Janice,
In what state are they incorporated?
Come on Janice, have you forgotten how to do DD, LOL.... According to the link to the SEC filing for FY ending 31-Dec-96, posted earlier on this thread (hey there's only 6 posts, so you can go back and find it), the predecessor copropration was incorporated under the laws of Washington on March 1, 1979. The Company's office is located at 4201 I-20 East Service Road, Willow Park, Texas 76087.
Unfortunately WA state doesn't seem to have an online corporate database, so no idea if they've moved incorporation to another jurisdiction (they ain't in NV cuz I checked). Likely they are still in Washington.
A search of the domain name registration for nessenergy.com gives the contact number for Hayseed as being the 817 number on the PR. My phone book indicates that the 817 A/C is for the Fort Worth Texas area.
So it looks like they are incorporated in Washington state, and operate out of Texas.
According to the SEC filing, the company was dormant for a number of years, until ... on October 8, 1997 an agreement was made to revive the Company by issuing 14,150,000 shares of stock to Harold (Hayseed) Stephens for certain oil and gas properties located in Parker County, Texas. On December 22, 1997, Mr. Stephens became President of the Company and the oil and gas interests were approved to be assigned to the Company for 14,150,000 shares.
From reading the filing, it looks like after the deal was complete, the assets of the old company (not worth much) were given to one of the outgoing guys, and the company was left with the new team and the new assets in Texas. IMO, the essence of the transaction was that this was a reverse merger (i.e., assets transferred into the company in exchange for shares and control).
The new team was as follows:
The directors and executive officers of the Company on December 22, 1997 are as follows:
Name Age Position
Harold 'Hayseed' Stephens* 59 President, Chief Executive
Officer and Director
Mary Gene Stephens* 58 Secretary & Treasurer
Ivan Webb 46 Director
Richard H. Fessler 52 Director
*Harold 'Hayseed' Stephens and Mary Gene Stephens are husband and wife. There are no other family relationships between the directors and officers.
Harold 'Hayseed' Stephens, President & Director, graduated from Hardin
Simmons University in 1961 with a BS degree. Mr. Stephens founded Hayseed Stephens Oil & Gas Inc. in 1983 for domestic oil and gas operations primarily in Texas and Oklahoma. He also founded Ness Energy International for international operations focusing on Israel for oil and gas concessions. In 1984-1985 Stephens partnered with three Israeli companies in a 50 million dollar drilling consortium that leased 400,000 acres.
Mary Gene Stephens, Secretary & Treasurer, has been involved in office
administration and day to day bookkeeping and correspondence for Hayseed Stephens Oil & Gas Inc. and Ness International Energy Inc. for the past 15 years. Mrs. Stephens has also been involved in preparing drilling proposals and Joint Venture billing and income distribution.
Ivan W. Webb, Chief Financial Officer and Director, received his Bachelor of Business Degree in Business Administration from Tarleton State University (Texas A&M Branch) in 1978. He was instrumental in the preparation of four domestic oil and gas public stock offerings. Mr. Webb has been involved in the negotiations for the acquisition of more than 200 producing oil and gas properties within the United States during his career. He has international experience through negotiating with governments for oil and gas concessions in Australia and gold and diamond, leases in Guyana, South America. He is currently President of Black Giant Oil Company, a public company also listed on the Electronic Bulletin Board.
Richard H. Fessler, Director, graduated from Northrop University in 1966 and is President, owner and co-founder (1969) of Hallmark Aero-Tech, Hallmark Institutes and Hallmark Jet Center. He served as Commissioner for six years for Accounting Commission of Career Colleges and Technical Schools of Washington, D.C., and was founding chairman of the Texas Association of Private Schools (TAPS) Scholarship program which has raised over $8,000,000 in scholarships for Texas students.
Fast forward to 7-Jul-1999, and we see that biz.yahoo.com
WILLOW PARK, Texas--(BUSINESS WIRE)--July 7, 1999--Kit Karson Corporation of Willow Park, Texas, Symbol ''KTKC'' is pleased to report Friday, July 2, the name of the Corporation changed to Ness Energy International, Inc. and the new stock symbol ''NESS'' (OTC BB:NESS - news). ...The capitalization of the Company's stock is not effected by this name change. Each share of Kit Karson is equivalent to one share of Ness Energy International, Inc. No reverse stock split accompanies this name change. A 1 for 10 reverse stock split is planned to be discussed at the annual meeting to be held later this summer.
The name Ness in Hebrew means Miracle. The principle project of the Company is to participate in the funding and drilling of the deep oil test at the southwest end of the Dead Sea in Israel. This name change is a major step in placing the Company in a position to finalize the financing necessary to meet this Corporate Objective.
So perhaps, it is possible that the Ness Energy, a company that apparently has existed as a separate entity at the time of the RM (see above) has now been rolled into Kit Carson corp (now NESS). Maybe there have been two RM's. It looks to me like Ness was pprobably active in Israel in 1984-85, but its not entirely clear from the filing - but it does appear that Stephens (if not Ness itself) was there, as a member of the $50M consortium, with 400,000 acres. I wonder how this deal worked out?
It looks like they are going to go have another look for oil in Israel. biz.yahoo.com
Joint Venture proposals were offered in Israel and are now being considered for participation in the Ness Israeli deep oil test, potentially the deepest oil well ever to be drilled in Israel.
... Mr. Stephens also entered into discussions for additional acreage in the Mediterranean Sea where the 30 million cubic feet per day was recently discovered. The offshore lease play will be enhanced by the Spuding-In of I.O.C.'s (Israel Oil Company) No. 1 well on or about Aug. 10. The location is approximately 25 miles offshore in shallow water looking for the Nile Delta sands.
Next week, Mr. Stephens will have a very important meeting pertaining to the drilling rig that is capable of drilling to a depth of 30,000 feet and its equipment procurement.
I guess the 10:1 rollback is so that they can get the share count down to facilitate financing. I wonder if they are looking for private placements, or if they have the money already?
The chart looks interesting: bigcharts.com
Best Regards,
John Sladek |
