0001004878-12-000251.txt : 20120814
0001004878-12-000251.hdr.sgml : 20120814
20120814162302
ACCESSION NUMBER: 0001004878-12-000251
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20120814
ITEM INFORMATION: Other Events
ITEM INFORMATION: Financial Statements and Exhibits
FILED AS OF DATE: 20120814
DATE AS OF CHANGE: 20120814
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: Vanguard Energy Corp
CENTRAL INDEX KEY: 0001497649
STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381]
IRS NUMBER: 272888719
STATE OF INCORPORATION: CO
FISCAL YEAR END: 0930
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 333-174194
FILM NUMBER: 121033278
BUSINESS ADDRESS:
STREET 1: 1330 POST OAK BLVD.
STREET 2: SUITE 1600
CITY: HOUSTON
STATE: TX
ZIP: 77056
BUSINESS PHONE: 713-627-2500
MAIL ADDRESS:
STREET 1: 1330 POST OAK BLVD.
STREET 2: SUITE 1600
CITY: HOUSTON
STATE: TX
ZIP: 77056
8-K
1
form8krepressaug-12.txt
FORM 8-K RE PRESS RELEASE
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): August 14, 2012
VANGUARD ENERGY CORPORATION
---------------------------
(Exact name of registrant as specified in its charter)
Colorado None 27-2888719
---------------------------- --------------------- --------------------
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
1330 Post Oak Blvd., Suite 1600
Houston, Texas 77056
------------------------------------
(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: (713) 627-2500
N/A
------------------------
(Former name or former address if changed since last report)
Check appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below)
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-14(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events
On August 14, 2012, the Company issued a press release, filed as Exhibit
99.1, announcing its quarterly financial results for the period ending June 30,
2012, a conference call to be held on August 23, 2012, as well as other
information regarding the Company.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Number Description
------ -----------
99.1 Press Release
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: August 14, 2012 VANGUARD ENERGY CORPORATION
By: /s/ Warren M. Dillard
--------------------------------------
Warren M. Dillard, President and Chief
Executive Officer
3
EX-99
2
form8krepressex99aug-12.txt
EXHIBIT 99.1 PRESS RELEASE
EXHIBIT 99.1
1330 Post Oak Boulevard, Suite 1600 (713) 627-2500 (tel)
HOUSTON, TEXAS 77056 (713) 963-4663 (fax)
Vanguard Energy Corporation Announces Expanded Drilling Program and
Quarterly Financial Results
For Immediate Release
HOUSTON, TX - (Market Wire) - August 14, 2012 - Vanguard Energy Corporation
(OTCQX:VNGE), an oil development and production company today announced an
expanded drilling program and results of operations for its Fiscal Year 2012
third quarter ended June 30, 2012.
The Company has commenced drilling on the first of what is planned to be a new
six well program to be completed in 2012 in the Company's oil fields in
southeast Texas. A drilling rig was moved into position in early August and the
first of these wells was spud on August 8. The Company plans to drill these new
wells back to back with the same drilling rig and crew in place.
The Company recently announced the successful close of initial stages of a
convertible debt offering raising a total of $6.8 million, including $3.05
million of rollovers of existing debt that was due on October 31, 2012. The new
net cash will be used to fund the drilling of the new wells.
Mr. Warren Dillard, President and CEO of Vanguard Energy stated, "Vanguard is
well positioned to enjoy substantial growth over the rest of the year as we
execute our development drilling program with new cash provided by our recent
sales of new convertible notes."
Highlights for the quarterly fiscal year 2012 third quarter financial results
include:
o Revenue from oil and gas sales for the nine months ending June 30,
2012 was $2,459,575, an increase of 87% from the previous nine-month
period ending June 30, 2011 of $1,314,982.
o For the nine months ended June 30, 2012 net income was ($56,452)
compared to ($1,142,935) for the nine months ended June 30, 2011.
o Net income (loss) for the quarter was ($328,199) compared to $270,552
for the same period of 2011.
o The most recent nine months and quarterly losses are attributable
primarily to a non-cash charge reflecting a change in the fair value
of warrant and conversion liabilities of ($427,162) as required by
generally accepted accounting principles associated with public market
prices of the Company's shares.
o Shareholder equity grew to $4,189,422 from $638,648 for the same
quarter 2011 due to the Company's IPO in Q1 of FY 2012.
o The Company produced and sold 11,875 barrels of oil during the quarter
ending June 30, 2012.
o Revenue from oil and gas sales for the quarter was $851,899.
Conference call
The Company will host a conference call on August 23, 2012 at 10:30 AM Eastern
time (9:30 CT, 7:30 PT) to discuss the results of operations and provide
additional details on drilling activity. The dial in number for those interested
in participating is (877) 548-9590. The call will be web cast and can be viewed
on the Company web site at www.vanguardenergy.com.
About Vanguard Energy
Vanguard Energy is an oil drilling and production company with a focus on
established oil fields in southeast Texas. Concentrating on oil properties in
established areas with proven production, Vanguard applies its managerial
expertise to maximize production while minimizing risk. Vanguard is focused on
creating shareholder value by building cash flow and oil reserves through an
aggressive, focused acquisition and development program in the prolific
southeast Texas oil producing region. Vanguard's initial area of operation is in
the famous Batson Dome Field where it controls 500 strategic acres with
substantial oil reserves. For more information visit the Company's web site at
www.vanguardenergycorp.com
Safe Harbor
This press release and other statements Vanguard Energy may make in the future
contain forward-looking statements that relate to Vanguard's plans, objectives
and future estimates. Various risks, uncertainties and other factors could cause
actual results to differ materially from those expressed in any forward-looking
statements. For a more detailed list of such risks, uncertainties and other
factors, please refer to the Risk Factor section of Vanguard's Registration
Statement on Form S-1 and in its periodic filings with the Securities and
Exchange Commission. Vanguard makes no commitment to update any forward-looking
statement, or to disclose any facts, events, or circumstances after the date of
this release that may affect the accuracy of any forward-looking statement,
except as may be required by applicable law.
Investor Relations Contact:
Brad Holmes
EnergyIR
(713) 654-4009
B_holmes@att.net