PEDEVCO CORP. Form 8-K Summary
Business Context and Reporting Period
This Form 8-K was filed on August 21, 2013, by PEDEVCO Corp. (Texas). The report discloses a Regulation FD event regarding a private placement of securities closed on August 12, 2013. The filing includes an unaudited pro forma statement of shareholders' equity to demonstrate compliance with NYSE MKT listing standards.
Key Financial Metrics
The filing details a capital raise but does not provide standard operating metrics such as revenue, profit, cash flow, or debt levels for the period.
- Private Placement Proceeds: $22 million aggregate.
- Common Stock Issued: 7,333,334 shares at $3.00 per share.
- Warrants Issued: Three-year cash-only warrants for an aggregate of 2,200,002 shares (733,334 shares each at exercise prices of $3.75, $4.50, and $5.25).
- Investors: Two investors participated in the placement.
Material Changes
The primary material change is the increase in shareholders' equity resulting from the $22 million private placement. The filing does not provide comparative financial data against prior periods to quantify changes in operating performance.
Outlook, Risks, and Management Commentary
Management indicates the capital raise is in contemplation of the Company's anticipated listing on the NYSE MKT. The pro forma equity statement is intended to show that the Company meets the exchange's minimum shareholders' equity standards. The filing explicitly states that the information is not deemed "filed" for Section 18 liability purposes and does not constitute a determination that the information is material under Regulation FD.
Investor Verification Checklist
- Verify the final listing status on the NYSE MKT following the August 12, 2013 closing.
- Confirm the actual number of shares outstanding post-placement.
- Review the full text of the warrant agreements for specific exercise terms and restrictions.
- Check subsequent filings for the use of the $22 million in proceeds.