re-structured the Company with a new strategic direction and business plan, of which these strategies were implemented in 2011 and are ongoing. Our primary objective is to exploit changes in the energy market, with the intent to propel the Company to a dominant market position, and be one of the top independent energy companies in the United States. Another major objective in our revised business plan is to finding new ways to create more value for our shareholders and investors. Our management intends to deliver greater value to our shareholders and investors by generating increasing revenues, producing solid earnings, and improving returns on invested capital for the long-term growth of our Company. We believe this is the ultimate measure of our success.
Mergers and Acquisitions
Management has determined that it is in our best interests to chart a strategic course for the Company to grow faster by more mergers and acquisitions. Management is planning for expansion, by additional mergers and acquisitions to generate greater revenues and profits, and by shifting our focus to invest in far more profitable natural and alternative energy technologies. We anticipate, but can provide no assurances, of acquiring 5 to 10 "bolt on" acquisitions of additional new companies with revenues in the $10 million to $80 million range with stable cash flows and EBITDA's in the $1 million to $8 million range in the next 1 to 3 years. The potential target's profile will primarily include companies with well-established marketing and distribution channels, a defensible competitive position, and strong growth opportunities. This will also include companies that have a strong asset base with hard or fixed assets, property, plant, equipment, proprietary technologies, patents, and exclusive licenses. We are aggressively seeking potential acquisition targets to meet these objectives.
Some companies being targeted are, oil producers, oil drilling companies, refined oil product producers, natural gas producers, gas marketers, pipeline companies, pipeline construction companies, gas storage facilities, propane producers, high wall surface coal mines, refined oil product producers, and the acquisition of energy technology patents and licenses. We're also looking at acquiring producing petroleum and gas wells, assets/properties, and related energy companies. Acquiring interests in properties in these areas will work very well with our strategic plans for the expansion of our subsidiary Texas Gulf Oil & Gas Inc. We have adapted our business strategy to become a more vertically integrated company, to give us greater management control over our supply chain from the producer, through marketing, distribution, and directly to the customer. We believe, but can provide no assurances, that this will bring even greater revenues for our Company, solid earnings, and bring more value to our shareholders.
Vertical Integration
We have adapted our business strategy to become a more vertically integrated company to give us greater management control over our supply chain from the producer, through marketing, distribution, and directly to our customer.
Oil and Gas Field Development
We intend to pursue the acquisition of more oil and gas properties and assets. This includes existing oil and gas fields, development of newly discovered or recently discovered oil and gas fields, re-entering existing capped wells, and lease acquisitions. We especially have a high level of interest in the development of existing fields whereby we can re-enter previously drilled capped wells to extract the oil and gas using new drilling/extraction methods and techniques. Fields with previously drilled capped wells would be of highest priority for us since they had been "proven wells" before, and would therefore have lower development costs and lower associated financial risks.
Own Our Oil and Gas Supply
We plan to own and/or control our own natural gas supply by obtaining the gas at the wellhead from suppliers with large reserves and inventories, to market and distribute directly to our growing customer base.
Increase Operating Income
We intend to increase our operating income and earnings by obtaining our gas at the wellhead at the producers' price, and aggregating the purchase of our gas supply through a large number of independent producers with long-term purchase agreements to supply to our customers.
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CORPORATE FINANCE
The Company's Capital Structure
In management'sefforts to grow and expand the Company we must obtain the necessary capital to achieve those objectives, decide on the best methods to obtain that capital, and the capital structure of the Company. The primary ways a company will raise capital is either through debt financing (borrowing money), or equity financing (selling a portion of the company via shares of stock), or a combination of both. The type of capital chosen (debt or equity), and methods of raising the capital, depend on a number of factors including; the company's life cycle stage, e.g., start-up, development, high-growth or maturity, future growth prospects, strength of the national economy, and the credit markets.
Potential investors in any company, including ours, will consider those factors and the relative risks to their investment capital. To limit their risks, these investors may limit the size of their investment, or provide it to the company in stages that is contingent upon the company reaching stated goals, e.g., production, marketing, distribution and revenues. The ultimate question for management is: How do you get the investors to commit to making what could be a high risk investment for them, although one that would correspondingly benefit the Company; however, one that the investor could lose if the Company were to fail? Management considered both the equity and the debt financing options based on the Company's life cycle stage, economy, credit markets, and other circumstances at the time, and reached the following conclusions:
Equity Financing - Management decided not to raise capital through an equity offering in its initial start-up and development stage for a variety of reasons.
(1) The Company would have had to go through the process of filing a registration statement.
(2) The direct and indirect flotation costs of the issuance of an equity capital raise could have run $250,000 or more, and the Company did not have those funds available.
(3) It would have been very difficult to get an investment banker to underwrite a new issuance for a development stage company with a limited operating history and revenues.
(4) Many investors did not want to take an equity position in the Company at that time, and the corresponding risks of ownership.
(5) The issuance of equity to these investors, after resolving the potential regulatory hurdles, legal issues, time constraints, and costs, would have resulted in immediate dilution for the other shareholders, giving them only limited hopes that value would be created.
Therefore, due to the above stated reasons, the economic climate, and the Company's circumstances at that time, management elected not to pursue raising capital through an equity offering at that time.
Debt Financing- Management elected to raise capital for the Company through debt financing for the following reasons.
(1) Due to the Companies rapid growth, it had immediate and continuous need for capital.
(2) The investors were more willing to invest funds more expeditiously, and take a creditor's position, instead of as an owner by taking an equity position.
(3) With those immediately available funds, management could grow the Company rapidly and create short-term economic value to the Company by closing on several target mergers and acquisitions prior to any equity dilution taking place.
(4) The investors were issued Promissory Notes that were unsecured without any collateral (taking a high risk).
(5) The Notes required no monthly payments; which allowed us to use that free cash flow for operating expenses, reduced our cash outlays, interest payments, and improve our budget plans, and forecast our cash flow.
(6) The investor received the potential upside of conversion of the Notes into equity while protecting our downside with the use of the cash flow.
(7) Should the investors decide to convert the Notes into common stock, then the Company's debt would be eliminated from its balance sheet.
(8) The tax benefits of debt financing are that it's less expensive. While the Company is taxed on earnings, it is not generally taxed on borrowed money, and the interest on the Notes is tax deductible.
(9) Since the investors do not have any equity interests, it has no voting . . .
(sorry, this was all there was on Yhoo board, I have to look up the rest of it and post it...)
Samson Oil & Gas Extends Central Bakken Acreage
Mon, Apr 15, 2013, 8:46 PM EDT -
Rainbow Project
Business WirePress Release: Samson Oil & Gas Limited – 46 minutes ago
DENVER & PERTH, Australia--(BUSINESS WIRE)--
Samson Oil & Gas Limited ("Samson" or the "Company") (SSN.AX) (NYSE MKT: SSN) advises that it has agreed to acquire, in two tranches, a net 1,225 acres in two 1,280 acre drilling units located in the Rainbow Project, Williams County, North Dakota. The Rainbow Project is located in Sections 17, 18, 19 and 20 in T158N R98W. The details of the transaction will be documented in a sale and purchase agreement to be entered into at or before closing.
The transaction involves an acreage trade by the parties and a future carry of the vendor by Samson in the initial drilling program on the Rainbow Project. Samson will transfer 160 net acres from its 1,200 acre undeveloped acreage holding in North Stockyard and the vendor will fund its share (between 7.5% and 8.5%) of the North Stockyard initial infill program. Samson will acquire 950 net acres in the Rainbow Project from the vendor for this acreage trade and will provide a $1.2million carry to the vendor. For the first (10% carry) and second (2% carry) development wells to be drilled in the Rainbow Project Samson will have the ability, subject to the vendor acquiring additional acres, to acquire a further 274 acres by carrying the vendor for $0.7 million in the second well in the project.
Samson has assessed the project based on offset well data and believes that the project will support 16 wells, 8 in the middle Bakken and 8 in the first bench of the Three Forks. These wells would be expected to be configured as north-south orientated 10,000 foot horizontals.
In the western drilling unit of the acquired acreage, Samson will hold a 52% working interest. In the eastern drilling unit, Samson’s interest will initially be 23% but with the option to increase it to 44% in the second tranche. While the acquired acres have yet to be drilled, because of the direct offsets in the Bakken, Samson expects that four Proved Undeveloped (PUD) Bakken locations will be determined. The 12 additional wells will most likely be designated as Probable. The value of the Proved and Probable reserve has been internally assessed at a Net Present Value at a 10% discount rate in the range of $15 million (Tranche 1) to $20 million (Tranche 1 and 2) on a pre-drill basis.
Other interest holders owning an interest in the Rainbow Project include Hess, Halcón and Continental.
Subject to financing, Samson intends to integrate the development of the Rainbow Project with its own ongoing infill development of the North Stockyard field, where Samson has a total 14 infill locations available to be drilled based on the current spacing order. Thus, Samson now expects to have a gross 30 well locations in the area, or approximately two and a half years drilling using a single rig.
North Stockyard
Separately, Samson announced that the Frontier Rig 24 has been mobilized to the North Stockyard Field, where it has been rigged up on the Duckstein 1-13-14H TF location, and is expected to commence drilling operations today. This will involve drilling and setting the surface casing to 2,300 feet before skidding to the Billabong 2-13-14BK location, where subsequently the drilling sequence will be repeated across all four locations on this pad.
About Samson Oil & Gas Limited
Samson’s Ordinary Shares are traded on the Australian Securities Exchange under the symbol "SSN". Samson's American Depository Shares (ADSs) are traded on the New York Stock Exchange MKT under the symbol "SSN". Each ADS represents 20 fully paid Ordinary Shares of Samson. Samson has a total of 2,101 million ordinary shares issued and outstanding, which would be the equivalent of 105 million ADSs. Accordingly, based on the NYSE MKT closing price of US$0.48 per ADS on April 15th, 2013 the Company has a current market capitalization of approximately US$50 million. Correspondingly, based on the ASX closing price of A$0.022 on April 15th, 2013, the Company has a current market capitalization of A$46 million.
SAMSON OIL & GAS LIMITED
TERRY BARR
Managing Director
Statements made in this press release that are not historical facts may be forward looking statements, including but not limited to statements using words like “may”, “believe”, “expect”, “anticipate”, “should” or “will.”
Actual results may differ materially from those projected in any forward-looking statement. There are a number of important factors that could cause actual results to differ materially from those anticipated or estimated by any forward looking information, including uncertainties inherent in estimating the methods, timing and results of exploration activities.
This announcement does not constitute an offer to sell or the solicitation of an offer to buy any of Samson’s securities, nor shall there be any offer or sale of such securities in any jurisdiction in which such offer, solicitation or sale would be unlawful without registration or qualification under the securities laws of the jurisdiction. While Samson has filed a registration statement with the U.S. Securities and Exchange Commission relating to a proposed Rights Offering to its shareholders, that offering will be made only by means of a prospectus. The U.S. prospectus and prospectus supplement for the Rights Offering are available at www.sec.gov/edgar/searchedgar/webusers.htm. The Australian prospectus is available at www.asx.com.au. A copy of the U.S. prospectus and prospectus supplement may be obtained from the information agent, Georgeson Inc. at (800)-213-0473.
A description of the risks and uncertainties that are generally attendant to Samson and its industry, as well as other factors that could affect Samson’s financial results, are included in the prospectus and prospectus supplement for the Rights Offering as well as the Company's report to the U.S. Securities and Exchange Commission on Form 10-K, which are available at www.sec.gov/edgar/searchedgar/webusers.htm.
Contact:
Samson Oil & Gas Limited
Terry Barr, CEO, 303-296-3994 (US office)
US cell: 970-389-5047
WoW...I see the pump is doing well today.........NOT!
Good afternoon J and S9
I just added LWHS to our intro list over on syn city and linked it to the website.
Looks like an interesting company.
MB
Learn...
Been here a few weeks myself, holding long in the upper .004's, There are no kiosks in my county yet, but I expect there will be, (as soon as our crooked officials figure out how to scam CPSZ out of their profits.) LOL
MB
Learn... are you in any one of those 13 Michigan counties that has a kioske installed?
NICE!
It looks like they just started it up this month (April)
I'm not a member, but here is a link:
http://instagram.com/EzCardandKiosk#
Not to worry IMP, You're still OK with us... politics have no place here.
It's all about the Benjamins' LoL!
MB
Ahhhh... so you DID buy into CPSZ, Good for you!, I've been telling friends to read up on it, don't know if any of them have bought, I really don't want to know, 'cuz I don't want to feel responsible, lol!, even tho I don't think there is much danger of failing here.
You have a good weekend also.
Monday we can see if James Bond is still holding firm in CAVU land...
MB
Hey J... about that 'thing', my feelings are as follows:
*chuckle!!*
Ok, Ok, sorry. You got me before I had my morning coffee. Obviously you already knew the answer.
I'm going to go finish my coffee now, have a great day.
Looking for good things in the future from Samson.
DENVER & PERTH, Australia--(BUSINESS WIRE)--
Samson Oil & Gas Limited ("Samson" or the "Company") (SSN.AX) (NYSE MKT: SSN) announced today it has placed 959,141 American Depositary Shares (ADSs) (representing 19,182,812 ordinary shares) with an institutional investor based in the United States, raising gross proceeds of A$479,570 (US$500,000). The SEC registered placement was completed at A$0.025 per ordinary share (approximately US$0.52 per ADS), and includes transferable options, or warrants, to subscribe for an additional 4 shares for each 10 shares subscribed for, at an exercise price of A$0.038 (approximately US$0.79 per ADS). The warrants will expire on 31 March 2017.
Conversion from Australian dollars to US dollars is based on the exchange rate on 28th March of A$1.00 per US$1.0426 from the Reserve Bank of Australia.
The placement was made pursuant to Section 708 of the Australian Corporations Act and in accordance with Listing Rule 7.1 of the ASX Listing Rules.
Samson intends to use the proceeds of this offerings, along with those from the previously announced placement and the Rights Offering commencing April 9, 2013, to fund a portion of the Company's 2013 calendar year capital budget, which calls for drilling six infill development wells in the North Stockyard oilfield in Williams County, North Dakota, as well as for general corporate purposes, working capital needs and possible future acquisitions.
About Samson Oil & Gas Limited
Samson’s ordinary shares are traded on the Australian Securities Exchange under the symbol "SSN". Samson's ADSs are traded on the New York Stock Exchange MKT under the symbol "SSN". Each ADS represents 20 fully paid ordinary shares. Samson has a total of 2,101 million ordinary shares issued and outstanding, which would be the equivalent of 105 million ADSs. Accordingly, based on the NYSE MKT closing price of US$0.53 per ADS on April 3rd, 2013, the Company has a current market capitalization of approximately US$53 million. Correspondingly, based on the ASX closing price of A$0.023 on April 3rd, 2013, the Company has a current market capitalization of A$46 million.
For and on behalf of the board of
SAMSON OIL & GAS LIMITED
TERRY BARR
Managing Director
This announcement does not constitute an offer to sell or the solicitation of an offer to buy any of Samson’s securities, nor shall there be any offer or sale of such securities in any jurisdiction in which such offer, solicitation or sale would be unlawful without registration or qualification under the securities laws of the jurisdiction. While Samson has filed a registration statement with the U.S. Securities and Exchange Commission relating to the proposed Rights Offering to its shareholders, that offering will be made only by means of a prospectus. The U.S. prospectus and prospectus supplement for the Rights Offering are available at www.sec.gov/edgar/searchedgar/webusers.htm. The Australian prospectus is available at www.asx.com.au.
Statements made herein that are not historical facts may be forward looking statements, including but not limited to statements using words like “may”, “believe”, “intend”, “expect”, “anticipate”, “should” or “will.”
Actual results may differ materially from those projected in any forward-looking statement. There are a number of important factors that could cause actual results to differ materially from those anticipated or estimated by any forward looking information, including uncertainties inherent in estimating the methods, timing and results of exploration activities.
A description of the risks and uncertainties that are generally attendant to Samson and its industry, as well as other factors that could affect Samson’s financial results, are included in the U.S. prospectus and prospectus supplement for the Rights Offering, as well as in the Company's report to the U.S. Securities and Exchange Commission on Form 10-K, which are available at www.sec.gov/edgar/searchedgar/webusers.htm.
Contact:
Samson Oil & Gas Limited
Terry Barr, CEO, 303-296-3994 (US office)
US cell: 970-389-5047
Universal Bioenergy in Negotiations With Firms to Transport Coal to Asia and European Markets
GlobeNewswirePress Release: Universal Bioenergy Inc. – 5 minutes ago
RELATED QUOTES
Symbol Price Change
UBRG 0.0027 0.00
IRVINE, Calif., April 3, 2013 (GLOBE NEWSWIRE) -- Universal Bioenergy Inc., (UBRG), a publicly traded independent diversified energy company, that markets natural gas, petroleum and coal, announced its management team for its international coal division are in negotiations with several companies to arrange the logistics and transportation for the sales of coal to its customers in Asia and Europe.
The Company and its transportation consultants are negotiating terms and pricing with several railroad companies to ship the coal from the load-out facilities at the mines and transport it to the various seaport terminals. It takes about 104 railroad coal cars to ship 50,000 tons of coal. With an estimated 200,000 to 300,000 tons of coal sales per month, the Company will need 416 to 624 coal cars per month to ship the coal. The Company is also negotiating to secure terminal space at several seaports throughout the country. The coal will be shipped by rail to the ports and loaded onto the shipping vessels, then shipped to the final destination overseas.
Universal's President Vince M. Guest states, "Our marketing team and consultants are moving expeditiously to finalize the logistics and transportation to ship our coal to the foreign markets. Two major factors influence the sales price of coal. One is the price of coal at the mine, which includes the mines operating costs and quality of the coal. The other major factor is the cost of transporting the coal from the mine to the final point of use. So it's very important for us to secure the required railroad shipping and port terminal space to meet the needs of these customers. At an estimated $90.00 per ton, this could generate an estimated $18 to $27 million in additional monthly revenues and an estimated $2 to $3 million per month in gross profit."
About Universal Bioenergy Inc.
Founded in 2004, Universal Bioenergy Inc., is a publicly traded independent diversified energy company that produces and markets natural gas, petroleum, coal and propane. We market energy resources to the largest public utilities, electric power producers and local gas distribution companies in the U.S., that serve millions of commercial, industrial and residential customers. We are also engaged in the acquisition and development of existing or recently discovered oil and gas fields, leases and surface coal mines. For more information visit www.universalbioenergy.com
Safe Harbor Statement - There are matters discussed in this media information that are forward looking statements within the meaning of Rule 175 under the Securities Act of 1933 and Rule 3b-6 under the Securities Exchange Act of 1934, and are subject to the safe harbor created by those rules. Such statements are only forecasts and actual events or results may differ materially from those discussed. For a discussion of important factors which could cause actual results to differ from the forward looking statements, refer to Universal Bioenergy Inc.'s most recent annual report and accounts and other SEC filings. The company undertakes no obligation to update publicly, or revise, forward looking statements, whether as a result of new information, future events or otherwise, except to the extent legally required.
Contact:
Media Relations:
Solomon Ali at 704-837-5705
LOL, as long as we're only speculating here...
I think we are stuck in a 'James Bond' chart!
Oh yes, I did see those.
What caught my ear is, the Officer said the Co. bent over backwards to do such things as: **write software/programming** that would suit his location's needs.
This is not a 'one-size-fits-all' product. CPSZ makes sure they accommodate each customers' particular requirements. Awesome!
Take a look at what Lawdog1 had to say about the (kioske) unit count today:
lawdog1 Member Profile lawdog1 Tuesday, April 02, 2013 12:01:24 AM
Re: BullishSwag post# 19401 Post # of 19415
Here are 3 counties with more than 3 kiosks: Tulare CA has 8 kiosks,Orange County CA has 4 kiosks,Broward County FL has 5 kiosks. Just those 3 have a total of 17 kiosks, the rest average about 2 per county. The game changer is that you don't need to deposit money in the kiosk to load an inmates account, you can load the money from your home computer:
EZ Card & Kiosk has a Bail service, which allows inmates, as well as family and friends,to post Bail via the lobby kiosks, using cash or credit/debit card, or through an online service from anywhere in the world, using credit or debit card. The Money Load feature allows friends and family to place money into the inmate's trust account via the lobby kiosks or online services.
In the City of Lynwood CA,they have 2 kiosk and you can pay any municipal payments.
CPSZ is a kick A$$ company! GLTU $$$$$$$$$
ANNUAL REPORT FOR
YEAR ENDED
DECEMBER 31, 2012
http://www.otcmarkets.com/financialReportViewer?symbol=CAVR&id=101886
You Betcha! I am lovin this company. Slow and steady works for me.
ON-Fire,
Please excuse my ignorance, that was a new posting to the y-who board, I thought someone might want to know about it... I was wrong! I think I'll just take my shares and go home now... thank you for your guidance.
BTW, Happy Easter to all SUGO shareholders.
Did anyone see this? Happy-Easter! AMERICAN-MINERAL-GROUP-Financials
Sungro Minerals Inc. (SUGO) http://finance.yahoo.com/q/is?s=sugo
-OTC Markets
0.0001 0.00(0.00%) Mar 28, 3:28PM EDT
Add to Portfolio
Income Statement Get Income Statement for:
View: Annual Data | Quarterly Data All numbers in thousands
Period Ending Aug 30, 2012 May 30, 2012 Feb 28, 2012 Nov 29, 2011
Total Revenue - - - -
Cost of Revenue - - - 252
Gross Profit - - - (252)
Operating Expenses
Research Development - - - -
Selling General and Administrative 116 129 276 1,014
Non Recurring - - - -
Others - - - -
Total Operating Expenses - - - -
Operating Income or Loss (117) (127) (276) (1,265)
Income from Continuing Operations
Total Other Income/Expenses Net (100) (46) 160 (2,871)
Earnings Before Interest And Taxes (217) (173) (116) (4,136)
Interest Expense 67 17 16 32
Income Before Tax (284) (190) (131) (4,168)
Income Tax Expense - - - -
Minority Interest - - - -
Net Income From Continuing Ops (284) (190) (131) (4,168)
Non-recurring Events
Discontinued Operations - - - -
Extraordinary Items - - - -
Effect Of Accounting Changes - - - -
Other Items - - - -
Net Income (284) (192) (131) (4,168)
Preferred Stock And Other Adjustments - - - -
Net Income Applicable To Common Shares (284) (192) (131) (4,168)
Form 8-K for AMERICAN MINERAL GROUP, INC.
27-Mar-2013
Other Events
ITEM 8.01 - OTHER EVENTS;
CHANGE IN NAME OF COMPANY
By a Majority Vote of the Shareholders of Sungro Minerals, Inc. the Company changed its name effective March 22, 2013 to American Mineral Group, Inc. in order to better reflect its ongoing strategy of pursuing diverse mineral opportunities that have been presented to it.
I know, just having a wet dream here... that is the chart that Ameriturd is showing... I'd rather be using the $4.oo + chart...lol!
Green Close @ .0062!
MC, I checked the chart, it looks like .185 about 5/23/11 is the most recent good spike, with another good spike to $1.33 on 6/1/06 but it looks like it opened back in Oct. '04 at $4.025. Take your pick!
Somebody caved! tsk, tsk. *shaking head*...lol!
Leigh, I am assuming that you tried to place your buy online and could not. I've run into this before with them, (a long time ago) and found that I had to place the buy over the phone with the broker. Try that.
GLTY
I like this company IMP, thanks again for the 'turn-on'... BIG things ahead!
MB
Thanks Johnsyn, for for the CAVR history lesson, it helps to periodically re-read things, especially with such long stretches between news/PR's.
MB
Form 8-K for SAMSON OIL & GAS LTD
26-Mar-2013
Other Events, Financial Statements and Exhibits
ITEM 8.01 Other Events.
On March 26, 2013, Samson Oil & Gas Limited ("Samson" or the "Company") issued a press release announcing a series of informational meetings for holders of its ordinary shares to be held in three cities in Australia concerning its previously announced non-renounceable rights offering (the "Rights Offering"). The release also confirmed the previously disclosed timetable for Australian and New Zealand shareholders holding ordinary shares, which are traded on the Australian Securities Exchange ("ASX"), to participate in the Rights Offering.
Also on March 26, 2013, Samson filed a prospectus (the "Australian Prospectus") with the Australian Securities and Investments Commission and the ASX relating to the Rights Offering for holders of ordinary shares in Australia and New Zealand. A copy of the Australian Prospectus is filed as Exhibit 99.2 to this Current Report on Form 8-K.
The foregoing descriptions of the press release and Australian Prospectus are only summaries and are qualified in their entirety by the text of such exhibits.
U.S. holders of ordinary shares and holders of American Depositary Shares, which are traded in the U.S. on the NYSE MKT and are equivalent to twenty ordinary shares, should refer to the preliminary prospectus supplement filed with the Securities and Exchange Commission on March 25, 2013, for information concerning the Rights Offering. As disclosed therein, the Rights Offering is expected to commence in the U.S. on April 9, 2013.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Press Release dated March 26, 2013
99.2 Australian Prospectus dated March 26, 2013 lodged with the Australian
Securities and Investments Commission
It has been 4 years since Guest joined and 3.5 since Ali joined, 2009 for both of them, not 5 years; and it was AFTER the share price crashed coming out of the problems of 2008. These guys had and have a lot of work to do to recover this company.
PERTH, Australia--(BUSINESS WIRE)--
Samson Oil & Gas Limited (“Samson” or “the Company”) (SSN.AX) (NYSE MKT: SSN) advises of the timetable for a non renounceable rights offer announced to the ASX on Friday 22 March 2013.
The timetable is as follows:
Event Date
Announcement of Offer 22 March 2013
Record Date to determine entitlements to New Shares and New Options (Rights) 8 April 2013
Prospectus and Entitlement and Acceptance Forms despatched 9 April 2013
Last day for acceptance and payment (Closing Date) 30 April 2013
New Shares and New Options quoted on ASX on deferred settlement basis 1 May 2013
Issue of New Shares / New Options and despatch of holding statements 6 May 2013
Trading in New Shares and New Options commences 9 May 2013
Shareholder Briefings
The Company plans to conduct a series of shareholder briefings in relation to the non renounceable offer in Sydney, Melbourne and Perth on the following dates:
Sydney: 3.00pm (AEST) Wednesday 3 April 2013
Melbourne: 3.00pm (AEST) Friday 5 April 2013
Perth: 3.00pm (AWST) Monday 8 April 2013
For shareholders and investors wishing to attend, please email contact@samsonoilandgas.com.au for further information.
For and on behalf of the Board
SAMSON OIL & GAS LIMITED
DENIS RAKICH
Company Secretary
This announcement does not constitute an offer to sell or the solicitation of an offer to buy any of Samson’s securities, nor shall there be any offer or sale of such securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of the jurisdiction. The securities proposed to be issued in the Rights Offering will not be sold and offers to buy those securities will not be accepted until they are included in an effective registration statement filed with the U.S. Securities and Exchange Commission.
Statements made herein that are not historical facts may be forward looking statements, including but not limited to statements using words like “may”, “believe”, “intend”, “expect”, “anticipate”, “should” or “will.”
Actual results may differ materially from those projected in any forward-looking statement. There are a number of important factors that could cause actual results to differ materially from those anticipated or estimated by any forward looking information, including uncertainties inherent in estimating the methods, timing and results of exploration activities.
A description of the risks and uncertainties that are generally attendant to Samson and its industry, as well as other factors that could affect Samson’s financial results, are included in the Company's report to the U.S. Securities and Exchange Commission on Form 10-K, a copy of which is available at www.sec.gov/edgar/searchedgar/webusers.htm.
Samson’s ordinary shares are traded on the Australian Securities Exchange under the symbol "SSN". Samson's ADSs are traded on the New York Stock Exchange MKT under the symbol "SSN". Each ADS represents 20 fully paid ordinary shares. Samson has a total of 2,100 million ordinary shares issued and outstanding, which would be the equivalent of 105 million ADSs. Accordingly, based on the NYSE MKT closing price of US$0.52 per ADS on March 25th, 2013, the Company has a current market capitalization of approximately US$54 million. Correspondingly, based on the ASX closing price of A$0.023 on March 25th, 2013, the Company has a current market capitalization of A$48 million.
Contact:
Samson Oil & Gas Limited
Terry Barr, CEO
303-296-3994 (US office)
970-389-5047 (US cell)
Ok Mr Polo, I consulted my OUIJA board, lolol!
I believe we are just too small yet to be affected by the mess in the middle east. IMO, Until TB starts pumping Chit-loads of oil, we will be outside of that. The real issue for Samson is the Keystone pipeline. If you look at all of our land/lease holdings, they run down thru the same states that the path of the pipeline is slated to go. It'll be nice to have that available to move our product to market. Even at that time, I don't think the middle east will have as detrimental an effect on SSN as this current administration will have, since I believe they are doing all they can to hold us, this Country, back where self reliance on our own gas&oil are concerned. Lets hope that pipeline gets approved and built, and soon!
MB
Form 8-K for SAMSON OIL&GAS LTD, 22-Mar-2013
Entry into a Material Definitive Agreement, Other Events, Financial Statemen
ITEM 1.01 Entry into a Material Definitive Agreement.
On March 21, 2013, Samson Oil & Gas Limited ("Samson" or the "Company") (ASX:
SSN; NYSE MKT: SSN) announced that it entered into a Subscription Agreement, dated March 20, 2013 (the "Subscription Agreement"), with certain purchasers. Pursuant to the Subscription Agreement, Samson placed 109,752,575 ordinary shares (which may be represented by American Depositary Shares, or ADSs) and 43,901,030 warrants to purchase 43,901,030 ordinary shares with institutional investors based in the United States, raising gross proceeds of US$2,850,000 (before subtracting the placement agents' fees and expenses of US$121,000). Purchasers also received 0.4 warrants with each ordinary share purchased. Each warrant entitles its holder to purchase one ordinary share at a cash exercise price of A$0.038 per ordinary share, subject to adjustment, which is US$0.039 based on the exchange rate for March 19, 2013 as published by the Australian Reserve Bank. The offering price per ordinary share and warrant is A$0.025, which is US$0.026 based on the exchange rate for March 19, 2013 as published by the Australian Reserve Bank. The warrants are exercisable upon issuance and will expire at 5:00 p.m., Perth, Australia time on March 31, 2017.
All of the securities were offered and sold pursuant to an effective shelf registration statement on Form S-3, as amended (Registration No. 333-183327) and a prospectus supplement dated March 20, 2013 to the base prospectus.
Copies of the form of Subscription Agreement and the terms and conditions of the warrants included in the form of Subscription Agreement are filed as exhibits to this Current Report on Form 8-K, and are incorporated herein by reference. The foregoing descriptions of the Subscription Agreement and warrants are summaries only and are subject to, and qualified in their entirety by, such exhibits.
ITEM 8.01 Other Events.
Trading Halt
On March 20, 2013, Samson announced that it had requested a trading halt of its ordinary shares, which are traded on the Australian Securities Exchange Limited (ASX). The trading halt was approved by the ASX. In addition, Samson requested and was granted a trading halt of its ADSs, which are traded on the NYSE MKT. A press release is attached to this filing as Exhibit 99.1.
Rights Offering
On March 21, 2013, Samson announced that it plans to make a pro rata offering (the "Rights Offering") to holders of its ordinary shares and ADSs as of the close of business on April 4, 2013 (the "Record Date"). Under the Rights Offering, shareholders will have the right to purchase one ordinary share at A$0.025, or approximately US$0.51 per ADS, for every three ordinary shares owned, directly or through ADSs, on the Record Date. The Rights Offering will also entitle shareholders to four transferable options, or warrants, per 10 shares applied for.
Holders of ordinary shares or ADSs who exercise all their rights may also be entitled to acquire additional ordinary shares or ADSs in the Rights Offering if and to the extent that other shareholders do not exercise their rights. Samson's board of directors will also have the discretion to place any remaining shares from the Rights Offering to third parties on the same terms and conditions after fulfilling all subscriptions and over subscriptions from shareholders.
There is no minimum amount needed to close the Rights Offer. On a fully subscribed basis the Rights Offering would raise A$17.5 million (US$18.1 million), and together with the already completed placement, would make the total raising of approximately A$20.3 million (US$ 21.1 million). Samson intends to use the proceeds of both offerings to fund a portion of the Company's 2013 capital budget, which includes plans to drill six infill development wells in the North Stockyard oilfield in Williams County, North Dakota. A press release is attached to this filing as Exhibit 99.2.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
4.1 Terms and Conditions of Warrants, included in the Form of
Subscription Agreement filed as Exhibit 10.1 hereto
5.1 Opinion of Squire Sanders (AU)
10.1 Form of Subscription Agreement, dated March 20, 2013, by and among
Samson Oil & Gas Limited and each of the purchasers party thereto
23.1 Consent of Squire Sanderrs (AU) (included in Exhibit 5.1)
99.1 Press Release dated March 20, 2013
99.2 Press Release dated March 21, 2013
Ya kno, I don't really know! I'll re-read that PR when I get the time,
Samson also announced that it will be making a pro rata rights offering (“Rights Offering”) to holders of its ordinary shares and ADSs as of the close of business on 4 April 2013 (the "Record Date"). Under the Rights Offering, shareholders will have the right to purchase one ordinary share at A$0.025, or approximately US$0.51 per ADS, variable with the exchange rate, for every three ordinary shares owned, directly or through ADSs owned on the Record Date. The Rights Offering will include 4 transferable options, or warrants (issued at no cost), per 10 shares applied for, which will be subject to the same terms and conditions as the warrants comprised in the completed institutional placement.
WoW, I didn't expect THAT to happen, I had left a buy order for 150k shrs on the books, NEVER expecting it to fill. YaY! I'm done buying now, so it can up, up, up from now on...lol!
HA! it just did...
YW Stu,
I passed on purchasing the ADRs the last time, because I didn't understand what was going on, so this time I understand, but have no spare cash....DANG!
I don't know where you bought in at, I'm at .60, so this would be a good time to average down if I could.
These funds will be used for this year's drilling costs
Samson intends to use the proceeds of both offerings to fund a portion of the Company's 2013 calendar year capital budget, which calls for drilling six infill development wells in the North Stockyard oilfield in Williams County, North Dakota, along with the first exploratory well in its South Prairie Project in Ward County North Dakota, as well as for general corporate purposes, working capital needs and possible future acquisitions.