CARDINAL ENERGY GROUP, INC. (OTCMKTS:CEGX) Files An 8-K Unregistered Sales of Equity Securities
ITEM 3.02 Unregistered Sales of Equity Securities.
On December 29, 2016, Cardinal Energy Group, Inc. (the Company)
filed a Form 8-K in which it reported, in part, that it had
95,429,557 shares of common stock issued and outstanding. On or
about December 30, 2016, the Company issued to each of Meyers
Associates, L.P. (Meyers) and to Gregory R. Traina (Traina)
150,000,000 shares of its restricted common stock in connection
with placement agent and other services rendered to the Company,
resulting in a total issuance of 300,000,000 shares of restricted
common stock.
The issuances of the above shares were exempt from the
registration requirements of Section 5 of the Securities Act of
1933 (the Act) to Section 4(a)(2) thereto not involving a public
offering. Following the issuances and as of the date of this
filing, the Company has a total of 395,429,557 shares of common
stock issued and outstanding.
ITEM 5.01 Changes in Control of Registrant.
The issuance of the 300,000,000 million shares of common stock
described in Item 3.02 above results in Meyers and Traina,
collectively acquiring voting control of the Company, holding
59.36% of the voting power of all shares of capital stock
outstanding. After the issuance of the new 300,000,000 shares of
common stock, the Company has 395,429,557 shares of common stock
and 1,000,000 shares of Series A Preferred Stock issued and
outstanding, respectively. Each share of Series A Preferred Stock
has voting rights equal to 110 votes per share. As a result of
the transaction, the total outstanding voting power of the
Company is 505,429,557 shares, with the new 300,000,000 shares of
common stock representing 59.36% of the voting power of all
shares of capital stock outstanding.
There were no arrangements or understandings among members of
both the former and new control persons and their associates with
respect to the election of directors or other matters.
As required to be disclosed by Regulation S-K Item 403(c), there
are no arrangements, known to the Company, including any pledge
by any person of securities of the Company or any of its parents,
the operation of which may at a subsequent date result in a
change in control of the Company.
About CARDINAL ENERGY GROUP, INC. (OTCMKTS:CEGX)
Cardinal Energy Group, Inc. is engaged in the business of acquiring, developing and operating oil and gas leases. These operations are primarily focused on properties in which it holds a leasehold interest. The Company owns interests in oil and gas leases located in the north-central section of Texas. It holds approximately 85% working interest in the Dawson-Conway leases located in Shackelford County, Texas. The property consists of approximately 41 wells on over 618 acres. It holds approximately 100% working interest in the Powers-Sanders lease located in Shackelford County, Texas. The property consists of approximately 385 acres and over five producing oil wells. It holds approximately 100% working interest in the Stroebel-Broyles leases located in Eastland County, Texas. It holds approximately 43.75% working interest in the Fortune prospect located in Shackelford County, Texas. It holds over 100% working interest in the Bradford West lease. CARDINAL ENERGY GROUP, INC. (OTCMKTS:CEGX) Recent Trading Information
CARDINAL ENERGY GROUP, INC. (OTCMKTS:CEGX) closed its last trading session up +0.00530 at 0.00680 with shares trading hands.
