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To: francis terry who wrote (2226)1/3/1998 9:48:00 AM
From: jamess  Read Replies (2) | Respond to of 4276
 
food for thought????

Regulation S is a section of the federal law that permits publicly-traded companies to sell unregistered securities to overseas investors. These "overseas" investors, in some cases, are actually U.S. investors operating through offshore shell companies, often hedging their investments by using options or short sales. That's particularly true when the issuers are risky small-cap companies, which sometimes turn to Reg S offerings out to sheer desperation for cash.

In the past, these Reg S securities could be issued to the "overseas" investors and then sold back into the US market before the existing shareholders even found out it. But the SEC realized that this was a problem and recently changed the rules. A company that issues Reg S securities now must file a Form 8-K within 15 days of its occurrence. Because Reg S securities are currently restricted for 40 days after they are issued, existing shareholders will be warned about Reg S deals before the shares can be sold. However, purchasers of Reg S securities can still short the stock before the 40 days are up, and later use the Reg S shares to cover their short position. Therefore, existing shareholders can get hurt by Reg S offerings even under the new rules.

The most dangerous kind of Reg S offerings for existing shareholders are convertible securities which can be converted into common stock at a fraction of the stock price at the time of conversion. For example, the securities might convert into common stock at 75% of the average bid price over the previous five trading days. No matter how low the stock price falls, the Reg S investors can still convert into common stock at a price lower than the current stock price. And the lower the stock price falls, the more shares they get. Therefore, they benefit from the dropping stock price and will often even short the stock to help it fall further (and lock in higher sale prices of the stock as well), then cover their short position with the shares they get from conversion. They almost can't lose! The existing shareholders, however, are usually big losers when this happens.

This type of Reg S offering will frequently cause a massive increase in shares outstanding, which means that existing shareholders now own a smaller piece of the company and hold shares that are worth much less than they were before. Watch out for all Reg S offerings, but especially watch out for this type of Reg S!



To: francis terry who wrote (2226)1/3/1998 11:51:00 AM
From: Larry Sallee  Read Replies (1) | Respond to of 4276
 
Francis- I checked what I can find and there are only two companies listed as drilling in Jefferson County. Goldrus Producing( 713-682-3145) with 2 shallow wells, 8 and 9 miles SE Hamshire field(April 3rd and May 27th 1995). Ballard Exploration (713-651-0187)Agent Jane Bortoni, 1.5 miles SW China Tx, a wildcat to 13,640 in Sept 2, 1997. Not all wells are filed on time and I can't find them and not all shallow wells are posted- it seems the industry is generally interested in wells 5,000 ft or deeper. I will keep looking for production in Jefferson. I'm not an oil expert either. I do my own research, you can go back on this string and see how close my calls have been and make up your own mind as the value of my posts. to pick up the producers in Jefferson county go to: lasser.com- go the data base and look up top oil Jefereson co