SEC Filing Summary: RAM Energy Resources, Inc.
Business Context and Reporting Period
This Form 8-K Current Report was filed by RAM Energy Resources, Inc. (formerly Tremesis Energy Acquisition Corporation) on June 2, 2006, covering events occurring on May 10, 2006, and June 1, 2006. The registrant is a Delaware corporation headquartered in Tulsa, Oklahoma.
Key Financial Metrics
The filing does not provide specific financial metrics such as revenue, profit, cash flow, margins, debt, or liquidity figures. The report focuses on corporate governance and contractual amendments rather than financial performance data.
Material Changes
- Material Definitive Agreement: On May 10, 2006, the registrant's subsidiary, RWG Energy, Inc., amended its agreement with Targa North Texas, L.P. This amendment revised the compensation structure for natural gas delivered under the agreement.
- Change in Certifying Accountant: Effective June 1, 2006, UHY Mann Frankfort Stein & Lipp CPAs, LLP ("UHY Mann") ceased providing audit services and resigned as independent auditors. This occurred because UHY Mann partners joined UHY LLP, a separate legal entity. UHY LLP was simultaneously engaged as the new independent public accountant for the fiscal year ending December 31, 2006.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, management commentary on future outlook, or specific risk factors beyond the standard disclosures regarding the auditor change. The registrant confirmed there were no disagreements with the former auditor regarding accounting principles, financial statement disclosure, or auditing scope during the past two fiscal years or subsequent interim periods. No adverse opinions or disclaimers were issued by the former auditor.
Investor Verification Checklist
- Review the terms of the amended agreement with Targa North Texas, L.P. (Exhibit 10.23.1) to understand the impact of revised compensation on future cash flows.
- Confirm the continuity of the audit engagement team, as UHY LLP indicated no anticipated changes to the team solely due to the firm transition.
- Verify the letter from UHY Mann (Exhibit 16.1) to ensure no undisclosed disagreements exist regarding the company's financial reporting.
- Note that the filing does not contain updated financial statements; investors should refer to the most recent 10-K or 10-Q for financial performance data.