By Laura Lutz
Des Moines, Jan. 7 - EGPI Firecreek, Inc. raised $2.1 million from a private placement of debentures and stock with Dutchess Private Equities Fund, Ltd., according to an 8-K filing with the Securities and Exchange Commission.
EGPI issued a convertible debenture with principal amount of $2.1 million, 700 million shares of common stock and 20 million shares of series C preferred stock to Dutchess Private Equities
The convertible debenture matures on Dec. 26, 2014 and bears interest at 12% per year. Interest will be payable monthly.
It is convertible into common stock at the lesser of $0.005 and 75% of the lowest closing bid price of the stock during the 20 trading days before a conversion notice.
EGPI may prepay the convertible without penalty.
Under the terms of the convertible, EGPI will be required to make monthly principal payments equal to a fixed percentage of the sum of the company's revenues from activities other than oil and gas production and its revenues from oil and gas production related to its Tubb property, its Fant property and its Ten Mile Draw project. That percentage will be 40% for the first three years and 30% thereafter.
EGPI will also be required to make quarterly payments equal to 20% of the amount by which its EBITDA exceeds $450,000.
The monthly and quarterly payments will continue until both the convertible debenture and all prior debt held by Dutchess are repaid in full.
In connection with the placement, EGPI issued a non-convertible debenture with principal amount of $500,000 to Dutchess Advisors LLC. It matures on Dec. 26, 2014 and bears interest at 12% per year.
The 700 million shares of common stock and 20 million shares of series C preferred stock were issued as consideration for the financing.
EGPI also announced in a press release that it has wrapped up all equity-line sales under prior financing deals.
Following the placement, Dutchess owns about 85% of the outstanding common stock of EGPI.
EGPI is an oil production company based in Scottsdale, Ariz.
| Issuer: | EGPI Firecreek, Inc.
|
| Issue: | Convertible debenture, non-convertible debenture, common stock, series C preferred stock
|
| Proceeds: | $2.1 million
|
| Principal amount: | $2.1 million
|
| Maturity: | Dec. 26, 2014
|
| Coupon: | 12%
|
| Price: | Par
|
| Yield: | 12%
|
| Conversion price: | Lesser of $0.005 and 75% of lowest closing bid price of stock during 20 trading days before conversion
|
| Call: | At par
|
| Common shares: | 700 million
|
| Preferred shares: | 20 million
|
| Warrants: | No
|
| Investor: | Dutchess Private Equities Fund, Ltd.
|
| Settlement date: | Dec. 26
|
| Stock symbol: | OTCBB: EFCR
|
| Stock price: | $0.001 at close Dec. 26
|
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