0001140361-15-026823.txt : 20150706
0001140361-15-026823.hdr.sgml : 20150703
20150706191253
ACCESSION NUMBER: 0001140361-15-026823
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150401
FILED AS OF DATE: 20150706
DATE AS OF CHANGE: 20150706
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TORCHLIGHT ENERGY RESOURCES INC
CENTRAL INDEX KEY: 0001431959
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 743237581
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 5700 W. PLANO PARKWAY, SUITE 3600
CITY: PLANO
STATE: TX
ZIP: 75093
BUSINESS PHONE: (214) 432-8002
MAIL ADDRESS:
STREET 1: 5700 W. PLANO PARKWAY, SUITE 3600
CITY: PLANO
STATE: TX
ZIP: 75093
FORMER COMPANY:
FORMER CONFORMED NAME: Pole Perfect Studios, Inc.
DATE OF NAME CHANGE: 20080409
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DULIN ROBERT KENNETH
CENTRAL INDEX KEY: 0001577874
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36247
FILM NUMBER: 15974795
MAIL ADDRESS:
STREET 1: 8449 GREENWOOD DRIVE
CITY: NIWOT
STATE: CO
ZIP: 80503
4
1
doc1.xml
FORM 4
X0306
4
2015-04-01
0
0001431959
TORCHLIGHT ENERGY RESOURCES INC
TRCH
0001577874
DULIN ROBERT KENNETH
8449 GREENWOOD DRIVE
NIWOT
CO
80503
0
0
1
0
Promissory Note
.25
2015-04-01
4
P
0
1
A
2015-04-01
2015-09-30
Common Stock
540000
1
I
See footnote
Warrants
.50
2015-04-01
4
P
0
135000
A
2015-04-01
2018-04-01
Common Stock
135000
135000
I
See footnote
Series A Convertible Preferred Stock
1.15
2015-06-09
4
P
0
2700
100
A
2015-06-09
2016-06-08
Common Stock
234782
2700
I
See footnote
Warrants
1.40
2015-06-09
4
P
0
46957
A
2015-06-09
2020-06-09
Common Stock
46957
46957
I
See footnote
Series A Convertible Preferred Stock
1.15
2015-06-09
4
P
0
1667
100
A
2015-06-09
2016-06-08
Common Stock
144927
1667
I
See footnote
Warrants
1.40
2015-06-09
4
P
0
28985
A
2015-06-09
2020-06-09
Common Stock
28985
28985
I
See footnote
Series A Convertible Preferred Stock
1.15
2015-06-09
4
P
0
2333
100
A
2015-06-09
2016-06-08
Common Stock
202898
2333
I
See footnote
Warrants
1.40
2015-06-09
4
P
0
40580
A
2015-06-09
2020-06-09
Common Stock
40580
40580
I
See footnote
Warrants
.50
2015-05-04
4
P
0
125000
A
2015-05-04
2018-05-04
Common Stock
125000
125000
I
See footnote
Warrants
2.31
2015-07-01
4
P
0
250000
A
2015-09-30
2018-07-01
Common Stock
250000
250000
I
See footnote
Under the terms of the promissory note, the holder may not convert any portion of the note until such time that approval is obtained from the stockholders of the issuer authorizing the conversion rights thereunder.
Sawtooth (as defined below) lent the issuer $150,000 pursuant to a 12% convertible promissory note due September 30, 2015. In connection therewith, the issuer issued Sawtooth 150,000 warrants.
This transaction was effected by Sawtooth Properties, LLLP ("Sawtooth"). Mr. Dulin is the Managing Partner of Sawtooth and holds a 90% pecuniary interest in securities held by Sawtooth. The amount of securities reported in this transaction represents Mr. Dulin's 90% pecuniary interest in the securities. The other 10% pecuniary interest of Sawtooth is held by his wife, for which Mr. Dulin disclaims beneficial ownership for purposes of Section 16 or for any other purpose.
As part of the sale of Series A Convertible Preferred Stock, the issuer provided each investor 20% warrant coverage.
This transaction was effected by Black Hills Properties, LLLP ("Black Hills"). Mr. Dulin is the Managing Partner of Black Hills and holds a 1/3 pecuniary interest in securities held by Black Hills. The amount of securities reported in this transaction represents Mr. Dulin's 1/3 pecuniary interest in the securities.
This transaction was effected by Pine River Ranch, LLC ("Pine River"). Mr. Dulin is the Managing Member of Pine River and holds a 1/3 pecuniary interest in securities held by Pine River. The amount of securities reported in this transaction represents Mr. Dulin's 1/3 pecuniary interest in the securities.
Pandora (as defined below) purchased a working interest in certain oil and gas properties of the issuer for a purchase price of $500,000. As part of the transaction, on May 4, 2015 the issuer's Board of Directors authorized issuing Pandora 250,000 warrants.
This transaction was effected by Pandora Energy, LP ("Pandora"). Mr. Dulin is the General Partner of Pandora and holds a 50% pecuniary interest in securities held by Pandora. The amount of securities reported in this transaction represents Mr. Dulin's 50% pecuniary interest in the securities. The other 50% pecuniary interest of Pandora is held by his wife, for which Mr. Dulin disclaims beneficial ownership for purposes of Section 16 or for any other purpose.
Of the 500,000 warrants issued (see Note 10 below), 250,000 are exercisable on September 30, 2015 and the remaining 250,000 are exercisable on December 31, 2015.
As part of the final terms and conditions of Pandora's purchase of a working interest in certain oil and gas properties of the issuer, the issuer issued Pandora 500,000 warrants.
/s/ Robert Kenneth Dulin
2015-07-06