XML 33 R22.htm IDEA: XBRL DOCUMENT v3.3.1.900
Subsequent events
6 Months Ended
Oct. 31, 2015
Subsequent Events [Abstract]  
Subsequent events

Acquisition of Horizon Investments.  On December 1, 2015, the Company entered into a conditional purchase agreement with Horizon I Investments, LLC ("Horizon Investments") ("Purchase Agreement"). Under the terms of the Purchase Agreement, the Company intends to acquire from Horizon Investments, no earlier than April 30, 2016 (the "Closing Date"), and subject to the satisfaction of certain conditions set forth in the Purchase Agreement (the "Horizon Transaction"): (i) a 20% membership interest in Horizon Energy Partners, LLC ("Horizon Energy Partners"); (ii) certain promissory note issued by Horizon Investments to the Company in the principal amount of $750,000 ("Horizon Note"); (iii) approximately $690,000 currently held in escrow pending Closing (the "Closing Proceeds"); and (iv) certain bank, investment and other accounts maintained by Horizon Investments, in an amount which, together with the principal amount of the Horizon Note and the Closing Proceeds, total not less than $5.0 million (collectively, the "Purchased Assets").  The consideration for the Purchased Assets is 10,168,333 post-split shares of the Company's common stock, which shares shall be issued to Horizon Investments on the Closing Date.

 

The Escrow Proceeds are being held in a third party escrow account under the terms of an Escrow Agreement, dated November 17, 2015 ("Escrow Agreement").  Under the terms of the Escrow Agreement, the Escrow Proceeds will be disbursed to the Company upon consummation of the Horizon Transaction, the issuance to certain investors of 230.0 million shares of the Company's Common Stock, as well as the satisfaction of other release conditions set forth in the Escrow Agreement. Horizon Energy Partners is an oil and gas exploration and development company with a portfolio of domestic and international assets. Horizon Energy Partner’s key projects include two assets located in the United Kingdom, adjacent to the giant Wytch Farm oil field, the largest onshore oil field in Western Europe.  Other projects include the redevelopment of a large oil field in Kern County, California and the development of an additional recent discovery in Kern County. The Company will provide more detail on each project on or prior to the closing of the Horizon Transaction.

 

Issuance of Horizon Note.  On December 1, 2015, the Company issued the Horizon Note, in the principal amount of $750,000, the proceeds of which are to be used for working capital purposes. Interest on the Horizon Note is due upon the earlier to occur of closing of the Horizon Transaction, or December 31, 2016. Amounts due under the terms of the Horizon Note accrue interest at an annual rate equal to one half of one percent.