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Liquidity and Going Concern
3 Months Ended
Mar. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Liquidity and Going Concern

2. LIQUIDITY AND GOING CONCERN

 

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared on a “going concern” basis, which means that the continuation of the Company is presumed even though events and conditions exist that, when considered in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern because it is possible that the Company will be unable to meet its obligations as they become due within one year after the date that these financial statements were issued.

 

Since the second half of 2015, the Company has faced liquidity challenges. The Company has encountered difficulties raising sufficient capital as a result of weak capital markets, particularly in the commodities sector. The Company’s liquidity was further challenged following the completion of the acquisition of Anatolia Energy Limited (“Anatolia Energy”) on November 9, 2015, whereby the Company acquired all of the issued and outstanding common stock of Anatolia Energy (the “Anatolia Transaction”), as the Company incurred higher than expected transaction costs and assumed significant unpaid trade payables from Anatolia Energy. At March 31, 2016 the Company’s cash balances were $0.1 million and the Company had a working capital deficit of $10.1 million. Contributing to the working capital deficit was the reclassification of the RCF Loan (defined in Note 6, below) from long-term to short-term liabilities as the RCF Loan matures on December 31, 2016. On April 4, 2016, the Company completed a registered direct offering whereby it sold 375,000 shares of common stock at a price of $2.17 per share and 200,000 pre-funded warrants at a price of $2.16 per warrant, paid at closing. Gross proceeds to the Company were $1.25 million. Also subsequent to the quarter-end, the Company sold 159,356 shares of common stock under its ATM Sales Agreement (defined in Note 8 below) for net proceeds of $0.3 million. The ending cash balance of $0.1 million along with the proceeds received from the April 4, 2016 registered direct offering of $1.25 million and the $0.3 million in proceeds from the ATM Sales Agreement is expected to provide the Company with sufficient capital to fund its critical operations through June 30, 2016. Subsequent to June 30, 2016, the Company expects to receive funding from the following sources:

 

· Laramide Asset Sale

 

On April 7, 2016, Laramide Resources Ltd. (“Laramide Resources”) and the Company entered into a Share Purchase Agreement (the “Laramide SPA”) for the sale of its Churchrock and Crownpoint properties in New Mexico for $12.5 million. Under the terms of the Laramide SPA, the Company expects to receive a cash payment of $5.25 million upon closing, currently anticipated to occur by the end of the second quarter of 2016.

 

· Common Stock Purchase Agreement with Aspire Capital

 

On April 8, 2016, the Company entered into a Common Stock Purchase Agreement (“CSPA”) with Aspire Capital Fund, LLC (“Aspire Capital”) to place up to $12.0 million in the aggregate of its common stock over a term of 30 months following receipt of shareholder approval at the Company’s Annual General Meeting of Stockholders, currently anticipated to be held in June 2016, and effectiveness of the registration statement relating to the resale of such shares of common stock.

 

· At-the-Market Sales Agreement

 

The Company has an existing ATM Sales Agreement that allows it to sell, from time-to-time, shares of its common stock in at-the-market offerings having an aggregate offering amount up to $15.0 million of which we have approximately $5.0 million available for future sales as of May 11, 2016. Once the CSPA is approved by the Company’s stockholders, the Company will be unable to sell shares of its common stock through the ATM Sales Agreement on dates that it places shares with Aspire Capital through its CSPA.

 

While the Company believes the sources of capital above may provide sufficient liquidity to fund ongoing operations through December 31, 2016 and settle the RCF Loan upon maturity, the Company’s market capitalization, low trading volume and potential to fall below the reference price under the CSPA may make it difficult for the Company to fully utilize the $12.0 million and $5.0 million available under the CSPA and ATM Sales Agreement, respectively. Therefore the Company believes that it will need to raise additional capital or renegotiate the terms of the RCF Loan in order to continue as a going concern. The Company is currently evaluating its options with respect to the RCF Loan and also continues to explore opportunities to raise additional funds, further monetize its non-core assets and look for ways to reduce its monthly cash expenditures.

 

The Company has been successful at raising capital in the past, most recently with the completion of registered direct offerings on April 4, 2016 and February 4, 2016 for gross proceeds of $1.25 million and $0.8 million, respectively, and two registered direct offerings during 2015 which occurred on December 18, 2015 and March 6, 2015 for aggregate net proceeds of $6.1 million. In addition, the Company was able to successfully raise capital in 2013 and 2014 through debt and equity fundraising efforts. Specifically, the Company completed a registered direct offering in February 2014 for net proceeds of $9.3 million and procured a convertible secured debt facility in November 2013 that provided the Company with $8.0 million in cash, which debt matures in December 2016. While the Company has been successful in the past raising funds through equity and debt financings as well as through the sale of non-core assets, no assurance can be given that additional financing will be available to it in amounts sufficient to meet the Company’s needs, including upon the maturity of our outstanding debt, or on terms acceptable to the Company. In the event funds are not available, the Company may be required to change its planned business strategies or it could default under its secured debt facility.