SEC Info - American Noble Gas, Inc. - ‘10-Q’ for 6/30/22

American Noble Gas, Inc. – ‘10-Q’ for 6/30/22 – ‘R20’

On: Friday, 8/12/22, at 1:57pm ET · For: 6/30/22 · Accession #: 1493152-22-22269 · File #: 0-17204

As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/12/22 American Noble Gas, Inc. 10-Q 6/30/22 91:8.2M M2 Compliance LLC/FA

Document/Exhibit Description Pages Size 1: 10-Q Quarterly Report HTML 1.45M 2: EX-31.1 Certification -- §302 - SOA'02 HTML 28K 3: EX-31.2 Certification -- §302 - SOA'02 HTML 28K 4: EX-32.1 Certification -- §906 - SOA'02 HTML 26K 10: R1 Cover HTML 72K 11: R2 Condensed Balance Sheets HTML 118K 12: R3 Condensed Balance Sheets (Parenthetical) HTML 45K 13: R4 Condensed Statements of Operations (Unaudited) HTML 110K 14: R5 Condensed Statements of Changes in Stockholders' HTML 107K Deficit (Unaudited) 15: R6 Statements of Cash Flows (Unaudited) HTML 148K 16: R7 Nature of Operations, Basis of Presentation and HTML 114K Summary of Significant Accounting Policies 17: R8 Oil and Gas Properties and Equipment HTML 48K 18: R9 Investment in unconsolidated subsidiary - GMDOC, HTML 85K LLC 19: R10 Debt Obligations HTML 162K 20: R11 Accrued liabilities HTML 34K 21: R12 Stock Options HTML 130K 22: R13 Derivative Instruments HTML 43K 23: R14 Warrants HTML 87K 24: R15 Income Taxes HTML 35K 25: R16 Gain on Exchange and Extinguishment of Liabilities HTML 72K 26: R17 Asset Retirement Obligations HTML 38K 27: R18 Commitments and Contingencies HTML 54K 28: R19 Stockholder?s Deficit HTML 74K 29: R20 Related Party Transactions HTML 49K 30: R21 Subsequent Events HTML 32K 31: R22 Nature of Operations, Basis of Presentation and HTML 152K Summary of Significant Accounting Policies (Policies) 32: R23 Oil and Gas Properties and Equipment (Tables) HTML 38K 33: R24 Investment in unconsolidated subsidiary - GMDOC, HTML 76K LLC (Tables) 34: R25 Debt Obligations (Tables) HTML 108K 35: R26 Accrued liabilities (Tables) HTML 31K 36: R27 Stock Options (Tables) HTML 122K 37: R28 Derivative Instruments (Tables) HTML 41K 38: R29 Warrants (Tables) HTML 70K 39: R30 Gain on Exchange and Extinguishment of Liabilities HTML 60K (Tables) 40: R31 Asset Retirement Obligations (Tables) HTML 33K 41: R32 Stockholder?s Deficit (Tables) HTML 39K 42: R33 Nature of Operations, Basis of Presentation and HTML 99K Summary of Significant Accounting Policies (Details Narrative) 43: R34 Schedule of Oil and Gas Properties and Equipment HTML 38K (Details) 44: R35 Schedule of Oil and Gas Properties Acquired HTML 30K (Details) 45: R36 Oil and Gas Properties and Equipment (Details HTML 47K Narrative) 46: R37 Schedule of Investment Unconsolidated Subsidiary HTML 37K (Details) 47: R38 Schedule of Unconsolidated Subsidiary Balance HTML 65K Sheet Financial Information (Details) 48: R39 Schedule of Unconsolidated Subsidiary Financial HTML 65K Information (Details) 49: R40 Investment in unconsolidated subsidiary - GMDOC, HTML 61K LLC (Details Narrative) 50: R41 Schedule of Debt Outstanding (Details) HTML 39K (Parenthetical) 51: R42 Schedule of Debt Outstanding (Details) HTML 41K 52: R43 Schedule of Debt Obligations Maturities (Details) HTML 45K 53: R44 Schedule of Convertible Promissory Note with HTML 37K Detachable Warrants to Purchase Common Stock (Details) (Parenthetical) 54: R45 Schedule of Convertible Promissory Note with HTML 43K Detachable Warrants to Purchase Common Stock (Details) 55: R46 Schedule of Fair Value of Detachable Warrants to HTML 55K Purchase Common Stock Granted (Details) 56: R47 Schedule of Convertible Debt (Details) HTML 50K 57: R48 Debt Obligations (Details Narrative) HTML 138K 58: R49 Schedule of Accrued Liabilities (Details) HTML 33K 59: R50 Schedule of Stock-based Compensation (Details) HTML 35K 60: R51 Summary of Stock Option Activity (Details) HTML 63K 61: R52 Summary of Exercise Prices and Weighted Average HTML 47K Remaining Contractual Life (Details) 62: R53 Schedule of Stock Option Valuation Assumption HTML 36K (Details) 63: R54 Schedule of Restricted Stock Unit Activity HTML 48K (Details) 64: R55 Schedule of Nonvested Restricted Stock Unit HTML 29K Activity (Details) 65: R56 Stock Options (Details Narrative) HTML 75K 66: R57 Schedule of Assumptions Used to Estimate Fair HTML 41K Value of Derivative Liabilities (Details) 67: R58 Summary of Changes in Fair Value of Derivative HTML 32K Financial Instruments (Details) 68: R59 Summary of Warrant Activity (Details) HTML 46K 69: R60 Summary of Warrant Activity (Details) HTML 30K (Parenthetical) 70: R61 Summary of Warrant Range of Exercise Prices and HTML 41K Weighted Average Remaining Contractual Life (Details) 71: R62 Schedule of Warrants Valuation Assumption HTML 41K (Details) 72: R63 Warrants (Details Narrative) HTML 77K 73: R64 Income Taxes (Details Narrative) HTML 37K 74: R65 Schedule of Estimated Gain on Exchange and HTML 36K Extinguishment of Debt (Details) 75: R66 Schedule of Fair Value of Warrants Estimated HTML 39K Valuation Assumptions (Details) 76: R67 Schedule of Gain on Extinguishment of Liabilities HTML 42K (Details) 77: R68 Schedule of Gain on Extinguishment of Liabilities HTML 30K (Details) (Parenthetical) 78: R69 Schedule of Prepayment of Note (Details) HTML 40K 79: R70 Gain on Exchange and Extinguishment of Liabilities HTML 62K (Details Narrative) 80: R71 Schedule of Assets Retirement Obligation (Details) HTML 33K 81: R72 Asset Retirement Obligations (Details Narrative) HTML 30K 82: R73 Commitments and Contingencies (Details Narrative) HTML 93K 83: R74 Schedule of Series A Convertible Preferred Stock HTML 36K Activity (Details) 84: R75 Stockholder?s Deficit (Details Narrative) HTML 118K 85: R76 Related Party Transactions (Details Narrative) HTML 81K 86: R77 Subsequent Events (Details Narrative) HTML 39K 89: XML IDEA XML File -- Filing Summary XML 168K 87: XML XBRL Instance -- form10-q_htm XML 1.95M 88: EXCEL IDEA Workbook of Financial Reports XLSX 201K 6: EX-101.CAL Inline XBRL Taxonomy Extension Calculation XML 186K Linkbase Document -- ifny-20220630_cal 7: EX-101.DEF Inline XBRL Taxonomy Extension Definition Linkbase XML 864K Document -- ifny-20220630_def 8: EX-101.LAB Inline XBRL Taxonomy Extension Label Linkbase XML 1.32M Document -- ifny-20220630_lab 9: EX-101.PRE Inline XBRL Taxonomy Extension Presentation XML 1.14M Linkbase Document -- ifny-20220630_pre 5: EX-101.SCH Inline XBRL Taxonomy Extension Schema Document -- XSD 226K ifny-20220630 90: JSON XBRL Instance as JSON Data -- MetaLinks 404± 605K 91: ZIP XBRL Zipped Folder -- 0001493152-22-022269-xbrl Zip 344K

Related Party Transactions

6 Months Ended

Jun. 30, 2022

Related Party Transactions

Note 14 – Related Party Transactions

The Company’s Chief Operating Officer was a non-controlling member of Core. The Company acquired an Option from Core to purchase the production and mineral rights/leasehold for the Properties. The Company paid a non-refundable deposit of $50,000 in 2019 to bind the original Option, which gave it the right to acquire the Properties for $2.5 million prior to December 31, 2019. The Company was not able to exercise the Option prior to December 31, 2019. On September 2, 2020, the Company acquired a new Option from Core under similar terms as the previous Option, however the newly acquired Option permitted the Company to purchase the Properties at a reduced price of $900,000 at any time prior to November 1, 2020 and the Company agreed to immediately conduct a capital raise of between approximately $2-10 million to fund its acquisition and development of the Properties. On December 14, 2020 the parties executed an asset purchase and sale agreement which extended the new Option to January 11, 2021, which expired. The parties entered into the Second Side Letter agreement on March 31, 2021, pursuant to which we and Core agreed to set the closing date on which the Properties would be purchased to April 1, 2021. Pursuant to the Second Side Letter, the Company is responsible for reimbursing Core for certain prorated revenues and expenses from January 1, 2021 through the April 1, 2021 closing date. On April 1, 2021 we completed the acquisition of the Properties, under the same terms of the asset purchase agreement executed on December 14, 2020 which provided a purchase price of $900,000. The Company raised approximately $2.05 million on March 26, 2021 through the issuance of convertible preferred stock with detachable common stock purchase warrants. The funds raised pursuant to the Series A Convertible Preferred Stock issuance were used to complete the acquisition of the Properties on April 1, 2021, to retire the outstanding convertible note payable and for working capital purposes.

The Company does not have any employees other than its Chief Executive Officer, Chief Operating Officer and Chief Financial Officer. In previous years, certain general and administrative services (for which payment is deferred) had been provided by the Company’s Chief Financial Officer’s accounting firm at its standard billing rates plus out-of-pocket expenses consisting primarily of accounting, tax and other administrative fees. The Company no longer utilizes its Chief Financial Officer’s accounting firm for such support services and was not billed for any such services during the years ended December 31, 2021 and 2020. On March 31, 2021 the parties entered into a Debt Settlement Agreement whereby all amounts due to such firm for services totaling $762,407 were extinguished upon the issuance of $7,624 principal balance of 3% Note and the issuance of warrants to purchase 1,524,814 shares of Common Stock as further described in Notes 3, 7 and 9. Total amounts due to the related party was $-0- as of June 30, 2022 and December 31, 2021.

The Company had accrued compensation to its officers and directors in years prior to 2018. The Board of Directors authorized the Company to cease the accrual of compensation for its officers and directors, effective January 1, 2018. On March 31, 2021 the parties entered into Debt Settlement Agreements whereby all accrued amounts due for such services totaling $1,789,208 were extinguished upon the issuance of $17,892 principal balance of 3% Convertible Promissory Note and the issuance of warrants to purchase 3,578,416 shares of Common Stock as further described in Notes 3, 7 and 9. Total amounts due to the officers and directors related to accrued compensation was $-0- as of June 30, 2022 and December 31, 2021.

Offshore Finance, LLC was owed financing costs in connection with a subordinated loan to the Company which was converted to common shares in 2014. The managing partner of Offshore and the Company’s CFO are partners in the accounting firm which the Company used for general corporate purposes in the past. On March 31, 2021, the parties entered into a Debt Settlement Agreement whereby all amounts due for such services totaling $26,113 were extinguished upon the issuance of $261 principal balance of 3% Convertible Promissory Note and the issuance of warrants to purchase 52,226 shares of common stock as further described in Notes 3, 7 and 9. Total amounts due to this related party was $-0- as of June 30, 2022 and December 31, 2021.

In connection with the Hugoton Gas Field Farm-Out Agreement, John Loeffelbein, the Company’s previous Chief Operating Officer was granted a 3% carried interest through drilling in the Hugoton Farmout Venture. Such carried interest was burdened only to the three other partners in the Hugoton Farm-Out Venture and not the Company’s interest. On April 18, 2022, John Loeffelbein resigned from his position as Chief Operating Officer with American Noble Gas, Inc. with such resignation to be effective immediately.

This ‘10-Q’ Filing

Date

Other Filings

Filed on:

8/12/22

For Period end:

6/30/22

4/18/22

12/31/21

10-K, 10-K/A, NT 10-K

4/1/21

3/31/21

10-Q, 4

3/26/21

1/11/21

1/1/21

12/31/20

10-K

12/14/20

11/1/20

9/2/20

12/31/19

10-K, 10-K/A, NT 10-K

1/1/18

List all Filings

As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/14/22 American Noble Gas, Inc. 8-K:1,3,9 6/14/22 13:443K M2 Compliance LLC/FA 5/20/22 American Noble Gas, Inc. 8-K:5,9 5/20/22 11:250K M2 Compliance LLC/FA 5/19/22 American Noble Gas, Inc. 8-K:1,3,8,9 5/19/22 12:471K M2 Compliance LLC/FA

American Noble Gas, Inc. – ‘10-Q’ for 6/30/22 – ‘R20’

On: Friday, 8/12/22, at 1:57pm ET · For: 6/30/22 · Accession #: 1493152-22-22269 · File #: 0-17204

Previous ‘10-Q’: ‘10-Q’ on 5/10/22 for 3/31/22 · Next: ‘10-Q’ on 11/17/22 for 9/30/22 · Latest: ‘10-Q’ on 11/14/23 for 9/30/23 · 3 References:

Quarterly Report — Form 10-Q

Filing Table of Contents

‘R20’ — Related Party Transactions

This is an IDEA Financial Report. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

3 Previous Filings that this Filing References

American Noble Gas, Inc. – ‘10-Q’ for 6/30/22 – ‘R20’

On: Friday, 8/12/22, at 1:57pm ET · For: 6/30/22 · Accession #: 1493152-22-22269 · File #: 0-17204

Quarterly Report — Form 10-QFiling Table of Contents

‘R20’ — Related Party Transactions

This is an IDEA Financial Report. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

3 Previous Filings that this Filing References

Quarterly Report — Form 10-Q

Filing Table of Contents