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NOTE 8. SUBSEQUENT EVENTS
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6 Months Ended |
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Jun. 30, 2013
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| Subsequent Events [Abstract] | |
| Subsequent Events [Text Block] |
NOTE
8. SUBSEQUENT EVENTS
On
July 17, 2013, the Company, pursuant
to Rule 477(a) of Regulation C promulgated under the
Securities Act of 1933, as amended (the “Securities
Act”),
withdrew its Registration Statement on Form S-1, as amended
(File No. 333-184575), together with all exhibits
thereto. The Registration Statement was originally
filed with the Commission on October 24, 2012.
Effective
August 1, 2013 the Company began functioning as its own
operator, and ceased using RTO Operating, LLC as operator,
for all of the Company’s current exploration and
production activities. As part of this
transition, the Company has filed all required documents
with the Railroad Commission of Texas, and is currently
updating all insurance policies to cover this change in
operating environment.
On
August 5, 2013, Matthew Ferguson was appointed to the Board
of Directors of the Company. On
the same date, the Company issued 500,000 shares of
restricted stock to Matthew Ferguson, as consideration for
Mr. Ferguson’s future services. 200,000
shares shall vest in equal quarterly increments over the
course of twelve months beginning on November 5,
2013. The remaining 300,000 shares shall vest
upon the Company’s attainment of certain production
milestones, in increments of 100,000 shares per
occurrence. Vesting of all shares is subject to
Mr. Ferguson’s continued service as a
director. These shares were issued pursuant to a
Stand-Alone Restricted Stock Award Agreement between the
Company and Mr. Ferguson, and were valued at $0.27 per
share, or an aggregate of $135,000.00, on the date of
grant.
On
August 5, 2013, the Company issued 300,000 shares of
restricted stock to Marc Spezialy as consideration for Mr.
Spezialy’s continued service as an executive officer of
the Company. These shares shall vest upon the
Company’s attainment of certain production milestones,
in increments of 100,000 shares per
occurrence. Vesting of all shares is subject to
Mr. Spezialy’s continued service as an executive
officer. These shares were issued pursuant to a
Stand-Alone Restricted Stock Award Agreement between the
Company and Mr. Spezialy, and were valued at $0.27 per share,
or an aggregate of $81,000, on the date of grant.
On
August 5, 2013, the Company issued 100,000 shares of
restricted stock to a Company employee as consideration for
such employee’s continued service. These
shares shall vest in equal quarterly increments over the
course of twelve months beginning on November 5,
2013. Vesting of all shares is subject to the
employee’s continued service. These shares
were issued pursuant to a Stand-Alone Restricted Stock Award
Agreement between the Company and the employee, and were
valued at $0.27 per share, or an aggregate of $27,000, on the
date of grant.
The
restricted stock described above was offered and sold to the
investors in a private placement transaction made in reliance
upon exemptions from registration pursuant to Section 4(a)(2)
under the Securities Act and/or Rule 506 promulgated under
the Securities Act.
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