In the Box of BCIT:
As of March 31, 2007, we have no operations. However, we currently desire to pursue oil and gas exploration and development opportunities outside the United States, particularly in Papua New Guinea. We believe that any such undertaking (and the undertaking of any other significant business opportunity) is necessarily contingent upon the prior final determination of the number of shares our common stock that are outstanding.
There are currently 525,035,229 shares of our common stock validly issued and outstanding. As described in Part II, Item 1. “Legal Proceedings,” we were initially aware of approximately 243,842,000 additional shares of our common stock that we believe were wrongfully issued. We have also identified 306,207,408 shares of common stock that are currently held in brokerage accounts, which shares may be in addition to the shares noted above. Based on the foregoing, we estimate that a total of 1,075,084,637 shares are outstanding, whether validly issued or invalidly issued, comprised of 525,035,229 validly issued shares, 243,842,000 invalidly shares identified previously by us, and 306,207,408 additional invalidly issued shares held by brokerage firms on behalf of various beneficial owners. If our continued investigations reveal additional shares or reveal that the number of such shares is less than described above, we will report such conclusions by filing an appropriate Current Report on Form 8-K.
After consideration of various means to resolve the issues of the invalidly issued shares, we currently intend to undertake a reverse stock split of our common stock. If undertaken, we intend to base the reverse stock split on a ratio that would reduce the number of our outstanding shares of our common stock, whether validly or invalidly issued, to approximately 5,000,000 shares. Such action, if undertaken and completed, would also result in the reduction of the number of our shareholders. Following the reverse stock split, if undertaken and completed, we intend to recognize all then outstanding shares of our common stock as validly issued and outstanding.
Because we intend to recognize the 1,075,084,637 shares of our common stock described above in the proposed reverse stock split, the 243,842,000 invalidly shares identified previously by us and 306,207,408 additional invalidly issued shares held by brokerage firms on behalf of various beneficial owners are assumed to be outstanding for purposes of this report.
In connection with our desire to pursue energy exploration and development opportunities, we intend to change our name to Energy Source, Inc. to reflect our current business intent.
AI
