SEC Form 4 · accession 0001010412-15-000005
Oakridge Global Energy Solutions, Inc. · OGES
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Dec 31, 2014
Accepted (ET)
Jan 7, 2015 · 1:40 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000830483
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 31, 2014 | P | 1,000,000 | $0.20 | A | 142,413,888 | D | |
| Common StockF2 | Dec 31, 2014 | A | 750,000 | $0.451 | A | 143,163,888 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On December 31, 2014, Precept, on behalf of Prescient Fund, entered into a Private Placement Subscription Agreement (the "December 2014 Subscription Agreement") to purchase 1,000,000 shares of the Issuer's Common Stock at a price of twenty cents ($0.20) per share, for an aggregate purchase price of USD $200,000. Payment for these shares was received on January 6, 2015 and these shares will be issued directly.
- F2On December 31, 2014, the Issuer issued 750,000 shares to Stephen J. Barber pursuant to grant under Issuer's 2014 Equity Incentive Plan. These shares were valued at $0.451 per share, which was 110% of market value on the date of the grant or December 22, 2014. Mr. Barber has sole voting and dispositive control over these shares.
Remarks
On December 5, 2014, the Issuer entered into a binding Letter of Intent whereby Precept has agreed to sell and the Issuer has agreed to purchase 11,000,000 shares of Leclanche for approximately 78,763,725 shares of the Issuer's Common Stock, subject to certain conditions outlined in the Letter of Intent and to be set forth in the Definitive Agreement as defined therein. This transaction has not been completed and the Definitive Agreement has not yet been executed. For additional information, see the Issuer's 8-K Current Report dated December 5,2014, which was filed with the SEC on December 11, 2014.