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Replies to post #613 on Orpheum Property Inc (PLFF)
05/22/23 6:59 PM
39. Upon information and belief, Mr. Burton forged documents regarding
the North Carolina Company’s and Global Energy Solutions’ oil production to mislead Natan Holdings and the North Carolina Company’s directors so that DVE would obtain the North Carolina Company’s corporate approval for the ARC financing.
40. From September 2019 through April 2020, neither Global Energy
Solutions nor the North Carolina Company produced material amounts of oil.
41. Mr. Burton presented documents to the North Carolina Company’s
directors purportedly prepared by Maclaskey Oilfield Services, Inc. for the months of September 2019 through April 2020.
42. True copies of these production reports are attached as Exhibit 9 (collectively, these documents are the “Forged Production Reports”).
43. Upon information and belief, Mr. Burton also delivered certain of the
Forged Production Reports to ARC.
44. Maclaskey Oilfield Services has denied that it produced the Forged
Production Reports.
45. The Forged Production Reports show that Maclaskey Oilfield Services
purportedly paid (a) Global Energy Solutions, Inc. for oil produced from September through December 2019 and (b) the North Carolina Company for oil produced from January through April 2020.
51. Upon information and belief, Mr. Burton reported the purported sales of
oil from Global Energy Solutions to Maclaskey Oilfield Services as part of a plan or scheme to mislead or defraud the North Carolina Company’s directors, Natan Holdings, and others.
52. Upon information and belief, Mr. Burton created the Forged Production Reports.
53. Upon information and belief, Mr. Burton created and distributed the
Forged Production Reports as part of a plan or scheme to mislead or defraud the North Carolina Company’s directors, Natan Holdings, and others.
54. Natan Holdings would not have executed the Note (Ex. 8) had Natan
Holdings known the true oil and gas production numbers for the North Carolina Company
58. After the North Carolina Company closed on the ARC transaction and
received payment from ARC, the North Carolina Company and a Delaware
corporation, Orpheum Property, Inc. (“Orpheum”), discussed the possibility of a
reverse merger.
59. Natan Holdings, as the second largest shareholder of the North Carolina
Company, was induced to agree to the merger based on representations and
statements made by Mr. Burton.
60. Before the merger, Mr. Burton represented that the North Carolina
Company was producing 100 barrels of oil per day.
61. On January 21, 2021, Mr. Burton, as the General Manager of the North
Carolina Company, emailed Mr. Melikhov, Mrs. Burton, and others, claiming that he was “restoring full production” at the wells purportedly owned or leased by the North Carolina Company.
62. A true copy of this January 21, 2021, email is attached as Exhibit 10.
63. In the email, Mr. Burton represented that the North Carolina Company
had “about 1500 barrels [of oil] in the tanks throughout the field,” with “441 barrels
[of oil] in the [Bower Property (this capitalized term is defined in paragraph 108 of
this Complaint)] production tanks treated and ready to ship... [and] another 212 barrels [of oil] needing treatment.”
64. Mr. Burton further represented that the North Carolina Company, on
average, was producing 74 barrels of oil per day and “should have [about] 100 barrels a day by merger time.”
65. Contrary to Mr. Burton’s representations, the North Carolina Company
did not produce oil or gas in amounts claimed by Mr. Burton 66. In early 2021, the North Carolina Company merged with Orpheum and became KLMKH, Inc., a Delaware corporation (“KLMKH”).
67. Following the merger, DVE was the largest shareholder in KLMKH, and Natan Holdings was the second largest shareholder in KLMKH.
68. Following the merger between the North Carolina Company and
Orpheum Property, Inc., KLMKH was liable for all obligations to ARC.
