Business Context and Reporting Period
This Form 8-K was filed by Creek Road Miners, Inc. (not Prairie Operating Co.) on December 7, 2021, reporting events that occurred on December 1, 2021. The registrant is a Delaware corporation with no securities currently registered under Section 12(b) of the Exchange Act.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance changes and capital structure amendments.
Material Changes
- Board Leadership Changes: Scott D. Kaufman resigned as Chairman of the Board but will remain as a director, Chief Executive Officer, and President. Paul L. Kessler was appointed as the new Executive Chairman.
- Reason for Change: Mr. Kaufman's resignation was not the result of any disagreement with the Company regarding operations, policies, or practices.
- Capital Structure Amendment: The Company amended its Certificate of Incorporation to designate 15,000 shares of authorized preferred stock as Series C Preferred Stock.
Guidance, Outlook, and Risks
Management Commentary: Mr. Kessler brings over 30 years of experience as an investor, financier, and venture capitalist, including founding Bristol Capital Advisors, LLC in 2000. His expertise includes corporate governance, strategic repositioning, and capital formation.
Compensation: New compensation arrangements for both Mr. Kaufman and Mr. Kessler are currently being finalized.
Risks and Contingencies: The filing does not disclose specific new risks or contingencies beyond the standard implications of leadership transition and preferred stock issuance.
Investor Verification Checklist
- Verify the finalized terms of the new compensation arrangements for Mr. Kaufman and Mr. Kessler.
- Review the attached Exhibit 3.1 (Certificate of Designation of Series C Preferred Stock) to understand the rights and preferences of the new Series C shares.
- Confirm the current status of the Company's securities registration, as the filing indicates no securities are currently registered under Section 12(b).
- Clarify the discrepancy between the requested company name (Prairie Operating Co.) and the actual registrant (Creek Road Miners, Inc.).