Quarterly report pursuant to Section 13 or 15(d)

Equity

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Equity
9 Months Ended
Sep. 30, 2021
Equity  
Note 8. Equity

Note 8. Equity

 

(a) Preferred Stock

 

The Company is authorized to issue 5,000,000 shares of Preferred Stock, par value $0.001 per share (the “Preferred Stock”), of which 50,000 have been designated as Series C Preferred Stock (the “Series C Preferred Stock”). As of September 30, 2021 there were 28,092 shares of Series C Preferred Stock issued and outstanding. Pursuant to the amended Certification of Designation of the Series C Preferred Stock filed on December 22, 2020, each share of Series C Preferred Stock entitles the holder thereof to 37,500 votes on all matters submitted to the vote of the stockholders of the Company. Notwithstanding, so long as Camber Energy, Inc. owns or is entitled to own at least 51% of the outstanding shares of common stock of the Company and James Doris remains a director and Chief Executive Officer of Camber, each share of Preferred Stock shall not be entitled to any votes on matters submitted to a vote of the stockholders of the Company. Each share of Series C Preferred Stock is convertible, at the option of the holder, at any time after the date of issuance of such share, at the office of the Company or any transfer agent for such stock, into 37,500 shares of fully paid and non-assessable common stock. However, upon any business combination or merger between Camber and Viking such that Camber acquires substantially all of the outstanding common stock or substantially all of Viking’s assets, the Company shall ensure that the Preferred Stock is convertible into the greater of:(i) 25,000,000 common shares of Camber (or a number of preferred shares of Camber convertible into such number of common shares of Camber); or (ii) that number of common shares of Camber that 25,000,000 shares of common stock would be convertible or exchange into in the Combination (or a number of preferred shares of Camber convertible into such number of common shares of Camber).

 

(b) Common Stock

 

On January 5, 2021 the Company filed a Certificate of Amendment with the Secretary of State of the State of Nevada to effect a reverse split of our common stock at a ratio of 1-for-9 (the “Reverse Stock Split”). As a result of the Reverse Stock Split, each nine (9) pre-split shares of common stock outstanding were automatically combined into one (1) new share of common stock. All share and per shares numbers have been adjusted to reflect the Reverse Stock Split.

During the nine months ended September 30, 2021, the Company issued shares of its common stock as follows:

 

 

·

490,689 shares of common stock issued for services valued at fair value on the date of the transactions, totaling $388,662.

 

 

 

 

·

169,336 shares of common stock issued as discount on debt valued at fair value on the date of the transaction totaling $141,321.

 

 

 

 

·

16,153,846 shares of common stock issued pursuant to a subscription agreement for $18,900,000 (see Note 1)

 

 

 

 

·

27,500,000 shares of common stock issued pursuant to a Securities Purchase Agreement for $11,000,000 (see Note 1)

 

 

 

 

·

2,603,139 shares of common stock issued in settlement of debt and short-term borrowings, valued at fair value on the date of the transaction totaling $3,800,164, and resulting in a loss on financing settlements of $1,847,810.

 

 

 

 

·

950,000 shares of common stock issued as prepaid equity-based compensation, totaling $1,187,500.

  

During the nine months ended September 30, 2020, the Company issued shares of its common stock as follows:

 

 

·

2,327,712 shares of common stock issued for services valued at fair value on the date of the transactions, totaling $2,986,763

 

 

 

 

·

47,026 shares of common stock pursuant to the exercise of 703,000 warrants.

 

 

 

 

·

16,667 shares of common stock issued for exercise of warrants as a reduction of debt valued at fair value on the date of the transaction totaling $15,000.

 

 

 

 

·

11,007 shares of common stock issued pursuant to a subscription agreement for $7,925.

 

 

 

 

·

2,261,768 shares of common stock issued as discount on debt valued at fair value on the date of the transaction totaling $2,375,501.

 

 

 

 

·

84,446 shares of common stock issued for payment of interest, totaling $115,958

 

 

 

 

·

3,572,870 shares of common stock issued for various debt conversions totaling $4,350,146.

 

 

 

 

·

2,905,699 shares of common stock issued in settlement of debt and short-term borrowings, valued at fair value on the date of the transaction totaling $4,110,250 and resulting in a loss on financing settlements of $931,894.