4//SEC Filing
Vesco Daniel 4
Accession 0001432093-09-000014
CIK 0001127572other
Filed
Jan 13, 7:00 PM ET
Accepted
Jan 14, 4:27 PM ET
Size
18.7 KB
Accession
0001432093-09-000014
Insider Transaction Report
Form 4
TEXHOMA ENERGY INCTXHE.OB
Vesco Daniel
10% Owner
Transactions
- Other
Series A Preferred Stock
2008-09-09$0.00/sh+1,000$1→ 1,000 total(indirect: By LLC) - Other
Common Stock
2008-12-17$0.00/sh−44,400,000$88,800→ 150,000,000 total(indirect: Valeska Energy Corp.) - Other
Common Stock
2008-09-09$0.00/sh+150,000,000$195,000→ 194,400,000 total - Other
Options
2008-09-09$0.00/sh+40,000,000$52,000→ 40,000,000 total(indirect: By LLC)Exercise: $0.01From: 2008-09-09Exp: 2011-09-08→ Common (40,000,000 underlying) - Other
Series A Preferred Stock
2008-09-09$0.00/sh−1,000$1→ 1,000 total(indirect: Valeska Energy Corp.) - Other
Options
2008-09-09$0.00/sh−60,000,000$78,000→ 60,000,000 total(indirect: Valeska Energy Corp.)Exercise: $0.02From: 2007-08-21Exp: 2010-08-21→ Common (60,000,000 underlying)
Footnotes (6)
- [F1]On around September 9, 2008, Texhoma Energy, Inc. (the "Company", "Texhoma") entered into a Management Services Agreement with ASL Energy, LLC (the "ASL Management Agreement"), whose Chief Executive Officer and President is Daniel Vesco, the Company's former Chief Executive Officer and a former Director of the Company, pursuant to which ASL Energy, LLC ("ASL") agreed to perform certain services for the Company. In consideration for ASL providing services to the Company, the Company agreed to issue Daniel Vesco, 150,000,000 restricted shares of the Company's common stock (the "Vesco Shares"), which shares have not been issued to date. The Company may issue the Vesco Shares at any time the Company chooses, but not later than when it is able to obtain shareholder approval and effect an increase in its total number of authorized but unissued shares of common stock.
- [F2]Further, the Company agreed to issue ASL, 1,000 shares of the Company's Series A Preferred Stock which shares have super majority voting rights. ASL also received 40,000,000 options to purchase shares of Texhoma's common stock at an exercise price of $0.005 per share, which options vested immediately, have cashless exercise rights and expire if unexercised on September 8, 2011, in connection with the entry into the ASL Management Agreement.
- [F3]On or around September 9, 2008, the Company entered into an Agreement to Terminate Relationship (the "Termination Agreement") with Valeska Energy Corp., a Nevada corporation ("Valeska"), whose Chief Executive Officer and President is Daniel Vesco, the Company's former Chief Executive Officer and a former Director of the Company, to be effective as of September 30, 2008. The Company and Valeska has previously entered into various agreements, including a Management Services Agreement (as amended, restated and extended from time to time, the "Management Services Agreement") and a Joint Venture Agreement (as amended, restated and extended from time to time, the "Joint Venture Agreement"), entered into on or around May 14, 2007.
- [F4]Pursuant to the Termination Agreement, the Company and Valeska agreed to terminate the Management Services Agreement and Joint Venture Agreement. Other than the Company's payment if any outstanding fees or reimbursements owed to Valeska, the Management Services Agreement and the Joint Venture Agreement will terminate as of September 30,2008, and neither party will owe the other party any consideration or have any liabilities. In connection with the Management Services Agreement, Valeska had previously received, among other considerations, sixty million (60,000,000) options to purchase shares of common stock in the Company at an exercise price of $0.02 per share and one-thousand (1,000) shares of the Company's Series A Preferred Stock, which preferred stock gave Valeska super majority voting rights to any shareholder vote of the Company.
- [F5]In December 2008, six (6) shareholders of Valeska (the "Valeska Shareholders"), entered into Share Exchange Agreements with Valeska, whereby such Valeska Shareholders agreed to exchange 96.2% of Valeska's outstanding Class A Shares, totaling 2,550,000 Class A Shares and an equal number of warrants to purchase Class A Shares of Valeska's stock for an aggregate of 44,000,000 shares of the Company's restricted common stock which was then held. Each Valeska Shareholder in effect exchanged one Class A Share and one warrant to purchase one Class A Share for 17.4 shares of the Company's common stock which was then held by Valeska. As a result of the transactions described above, Valeska beneficially owns 0% of the Company's outstanding securities as of the date of this filing.
- [F6]Pursuant to and in connection with the Termination Agreement, Valeska agreed to cancel the 60,000,000 options and the 1,000 shares of Series A Preferred Stock, which have since been cancelled by the Company.
Documents
Issuer
TEXHOMA ENERGY INC
CIK 0001127572
Entity typeother
Related Parties
1- filerCIK 0001402689
Filing Metadata
- Form type
- 4
- Filed
- Jan 13, 7:00 PM ET
- Accepted
- Jan 14, 4:27 PM ET
- Size
- 18.7 KB