UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-KSB/A
ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the Fiscal Year Ended DECEMBER 31, 2006
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from __________ to ___________
Commission file number: 033-05384
FRONTIER ENERGY CORP.
(Exact name of Registrant as specified in its charter)
NEVADA 87-0443026
------------------------------- -----------------------
(State or other Jurisdiction of (IRS Employer I.D. No.)
Incorporation or Organization)
|
2413 MOROCCO AVENUE
NORTH LAS VEGAS, NEVADA 89031
(800) 914-1405
(Address and telephone number of principal executive offices)
Indicate by check mark whether registrant (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-B is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB.
Revenues for the fiscal year ending December 31, 2006 were $0.
The aggregate market value of the voting stock held by non-affiliates computed
by reference to the last reported sale price of such stock as of December 31,
2006 $637,293.
The number of shares of the issuer's Common Stock outstanding as of December
31, 2006 is 3,886,464.
Transitional Small Business Issuer Format: Yes No
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). YES NO
FRONTIER ENERGY CORP.
FORM 10-KSB
TABLE OF CONTENTS
Page
PART I........................................................................2
Item 1. Description of Business...................................2
Item 2. Description of Property...................................10
Item 3. Legal Proceedings.........................................10
Item 4. Submissions of Matters to a Vote of Security Holders......10
PART II.......................................................................11
Item 5. Market for Registrant's Common Stock and Related
Stockholder Matters.......................................11
Item 6. Management's Discussion and Analysis or Plan of Operation 13
Item 7. Financial Statements......................................16
Item 8. Changes In and Disagreements With Accountants on Accounting
and Financial Disclosures.................................30
Item 8a. Controls and Procedures...................................30
PART III......................................................................31
Item 9. Directors and Executive Officers of the Registrant........31
Item 10. Executive Compensation....................................32
Item 11. Security Ownership of Certain Beneficial Owners and
Management and Related Stockholder Matters ...............33
Item 12. Certain Relationships and Related Transactions............34
Item 13. Exhibits, Lists and Reports on Form 8-K...................35
Item 14. Principal Accountant Fees and Services....................36
|
FORWARD LOOKING STATEMENTS
This report includes "Forward-Looking Statements" within the meaning of
Section 27A of the Securities Act and Section 21E of the Securities Exchange
Act of 1934. Any statements that express or involve discussions with respect
to predictions, expectations, beliefs, plans, projections, objectives,
assumptions or future events or performance (often, but not always, using words
or phrases such as "expects" or "does not expect", "is expected", "anticipates"
or "does not anticipate", "plans", "estimates" or "intends", or stating that
certain actions, events or results "may", "could", "should", "would", "might"
or "will" be taken, occur or be achieved) are not statements of historical fact
and may be considered "forward looking statements". We do not guarantee that
the transactions and events described in this Report will happen as described
or that any positive trends noted in this Report will continue. These types of
statements are generally located in the section entitled "Management's
Discussion and Analysis or Plan of Operation," but may be found elsewhere in
this Report as well. Forward-looking statements are based on expectations,
estimates and projections at the time the statements are made that involve a
number of risks and uncertainties which could cause actual results or events to
differ materially from those presently anticipated. Although we believe that
the expectations reflected in such forward-looking statements are reasonable,
we can give no assurance that such expectations will prove to have been
correct. You should understand that many important factors, in addition to
those discussed elsewhere in this Report, could cause our results to differ
materially from those expressed in the forward-looking statements. These
factors include, without limitation, the timing and extent of changes in
commodity prices for crude oil, natural gas and related products, foreign
currency exchange rates, and interest rates; the timing and impact of liquefied
natural gas imports; the extent and effect of any hedging activities engaged in
by Frontier Energy Corp.; the extent of Frontier Energy Corp.'s success in
discovering, developing, marketing and producing reserves and in acquiring oil
and gas properties; the accuracy of reserve estimates, which by their nature
involve the exercise of professional judgment and may therefore be imprecise;
the availability and cost of drilling rigs, experienced drilling crews,
materials and equipment used in well completions, and tubular steel; the
availability, terms and timing of governmental and other permits and rights of
way; the availability of pipeline transportation capacity; political
developments around the world; acts of war and terrorism and responses to these
acts; weather; and financial market conditions. In light of these risks,
uncertainties and assumptions, the events anticipated by Frontier Energy
Corp.'s forward-looking statements might not occur. You should not place undue
reliance on these forward-looking statements, which speak only as of the date
of this Report. Unless legally required, we undertake no obligation to update
publicly any forward-looking statements, whether as a result of new
information, future events or otherwise.
For further information about these and other risks, uncertainties and
factors, please review the disclosure included in this report under the caption
"Risk Factors."
PART I
ITEM 1.DESCRIPTION OF BUSINESS
OVERVIEW
Frontier Energy Corp. is an oil and natural gas exploration company that
has recently purchased leases on oil and gas properties in the United States.
We intend to develop these properties in a timely manner as our limited capital
resources will allow.
INDUSTRY BACKGROUND
The United States currently depends on natural gas for approximately 23%
of its total primary energy requirements. But with its commitment to the use of
natural gas, particularly in the electricity sector, the U.S. now finds itself
with a supply shortage at a time of increased demand.
The demand for natural gas is further influenced by the crude oil
market. Although crude oil and natural gas are two separate commodities, their
prices have historically been correlated at irregular intervals. Strong oil
prices generally keep natural gas prices elevated because fuel oil is a
possible substitute for natural gas. As the price of crude oil increases, some
industries switch to natural gas. This is particularly true in the electricity
sector.
Presently, the United States relies on three sources for its natural
gas. Domestic production accounts for 81% of supply. Imports from Canada,
mainly the western provinces of Alberta, British Columbia and Saskatchewan
provide an additional 17%. Imports of liquefied natural gas make up the
remainder.
Despite rising new natural gas well completions, high drilling rates are
expected to only modestly improve U.S. production levels to 24.1 Tcf by 2025.
Many of the wells that have produced abundant quantities of natural gas since
the 1980s and 1990s are in terminal decline, yielding rapidly diminishing
returns. These waning reserves have not become readily apparent because the
natural gas industry has been bringing new fields online in a frantic effort to
keep production levels from dropping too rapidly. Since nearly half of the U.S.
natural gas supply is coming from wells that have been drilled in the past five
years, this declining trend is likely to continue.
COMPETITION
The strength of commodity prices has resulted in significantly increased
operating cash flows and has led to increased drilling activity. This industry
activity has increased competition for undeveloped lands; skilled personnel;
access to drilling rigs, service rigs and other equipment; and access to
processing and gathering facilities, all of which may cause drilling and
operating costs to increase. Some of our competitors are larger than us and
have substantially greater financial and marketing resources. In addition,
some of our competitors may be able to secure products and services from
vendors on more favorable terms, offer a greater product selection, and adopt
more aggressive pricing policies than we can.
Some of the larger and well capitalized companies that are actively
exploring and producing in our area include, but not limited to, BP, Conoco
Phillips, Gibraltar Exploration Ltd, Mosaic Energy Ltd., Northrock Resources
Ltd., and Temple Energy Inc. Each of these companies has significant existing
cash flow, capital budgets and in-house expertise to continue seeking
additional oil and gas reserves in the western United States.
GOVERNMENTAL REGULATIONS
The oil and natural gas industry in the United States is subject to
extensive controls and regulations imposed by various levels of government. We
do not expect that any of these controls or regulations will affect our
operations in a manner materially different than they would affect other oil
and gas industry participants of similar size.
Crude oil and natural gas located in the western United States is owned
both by private landowners and the federal government. Land owners or the
Bureau of Land Management grant rights to explore for and produce oil and
natural gas under leases, licenses and permits with terms generally varying
from two years to five years and on conditions contained in legislation.
Leases, licenses and permits may be continued indefinitely by producing under
the lease, license or permit. Some of the oil and natural gas located in the
western United States is privately owned and rights to explore for and produce
oil and natural gas are granted by the mineral owners on negotiated terms and
conditions.
ENVIRONMENTAL REGULATIONS
The oil and natural gas industry is governed by environmental regulation
under federal and state laws, rules and regulations, which restrict and
prohibit the release or emission and regulate the storage and transportation of
various substances, produced or utilized in association with oil and natural
gas industry operations. In addition, applicable environmental laws require
that well and facility sites are abandoned and reclaimed, to the satisfaction
of state authorities, in order to remediate these sites to near natural
conditions. Also, environmental laws may impose upon "responsible persons"
remediation obligations on property designated as a contaminated site.
Responsible persons include persons responsible for the substance causing the
contamination, persons who caused the release of the substance and any present
or past owner, tenant or other person in possession of the site. Compliance
with such legislation can require significant expenditures. A breach of
environmental laws may result in the imposition of fines and penalties and
suspension of production, in addition to the costs of abandonment and
reclamation.
We have established guidelines and management systems to ensure
compliance with environmental laws, rules and regulations. We have designated
an individual responsible for compliance whose responsibility is to monitor
regulatory requirements and their impact on us, to implement appropriate
compliance procedures and to cause our operations to be carried out in
accordance with applicable environmental guidelines and implementing adequate
safety precautions. The existence of these controls cannot, however, guarantee
total compliance with environmental laws, rules and regulations. We believe
that we are in material compliance with applicable environmental laws and
regulations. We also believe that it is reasonably likely that the trend in
environmental legislation and regulation will continue toward stricter
standards.
PAST ACTIVITIES OF OUR COMPANY
Re-entering Exploration Stage - As described below, the Company
distributed the assets and liabilities of the operating segment of the Company
on November 26, 2003. Subsequent to that date, the Company changed from a
computer services company to an exploration company pursuing interests in the
oil and gas industry. The Company has devoted most of its efforts ito
establish the new business with raising capital and acquiring mineral leases.
Up until November 2003, we were engaged in the sale, repair and support
service of in-warranty and out-of-warranty computer peripheral devices for a
variety of large and small brand name manufacturers through our wholly owned
subsidiary, Technical Services & Logistics Inc. ("TSLi"). On November 17,
2003, our Board of Directors voted unanimously to liquidate TSLi through a
General Assignment benefiting the creditors of TSLi. On November 26, 2003, the
Company consummated a General Assignment Agreement ("the agreement") that
assign all the assets and liabilities of TSLi to the C.F. Boham Company,
Inc., d.b.a. the Hamer Group, of Los Angeles, California. The assignment was
essentially a liquidation of TSLi that was overseen by the Hamer Group, who
acted as trustee of TSLi's affairs during the liquidation process.
The decision to liquidate TSLi provided our Board of Directors with the
opportunity to restructure our debts so that we could continue as a going
concern. On January 22, 2005, we acquired a 100% interest in a copper, gold
and platinum mineral prospect (the "Property"). The Property consists of 20
claim units in central British Columbia, Canada approximately 45 miles east of
Williams Lake. The Property is located in the central Quesnel Trough and
adjoins the south border of Imperial Metals', Mount Polley copper/gold mine.
Our business plan became to explore and develop the potential minerals on the
Property. In October 2005, the Board of Directors, based on the estimated
costs and related benefits to be received from the mineral prospect at Williams
Lake, determined it to be in our best interest to begin exploration of oil and
natural gas properties in the Alberta region of Canada.
EMPLOYEES
As of October 25, 2007, we had 1 employee, including our Chief Executive
Officer, Chief Operating Officer and Chief Exploration Officer. None of the
employees are covered by a collective bargaining agreement and our management
considers relations with our employees to be good.
RISK FACTORS
RISKS SPECIFIC TO OUR COMPANY
WE HAVE A HISTORY OF LOSSES WHICH MAY CONTINUE, WHICH MAY NEGATIVELY IMPACT OUR
ABILITY TO ACHIEVE OUR BUSINESS OBJECTIVES.
We incurred net losses of approximately $911,386 and $948,000 for the
years ended December 31, 2006 and 2005, respectively. We cannot assure you that
we can achieve or sustain profitability on a quarterly or annual basis in the
future. Our operations are subject to the risks and competition inherent in the
establishment of a business enterprise. There can be no assurance that future
operations will be profitable. We may not achieve our business objectives and
the failure to achieve such goals would have an adverse impact on us.
IF WE ARE UNABLE TO OBTAIN ADDITIONAL FUNDING OUR BUSINESS OPERATIONS WILL BE
HARMED AND IF WE DO OBTAIN ADDITIONAL FINANCING OUR THEN EXISTING SHAREHOLDERS
MAY SUFFER SUBSTANTIAL DILUTION.
We will require additional funds to sustain and expand our oil and gas
exploration activities. We anticipate that we will require approximately
$1,000,000 to fund our continued operations for the fiscal year 2006.
Additional capital will be required to effectively support the operations and
to otherwise implement our overall business strategy. There can be no assurance
that financing will be available in amounts or on terms acceptable to us, if at
all. The inability to obtain additional capital will restrict our ability to
grow and may reduce our ability to continue to conduct business operations. If
we are unable to obtain additional financing, we will likely be required to
curtail our marketing and exploration plans and possibly cease our operations.
Any additional equity financing may involve substantial dilution to our then
existing shareholders.
OUR INDEPENDENT AUDITORS HAVE EXPRESSED SUBSTANTIAL DOUBT ABOUT OUR ABILITY TO
CONTINUE AS A GOING CONCERN, WHICH MAY HINDER OUR ABILITY TO OBTAIN FUTURE
FINANCING.
In their report dated April 12, 2007, our independent auditors stated
that our financial statements for the year ended December 31, 2006 were
prepared assuming that we would continue as a going concern. Our ability to
continue as a going concern is an issue raised as a result of recurring losses
from operations and working capital deficiency. We continue to experience net
operating losses. Our ability to continue as a going concern is subject to our
ability to obtain necessary funding from outside sources, including obtaining
additional funding from the sale of our securities and loans from certain
stockholders. Our continued net operating loss increases the difficulty in
meeting such goals and there can be no assurances that such methods will prove
successful.
WE HAVE A LIMITED OPERATING HISTORY AND IF WE ARE NOT SUCCESSFUL IN CONTINUING
TO GROW OUR BUSINESS, THEN WE MAY HAVE TO SCALE BACK OR EVEN CEASE OUR ONGOING
BUSINESS OPERATIONS.
We have no history of revenues from oil and gas operations and have no
significant tangible assets. We own mineral leases valued at $10,905. We have
yet to generate positive earnings and there can be no assurance that we will
ever operate profitably. Our company has a limited operating history and must
be considered in the development stage. Our success is significantly dependent
on a successful acquisition, drilling, completion and production program. Our
operations will be subject to all the risks inherent in the establishment of a
developing enterprise and the uncertainties arising from the absence of a
significant operating history. We may be unable to locate recoverable reserves
or operate on a profitable basis. We are in the development stage and potential
investors should be aware of the difficulties normally encountered by
enterprises in the development stage. If our business plan is not successful,
and we are not able to operate profitably, investors may lose some or all of
their investment in our company.
OUR INTERESTS IN THE PRODUCTION SHARING CONTRACTS INVOLVE HIGHLY SPECULATIVE
EXPLORATION OPPORTUNITIES THAT INVOLVE MATERIAL RISKS THAT WE WILL BE
UNSUCCESSFUL
Our working interests that comprise our portfolio should be considered
to be highly speculative exploration opportunities that will involve material
risks. None of the working interests in which we have an interest have any
proven reserves and are not producing any quantities of oil or natural gas.
Exploratory drilling activities are subject to many risks, including the risk
that no commercially productive reservoirs will be encountered. There can be no
assurance that wells drilled in any of our land portfolio in which we have an
interest or by any venture in which we may acquire an interest in the future
will be productive or that we will receive any return or recover all or any
portion of our investment. Drilling for oil and gas may involve unprofitable
efforts, not only from dry wells, but from wells that are productive but do not
produce sufficient net revenues to return a profit after drilling, operating
and other costs. The cost of drilling, completing and operating wells is often
uncertain. Drilling operations may be curtailed, delayed or canceled as a
result of numerous factors, many of which are beyond the operator's control,
including economic conditions, mechanical problems, title problems, weather
conditions, compliance with governmental requirements and shortages or delays
of equipment and services. Drilling activities on land in which we hold an
interest may not be successful and, if unsuccessful, such failure may have a
material adverse effect on our future results of operations and financial
condition.
IF WE ARE UNABLE TO SUCCESSFULLY RECRUIT QUALIFIED MANAGERIAL AND FIELD
PERSONNEL HAVING EXPERIENCE IN OIL AND GAS EXPLORATION, WE MAY NOT BE ABLE TO
CONTINUE OUR OPERATIONS.
In order to successfully implement and manage our business and
acquisition plans, we will be dependent upon, among other things, successfully
recruiting qualified managerial and field personnel having experience in the
oil and gas exploration business. Competition for qualified individuals is
intense. There can be no assurance that we will be able to find, attract and
retain existing employees or that we will be able to find, attract and retain
qualified personnel on acceptable terms.
AS OUR PROPERTIES ARE IN THE EXPLORATION AND DEVELOPMENT STAGE, THERE CAN BE NO
ASSURANCE THAT WE WILL ESTABLISH COMMERCIAL DISCOVERIES ON OUR PROPERTIES.
Exploration for economic reserves of oil and gas is subject to a number
of risk factors. Few properties that are explored are ultimately developed into
producing oil and/or gas wells. Our properties are in the exploration and
development stage only and are without proven reserves of oil and gas. We may
not establish commercial discoveries on any of our properties.
THE POTENTIAL PROFITABILITY OF OIL AND GAS VENTURES DEPENDS UPON FACTORS BEYOND
THE CONTROL OF OUR COMPANY.
The potential profitability of oil and gas properties is dependent upon
many factors beyond our control. For instance, world prices and markets for oil
and gas are unpredictable, highly volatile, potentially subject to governmental
fixing, pegging, controls, or any combination of these and other factors, and
respond to changes in domestic, international, political, social, and economic
environments. Additionally, due to worldwide economic uncertainty, the
availability and cost of funds for production and other expenses have become
increasingly difficult, if not impossible, to project. In addition, adverse
weather conditions can also hinder drilling operations. These changes and
events may materially affect our financial performance. These factors cannot be
accurately predicted and the combination of these factors may result in our
company not receiving an adequate return on invested capital.
EVEN IF WE ARE ABLE TO DISCOVER AND GENERATE A GAS WELL, THERE CAN BE NO
ASSURANCE THE WELL WILL BECOME PROFITABLE.
We have not yet made a discovery of gas or drilled a gas well to capture
any gas. Even if we are able to, a productive well may become uneconomic in the
event water or other deleterious substances are encountered which impair or
prevent the production of oil and/or gas from the well. In addition, production
from any well may be unmarketable if it is impregnated with water or other
deleterious substances. In addition, the marketability of oil and gas which may
be acquired or discovered will be affected by numerous factors, including the
proximity and capacity of oil and gas pipelines and processing equipment,
market fluctuations of prices, taxes, royalties, land tenure, allowable
production and environmental protection, all of which could result in greater
expenses than revenue generated by the well.
COMPETITION IN THE OIL AND GAS INDUSTRY IS HIGHLY COMPETITIVE AND THERE IS NO
ASSURANCE THAT WE WILL BE SUCCESSFUL IN ACQUIRING THE LEASES.
The oil and gas industry is intensely competitive. We compete with
numerous individuals and companies, including many major oil and gas companies,
which have substantially greater technical, financial and operational resources
and staffs. Accordingly, there is a high degree of competition for desirable
oil and gas leases, suitable properties for drilling operations and necessary
drilling equipment, as well as for access to funds. We cannot predict if the
necessary funds can be raised or that any projected work will be completed. Our
budget anticipates our acquisition of additional land the Alberta area. This
acreage may not become available or if it is available for leasing, that we may
not be successful in acquiring the leases.
RISKS SPECIFIC TO OUR INDUSTRY
THE MARKETABILITY OF NATURAL RESOURCES WILL BE AFFECTED BY NUMEROUS FACTORS
BEYOND OUR CONTROL WHICH MAY RESULT IN US NOT RECEIVING AN ADEQUATE RETURN ON
INVESTED CAPITAL TO BE PROFITABLE OR VIABLE.
The marketability of natural resources which may be acquired or
discovered by us will be affected by numerous factors beyond our control. These
factors include market fluctuations in oil and gas pricing and demand, the
proximity and capacity of natural resource markets and processing equipment,
governmental regulations, land tenure, land use, regulation concerning the
importing and exporting of oil and gas and environmental protection
regulations. The exact effect of these factors cannot be accurately predicted,
but the combination of these factors may result in us not receiving an adequate
return on invested capital to be profitable or viable.
OIL AND GAS OPERATIONS ARE SUBJECT TO COMPREHENSIVE REGULATION WHICH MAY CAUSE
SUBSTANTIAL DELAYS OR REQUIRE CAPITAL OUTLAYS IN EXCESS OF THOSE ANTICIPATED
CAUSING AN ADVERSE EFFECT ON OUR COMPANY.
Oil and gas operations are subject to federal, state, and local laws
relating to the protection of the environment, including laws regulating
removal of natural resources from the ground and the discharge of materials
into the environment. Oil and gas operations are also subject to federal,
state, and local laws and regulations which seek to maintain health and safety
standards by regulating the design and use of drilling methods and equipment.
Various permits from government bodies are required for drilling operations to
be conducted; no assurance can be given that such permits will be received.
Environmental standards imposed by federal, state, or local authorities may be
changed and any such changes may have material adverse effects on our
activities. Moreover, compliance with such laws may cause substantial delays or
require capital outlays in excess of those anticipated, thus causing an adverse
effect on us. Additionally, we may be subject to liability for pollution or
other environmental damages. To date we have not been required to spend any
material amount on compliance with environmental regulations. However, we may
be required to do so in future and this may affect our ability to expand or
maintain our operations.
EXPLORATION AND PRODUCTION ACTIVITIES ARE SUBJECT TO CERTAIN ENVIRONMENTAL
REGULATIONS WHICH MAY PREVENT OR DELAY THE COMMENCEMENT OR CONTINUANCE OF OUR
OPERATIONS.
In general, our exploration and production activities are subject to
certain federal, state and local laws and regulations relating to environmental
quality and pollution control. Such laws and regulations increase the costs of
these activities and may prevent or delay the commencement or continuance of a
given operation. Compliance with these laws and regulations has not had a
material effect on our operations or financial condition to date. Specifically,
we are subject to legislation regarding emissions into the environment, water
discharges and storage and disposition of hazardous wastes. In addition,
legislation has been enacted which requires well and facility sites to be
abandoned and reclaimed to the satisfaction of state authorities. However, such
laws and regulations are frequently changed and we are unable to predict the
ultimate cost of compliance. Generally, environmental requirements do not
appear to affect us any differently or to any greater or lesser extent than
other companies in the industry. We believe that our operations comply, in all
material respects, with all applicable environmental regulations. Our operating
partners maintain insurance coverage customary to the industry; however, we are
not fully insured against all possible environmental risks.
EXPLORATORY DRILLING INVOLVES MANY RISKS AND WE MAY BECOME LIABLE FOR POLLUTION
OR OTHER LIABILITIES WHICH MAY HAVE AN ADVERSE EFFECT ON OUR FINANCIAL
POSITION.
Drilling operations generally involve a high degree of risk. Hazards
such as unusual or unexpected geological formations, power outages, labor
disruptions, blow-outs, sour gas leakage, fire, inability to obtain suitable or
adequate machinery, equipment or labor, and other risks are involved. We may
become subject to liability for pollution or hazards against which it cannot
adequately insure or which it may elect not to insure. Incurring any such
liability may have a material adverse effect on our financial position and
results from operations.
THE EXPLORATION FOR AND DEVELOPMENT OF OIL AND NATURAL GAS RESERVES DEPENDS ON
ACCESS TO AREAS WHERE OPERATIONS ARE TO BE CONDUCTED.
Seasonal weather variations, including freeze-up and break-up affect
access in certain circumstances. Natural gas is used principally as a heating
fuel and for power generation. Accordingly, seasonal variations in weather
patterns affect the demand for natural gas. Depending on prevailing
conditions, the prices received for sales of natural gas are generally higher
in winter than summer months, while prices are generally higher in summer than
spring and fall months. A decrease in natural gas or oil prices due to
seasonal variations may have a material adverse effect on our results from
operations.
RISKS RELATED TO OUR SECURITIES
OUR COMMON STOCK IS SUBJECT TO THE "PENNY STOCK" RULES OF THE SEC AND THE
TRADING MARKET IN OUR SECURITIES IS LIMITED, WHICH MAKES TRANSACTIONS IN OUR
STOCK CUMBERSOME AND MAY REDUCE THE VALUE OF AN INVESTMENT IN OUR STOCK.
The Securities and Exchange Commission has adopted Rule 15g-9 which
establishes the definition of a "penny stock," for the purposes relevant to us,
as any equity security that has a market price of less than $5.00 per share or
with an exercise price of less than $5.00 per share, subject to certain
exceptions. For any transaction involving a penny stock, unless exempt, the
rules require:
- that a broker or dealer approve a person's account for
transactions in penny stocks; and
- the broker or dealer receive from the investor a written
agreement to the transaction, setting forth the identity and
quantity of the penny stock to be purchased.
In order to approve a person's account for transactions in penny stocks,
the broker or dealer must:
- obtain financial information and investment experience
objectives of the person; and
- make a reasonable determination that the transactions in
penny stocks are suitable for that person and the person has
sufficient knowledge and experience in financial matters to be
capable of evaluating the risks of transactions in penny stocks.
The broker or dealer must also deliver, prior to any transaction in a
penny stock, a disclosure schedule prescribed by the Commission relating to the
penny stock market, which, in highlight form:
- sets forth the basis on which the broker or dealer made the
suitability determination; and
- that the broker or dealer received a signed, written
agreement from the investor prior to the transaction.
Generally, brokers may be less willing to execute transactions in
securities subject to the "penny stock" rules. This may make it more difficult
for investors to dispose of our common stock and cause a decline in the market
value of our stock.
Disclosure also has to be made about the risks of investing in penny
stocks in both public offerings and in secondary trading and about the
commissions payable to both the broker-dealer and the registered
representative, current quotations for the securities and the rights and
remedies available to an investor in cases of fraud in penny stock
transactions. Finally, monthly statements have to be sent disclosing recent
price information for the penny stock held in the account and information on
the limited market in penny stocks.
FUTURE SALES OF SHARES MAY ADVERSELY IMPACT THE VALUE OF OUR STOCK.
We will seek to raise additional capital through the sale of our common
stock. Future sales of our common stock could cause the market price of our
common stock to decline.
IF A MARKET WERE TO DEVELOP FOR OUR SHARES, THE SHARE PRICES MAY BE HIGHLY
VOLATILE.
The market prices of equity securities of small companies have
experienced extreme price volatility in recent years not necessarily related to
the individual performance of specific companies. Factors such as
announcements by us, or our competitors concerning products, technology,
governmental regulatory actions, other events affecting tanning companies
generally and general market conditions may have a significant impact on the
market price of our shares and could cause it to fluctuate substantially.
POSSIBLE ISSUANCE OF ADDITIONAL SHARES MAY IMPACT THE PRICE OF OUR STOCK SHOULD
A PUBLIC TRADING MARKET EVER DEVELOP.
Our Certificate of Incorporation authorizes the issuance of 100,000,000
shares of common stock. Our Board of Directors has the power to issue any or
all of such additional common stock without stockholder approval. Investors
should be aware that any stock issuances might result in a reduction of the
book value or market price, if any, of the then outstanding common stock. If
we were to issue additional common stock, such issuance will reduce
proportionate ownership and voting power of the other stockholders. Also, any
new issuance of common stock may result in a change of control.
ITEM 2.DESCRIPTION OF PROPERTY
We do not own or lease any real property. An office is maintained for
the Company at the present time at 2413 Morocco Avenue, North Las Vegas, Nevada
89031. This office is provided as an accommodation to the Company by the
president of the Company.
OIL AND GAS PROPERTIES
The following is a brief description of the oil and gas properties in
which Frontier held an interest as of December 31, 2006
Exploratory and Development Wells Drilled
Frontier did not participate in the drilling of any wells during the
last three fiscal years.
Miscellaneous
Frontier is not obligated to provide quantities of oil or gas in the
future under existing contracts or agreements. Frontier has not filed any
reports containing oil or gas reserve estimates with any federal or foreign
governmental authority or agency within the past 12 months.
ITEM 3.LEGAL PROCEEDINGS
We are not a party to any pending legal proceeding or litigation, except
as described in the following paragraph. In addition, none of our property is
the subject of a pending legal proceeding. We are not aware of any legal
proceedings against the Company or our property contemplated by any
governmental authority.
In 2006, the company was sued by a former consultant
ITEM 4.SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote of security holders during the last
quarter of the fiscal year ended December 31, 2006.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER MATTERS
Our common stock is quoted on the OTC Bulletin Board under the symbol
"FRGY".
For the periods indicated, the following table sets forth the high and
low per share intra-day sales prices for our common stock. These prices
represent inter-dealer quotations without retail markup, markdown, or
commission and may not necessarily represent actual transactions.
2005 High ($) Low ($)
---- ---------- ----------
Fourth Quarter $ 1.75 $ 0.35
Third Quarter (1) $ 8.00 $ 0.04
Second Quarter(1) $ 80.00 $ 6.00
First Quarter (1) $ 32.00 $ 10.00
2006
----
Fourth Quarter $ 1.50 $ 1.02
Third Quarter $ 1.30 $ 0.55
Second Quarter $ 1.10 $ 0.51
First Quarter $ 0.65 $ 0.15
_____________________
|
(1) Prices adjusted to reflect 1:40 stock split effective October 4,
2005
(2) Prices adjusted to reflect 1:10 stock split effective January 14,
2005
HOLDERS
As of April 1, 2007, we had approximately 634 holders of our common
stock. The number of record holders includes beneficial owners of common stock
whose shares are held in the names of various security brokers, dealers, and
registered clearing agencies. The transfer agent of our common stock is
Standard Registrar and Transfer Company, Inc., 12528 South 1840 East, Draper,
Utah 84020.
On October 4, 2005, the Company declared a stock dividend of one share
of common stock for each forty shares of common stock outstanding. On December
14, 2004, the Company declared a stock dividend of one share of common stock
for each ten shares of common stock outstanding. We have not declared any
dividends since inception, and have no present intention of paying any cash
dividends on our shares in the foreseeable future. The payment of dividends,
if any, in the future, rests within the discretion of our Board of Directors
and will depend, among other things, upon our earnings, our capital
requirements and our financial condition, as well as other relevant factors.
RECENT SALES OF UNREGISTERED SECURITIES
In 2006, the Company issued 939,858 shares of restricted common stock to
an offshore investor pursuant to Regulation S for net proceeds of $185,073.
In July 2006, the company issued its Chief Executive Officer, Mr.
Genesi, 700,000 shares of restricted common stock in connection with his
employment agreement.
On October 12, 2005, the Company issued 5,000,000 restricted shares to
Jeffery A. Cocks which 500,000 shares is considered as a finder's fee and
4,500,000 shares as a fee for securing future financing totaling $2,000,000.
The Bindloss Agreement contained an upset provision that stated in the event
that Angels or Mr. Cocks were unable to finance $1,000,000 in 90 days from the
signing of this agreement (at terms acceptable to the Board of Directors), the
Company will acquire 4,500,000 of the Payment Shares in exchange for the mutual
release of this Agreement by all parties. In the event that Angels and Mr.
Cocks were unable to finance less than $2,000,000 within 90 days from the
signing of this Agreement, the Company will have the right to cancel 2,500,000
of the total Payment Shares. On March 10, 2006, based on the non performance
of the agreement, the Company cancelled 4,500,000 of the 5,000,000 shares
issued per the agreement.
On July 22, 2005, the Company issued 16,250 shares in consideration for
$46,000 of debt that was cancelled.
On January 19, 2005, the Company entered into an Assignment and
Assumption Agreement ("Agreement") with a Company that holds and Option
Purchase Agreement ("Contract") for purchase and sale of property in British
Columbia, Canada. In consideration for the Agreement, the Company issued
246,461 (9,858,434 pre-split) shares of common stock valued at $80,000 or
$4,000 per claim. The stock is considered restricted securities as defined by
the Securities Act of 1933, as amended.
EQUITY COMPENSATION PLAN INFORMATION
In 2006, the Company issued 600,000 shares in the exercise of stock options.
The following table summarizes certain information regarding our equity
compensation plans as of December 31, 2006. The underlying compensation plan
has been previously approved by a vote of the shareholders.
NUMBER OF SECURITIES NUMBER OF SECURITIES
TO BE ISSUED UPON WEIGHTED-AVERAGE REMAINING AVAILABLE FOR
EXERCISE OF EXERCISE PRICE OF FUTURE ISSUANCE UNDER
OUTSTANDING OPTIONS, OUTSTANDING OPTIONS, WARRANTS EQUITY COMPENSATION
PLAN CATEGORY WARRANTS AND RIGHTS AND RIGHTS PLANS
---------------------------- -------------------- ----------------------------- -----------------------
Equity compensation plans - - 3,730,000
approved by shareholders
Equity compensation plans - - -
not approved by shareholders
-------------------- ----------------------------- -----------------------
Total: - - 3,730,000
==================== ============================= =======================
|
ITEM 6.MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The following discussion of our plan of operation, financial condition
and results of operations should be read in conjunction with the Company's
consolidated financial statements, and notes thereto, included elsewhere
herein. This discussion contains forward-looking statements that involve risks
and uncertainties. Our actual results may differ materially from those
anticipated in these forward-looking statements as a result of various factors
including, but not limited to, those discussed in this Annual Report.
IN GENERAL
Frontier Energy Corp. has recently purchased one oil lease property that
we believe is capable of producing oil revenue. Our ability to emerge from the
exploration stage with respect to any planned principal business activity is
dependent upon our efforts to raise additional equity financing and generate
significant revenue.
PLAN OF OPERATION
The Company has purchased one oil lease on property located in the
western United States and we are currently attempting to raise sufficient funds
to exploit this lease and purchase other leases. We can give no assurances
that the Company will be able to exploit its existing lease or purchase any
additional leases.
MARKETING OF PRODUCTION
Each oil and gas property in which we have an interest in will have an
operator who will be responsible for marketing production. In our current
project, we are not subject to any contractual restrictions that require that
non-operators such as us consent to the terms and conditions of any sales
contract before it is entered into.
Any non-operator who chooses to do so may negotiate and enter into a
sales contract with third parties for the sale of its share of oil and/or gas.
LIQUIDITY AND CAPITAL RESOURCES
We have not generated sufficient operating revenue or had access to
sufficient capital to implement our business plan. Since our revenues from
operations alone are not likely to provide sufficient capital to allow us to
implement our acquisition and merger plans in the near future, we must secure a
source of additional capital.
We currently have very limited operating funds, and we will require
additional cash to maintain our operations for the next twelve months. Based on
the cash we currently have, we will likely need additional financing to
continue operations beyond June 2007. We have been dependent on loans from
certain stockholders to continue operations. Thus, our success is greatly
dependent upon our ability to raise additional capital. In the event that we
obtain only modest amounts of additional capital to fund our operations, we
will be forced to seek such additional capital or discontinue operations.
We believe that we will require an additional $1,000,000 to fund our
currently anticipated requirements for ongoing operations for our existing
business for the next twelve-month period. We currently intend to satisfy our
long-term liquidity requirements from cash flow from operations and to the
extent such funds are insufficient, we must raise additional funds to sustain
operations.
VARIABLES AND TRENDS
We have no operating history with respect to oil and natural gas
exploration. In the event we are able to obtain the necessary financing to
move forward with our business plan, we expect our expenses to increase
significantly as we grow our business with the acquisition of additional
property or through acquisitions. Accordingly, the comparison of the financial
data for the periods presented may not be a meaningful indicator of our future
performance and must be considered in light of our operating history.
CRITICAL ACCOUNTING POLICIES
We prepare our financial statements in conformity with accounting
principals generally accepted in the United States. As such, we are required
to make certain estimates, judgments and assumptions that we believe are
reasonable based upon the information available to us. These estimates and
assumptions affect the reported amounts of assets and liabilities at the date
of the financial statements and the reported amounts of revenues and expenses
during the periods presented. The significant accounting policies that we
believe are the most critical to aid in fully understanding and evaluating our
reported financial results include the following:
Full Cost Method. We utilize the full cost method to account for our
investment in oil and gas properties. Accordingly, all costs associated with
acquisition, exploration and development of oil and gas reserves, including
such costs as leasehold acquisition costs, interest costs relating to unproved
properties, geological expenditures and direct internal costs are capitalized
into the full cost pool. As of March 31, 2007, we had no properties with proven
reserves. When we obtain proven oil and gas reserves, capitalized costs,
including estimated future costs to develop the reserves and estimated
abandonment costs, net of salvage, will be depleted on the units-of-production
method using estimates of proved reserves. Investments in unproved properties
and major development projects including capitalized interest, if any, are not
amortized until proved reserves associated with the projects can be determined.
If the future exploration of unproved properties are determined uneconomical,
the amount of such properties are added to the capitalized cost to be
amortized. As of December 31, 2006, all of our oil and gas properties were
unproved and were excluded from amortization.
The capitalized costs included in the full cost pool are subject to a
"ceiling test", which limits such costs to the aggregate of the estimated
present value, using an estimated discount rate, of the future net revenues
from proved reserves, based on current economic and operating conditions and
the estimated value of unproven properties. As at December 31, 2006, none of
our unproved oil and gas properties were considered impaired.
Net operating loss carryforwards. We have not recognized the benefit in
our financial statements with respect to the approximately $3,170,000 net
operating loss carryforward for federal income tax purposes as of December 31,
2005. This benefit was not recognized due to the possibility that the net
operating loss carryforward would not be utilized, for various reasons,
including the potential that we might not have sufficient profits to use the
carryforward or that the carryforward may be limited as a result of changes in
our equity ownership. We intend to use this carryforward to offset our future
taxable income. If we were to use any of this net operating loss carryforward
to reduce our future taxable income and the Internal Revenue Service were to
then successfully assert that our carryforward is subject to limitation as a
result of certain capital transactions, we may be liable for back taxes,
interest and, possibly, penalties prospectively.
Impairment of Long Lived Assets. We assess the impairment of long-lived
assets on an ongoing basis and whenever events or changes in circumstances
indicate that the carrying value may not be recoverable based upon an estimate
of future undiscounted cash flows. Factors we consider that could trigger an
impairment review include the following: (i) significant underperformance
relative to expected historical or projected future operating results; (ii)
significant changes in the manner of our use of the acquired assets or the
strategy for our overall business; (iii) significant negative industry or
economic trends; (iv) significant decline in our stock price for a sustained
period; and (v) our market capitalization relative to net book value.
When we determine that the carrying value of any long-lived asset may
not be recoverable based upon the existence of one or more of the above
indicators of impairment, we measure impairment based on the difference between
an asset's carrying value and an estimate of fair value, which may be
determined based upon quotes or a projected discounted cash flow, using a
discount rate determined by our management to be commensurate with our cost of
capital and the risk inherent in our current business model, and other measures
of fair value.
RECENT ACCOUNTING PRONOUNCEMENTS
In December 2004, the FASB issued Statement No. 123R, "Share-Based
Payment," which requires companies to recognize in the statement of operations
all share-based payments to employees, including grants of employee stock
options, based on their fair values. Accounting for share-based compensation
transactions using the intrinsic method supplemented by pro forma disclosures
will no longer be permissible. The new statement will be effective for public
entities in the first interim period for fiscal years beginning after June 15,
2005, and, accordingly, will be adopted by us in the first quarter of calendar
year 2006. The actual impact of adoption of SFAS 123R cannot be fully
predicted at this time because it will depend on levels of share-based payments
granted in the future. The adoption of this new statement will have no effect
until share-based compensation is issued by the Company.
OFF BALANCE SHEET ARRANGEMENTS
We have no off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial condition, changes
in financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that are material to investors.
ITEM 7. FINANCIAL STATEMENTS
The financial statements required to be filed hereunder are set forth on
pages F-1 through F-13 and are incorporated herein by this reference.
TABLE OF CONTENTS
Page No.
Report of Independent Registered Public Accounting Firm 1
Consolidated Financial Statements
Consolidated Balance Sheet 2
Consolidated Statements of Operations 3
Consolidated Statement of Stockholders' Deficit 4
Consolidated Statements of Cash Flows 5
Notes to Consolidated Financial Statements 6-13
|
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Stockholders and Board of Directors
Frontier Energy Corp.
Las Vegas, Nevada
We have audited the accompanying consolidated balance sheet of Frontier Energy
Corp. (an Exploration Stage Enterprise) as of December 31, 2006 and 2005, and
the related consolidated statements of operations, stockholders' deficit and
cash flows for the years then ended. These financial statements are the
responsibility of the Company's management. Our responsibility is to express
an opinion on these financial statements based on our audit.
We conducted our audit in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
consolidated financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the consolidated financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall consolidated financial statement
presentation. We believe that our audit provides a reasonable basis for our
opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Frontier Energy
Corp., (an Exploration Stage Enterprise) as of December 31, 2006 and 2005, and
the results of its operations and cash flows for the years then ended in
conformity with accounting principles generally accepted in the United States
of America.
The accompanying consolidated financial statements have been prepared assuming
that the Company will continue as a going concern. As discussed in Note 1 to
the consolidated financial statements, the Company has suffered losses and
current liabilities exceed current assets, all of which raise substantial doubt
about its ability to continue as a going concern. Management's plans in
regards to these matters are also described in Note 1. The consolidated
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.
/s/ De Joya Griffith & Associates
De Joya Griffith & Associates
Henderson, Nevada
April 16, 2007
|
FRONTIER ENERGY CORP.
(AN EXPLORATION STAGE ENTERPRISE)
CONSOLIDATED BALANCE SHEETS
December 31,
------------------------------
2006 2005
-------------- --------------
ASSETS
Current assets
Cash $ 23,390 $ 244
Receivables, net of allowance for
doubtful accounts of $76,696 - -
-------------- --------------
Total current assets 23,390 244
Fixed assets, net 1,094 -
Mineral leases 10,905 -
-------------- --------------
Total assets $ 35,389 $ 244
============== ==============
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities
Accounts payable and accrued liabilities $ 267,724 $ 183,076
Loans payable 127,322 59,217
Due to related parties 446 275
-------------- --------------
Total current liabilities 395,492 242,568
-------------- --------------
Total liabilities 395,492 242,568
=============== ==============
Commitments and contingencies - -
Stockholders' deficit
Common stock subscribed 26,000 -
Series A preferred stock, $0.001 par value;
1 share authorized, issued and outstanding - -
Series B preferred stock, $0.001 par value;
10,000,000 authorized; and 40,000 and no
shares issued or outstanding 40 -
Common stock, $0.001 par value; 100,000,000
shares authorized, 3,886,464 shares issued
and 829,606 outstanding 3,886 829
Additional paid-in capital 4,982,210 3,830,950
Common stock issued for future services on
employment agreement (386,750)
Accumulated deficit prior to reentering
exploration stage (3,042,536) (3,042,536)
Accumulated deficit from inception of reentering
development stage December 31, 2005 (1,942,953) (1,031,567)
-------------- --------------
Total stockholders' deficit (360,103) (242,324)
-------------- --------------
Total liabilities and stockholders' deficit $ 35,389 $ 244
============== ==============
See Accompanying Notes to Financial Statements
2
|
FRONTIER ENERGY CORP.
(AN EXPLORATION STAGE ENTERPRISE)
CONSOLIDATED STATEMENTS OF OPERATIONS
Cumulative Since
Reentering
Exploration Stage
For the Years Ended December 2003
----------------------------------------- through
December 31, 2006 December 31, 2005 December 31, 2006
----------------- ----------------- -----------------
Revenue $ - $ - $ -
Operating expenses
Officer Compensation 548,150 - 548,150
General and administrative 353,257 867,953 1,304,824
Exploration and development 9,979 9,979
Loss on impairment of mineral claims 80,000 80,000
----------------- ----------------- -----------------
Total operating expenses 911,386 947,953 1,942,953
----------------- ----------------- -----------------
Net loss $ (911,386) $ (947,953) $ (1,942,953)
================= ================= =================
Earnings (loss) per common share -
basic and diluted:
Net loss $ (0.49) $ (2.39)
================= =================
Weighted average common shares outstanding -
Basic and diluted 1,875,654 396,906
================= =================
See Accompanying Notes to Financial Statements
3
|
FRONTIER ENERGY CORP.
(AN EXPLORATION STAGE ENTERPRISE)
CONSOLIDATED STATEMENTS OF CASH FLOWS
Cumulative Since
Reentering
Exploration Stage
For the Years Ended December 2003
----------------------------------------- through
December 31, 2006 December 31, 2005 December 31, 2006
----------------- ----------------- -----------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (911,386) $ (947,953) $ (1,942,953)
Adjustments to reconcile loss
to net cash used in operating activities:
Stock issued as finders fee for
farming agreement 800,000 800,000
Loss on impairment of mineral claims 80,000 80,000
Stock based expenses 581,600 20,000 667,850
Changes in operating assets and liabilities:
Receivables - - -
Prepaid expenses - - -
Accounts payable and accrued liabilities 84,648 20,556 39,354
----------------- ----------------- -----------------
Net cash used in operating activities (245,138) (27,397) (355,749)
CASH FLOW INVESTING ACTIVITIES
Purchase of fixed assets (1,094) - (1,094)
Acquisition of mineral leases (10,905) - (10,905)
----------------- ----------------- -----------------
Net cash used in financing activities (11,999) - (11,999)
----------------- ----------------- -----------------
CASH FLOW FINANCING ACTIVITIES
Proceeds from issuance of common stock 185,507 - 230,507
Proceeds from subscriptions for common stock 26,000 - 26,000
Proceeds from borrowings from notes payable 68,105 26,422 127,527
Proceeds from borrowings from related parties 671 70 2,741
- - -
----------------- ----------------- -----------------
Net cash provided by financing activities 280,283 26,492 386,775
----------------- ----------------- -----------------
NET CHANGE IN CASH 23,146 (905) 19,027
CASH AT BEGINNING OF YEAR 244 1,149 4,363
----------------- ----------------- -----------------
CASH AT END OF YEAR $ 23,390 $ 244 $ 23,390
================= ================= =================
SUPPLEMENTAL INFORMATION
Interest Paid $ - $ - $ -
================= ================= =================
Income Taxes Paid $ - $ - $ -
================= ================= =================
Non-cash activities:
Shares issued pursuant to farm-in agreement $ - $ 800,000 $ 800,000
================= ================= =================
Shares issued in settlement of accounts payable $ - $ 47,216 $ 188,096
================= ================= =================
Shares issued for mineral claims $ - $ 80,000 $ 80,000
================= ================= =================
Shares issued for settlement of lawsuit $ - $ - $ 6,000
================= ================= =================
Shares issued in settlement of debts to
related parties $ - $ - $ 462,961
================= ================= =================
See Accompanying Notes to Financial Statements
5
|
FRONTIER ENERGY CORP.
(AN EXPLORATION STAGE ENTERPRISE)
CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
FOR THE YEARS ENDED DECEMBER 31, 2006 AND 2005
Preferred A Preferred B Common Stock
--------------- ---------------- ---------------------- Additional
Shares Amount Shares Amount Shares Amount Paid-in Capital
------ ------ ------ ------ -------- ------ ---------------
Balance, December 31, 2003 1 - - - 9,341 9 2,169,462
Re-pricing of stock options from
$0.20 to $0.10 resulting in the
issuance of an additional
400,000 shares of common stock - - - - 1,000 1 39,999
Shares issued to satisfy Company
debts to its President and a
former officer - - - - 9,575 10 456,951
Shares issued for settlement of
lawsuit 238 0 5,000
Shares issued for compensation of
stock price decrease 500 1 (20)
Reversal of shares issued in error (500) (1) 20
Shares issued for private placement
memorandum 10,500 11 31,490
Shares issued for private placement
memorandum 8,750 9 26,241
Shares issued for private placement
memorandum 4,500 5 13,496
Shares issued to satisfy payables to
third parties 2,406 2 141,879
Net loss - - - - - - -
------ ------ ------ ------ -------- ------ ---------------
Balance, December 31, 2004 1 - - - 46,310 46 2,884,517
====== ====== ====== ====== ======== ====== ===============
Issuance of shares in exchange for
mineral claims 246,461 246 79,754
Issuance of 16,250 stock options
for settlement of payable 47,216
Exercise of stock options 16,250 16 (16)
Rounding for reverse split 585
Issuance of shares for
consulting services 20,000 20 19,980
Issuance of shares for finder's fee
related to the Bindloss Agreement 500,000 500 799,500
Net loss - - - - - - -
------ ------ ------ ------ -------- ------ ---------------
Balance, December 31, 2005 1 $ - - $ - 829,606 $ 829 $ 3,830,950
Exercise of stock options for loan - - - - 500,000 500 -
Exercise of stock options for cash - - - - 434,000 434 -
Issuance of shares per employment
agreements - - - - 700,000 700 713,300
Compensation paid with 254,167
shares of common stock - - - - 108,000 108 110,392
Issuance of shares for
consulting services - - - - 375,000 375 103,075
Issuance of shares to Director
containing 1,000 votes per share - - 40,000 40 - - 40,360
Issuance of Reg S Shares - - - - 939,858 940 184,133
Common stock subscribed
Net loss - - - - - - -
------ ------ ------ ------ --------- ------ ---------------
Balance, December 31, 2006 1 $ - 40,000 $ 40 3,886,464 $3,886 $ 4,982,210
====== ====== ====== ====== ========= ====== ===============
See Accompanying Notes to Financial Statements
4
|
FRONTIER ENERGY CORP.
(AN EXPLORATION STAGE ENTERPRISE)
CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
FOR THE YEARS ENDED DECEMBER 31, 2006 AND 2005
(CONTINUED)
Accumlated
Accumulated Deficit
Common Stock Deficit After
Issued for Future Prior to Reentering
Services on Reentering Exploration Total
Common Employment Exploration Stage on Stockholders'
Stock Subscribed Agreement Stage Dec. 31, 2003 Defiict
---------------- ----------------- ----------- ------------- ------------
Balance, December 31, 2003 (3,042,536) - (873,065)
Re-pricing of stock options from
$0.20 to $0.10 resulting in the
issuance of an additional
400,000 shares of common stock - - 40,000
Shares issued to satisfy Company
debts to its President and a
former officer - - 456,961
Shares issued for settlement of lawsuit 5,000
Shares issued for compensation of
stock price decrease (20)
Reversal of shares issued in error 20
Shares issued for private placement
memorandum 31,500
Shares issued for private placement
memorandum 26,250
Shares issued for private placement
memorandum 13,500
Shares issued to satisfy payables to
third parties 141,881
Net loss - - - (83,614) (83,614)
---------------- ----------------- ----------- ------------- ------------
Balance, December 31, 2004 - - (3,042,536) (83,614) (241,587)
================ ================= =========== ============= ============
Issuance of shares in exchange for
mineral claims - - 80,000
Issuance of 16,250 stock options
for settlement of payable - - 47,216
Exercise of stock options - - -
Rounding for reverse split - -
Issuance of shares for
consulting services - - 20,000
Issuance of shares for finder's fee
related to the Bindloss Agreement - - 800,000
Net loss - - - (947,953) (947,953)
---------------- ----------------- ----------- ------------- ------------
Balance, December 31, 2005 $ - $ - $(3,042,536) $ (1,031,567) $ (242,324)
================ ================= =========== ============= ============
Exercise of stock options for loan - - 500
Exercise of stock options for cash - - 434
Issuance of shares per employment
agreements - (386,750) 327,250
Compensation paid with 254,167
shares of common stock - - 110,500
Issuance of shares for
consulting services - - 103,450
Issuance of shares to Director
containing 1,000 votes per share - - 40,400
Issuance of Reg S Shares - - 185,073
Common stock subscribed 26,000 26,000
Net loss - - - (911,386) (911,386)
---------------- ----------------- ----------- ------------- ------------
Balance, December 31, 2006 $ 26,000 $ (386,750) $(3,042,536) $ (1,942,953) $ (360,103)
================ ================= =========== ============= ============
See Accompanying Notes to Financial Statements
5
|
FRONTIER ENERGY CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2006
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Re-entering Exploration Stage - As described below, the Company distributed the
assets and liabilities of the operating segment of the Company on November 26,
2003. Subsequent to that date, the Company changed from a computer services
company to an exploration company pursuing interests in the oil and gas
industry. The Company has devoted most of its efforts ito establish the new
business with raising capital and acquiring mineral leases.
Organization History - Frontier Energy Corp., (the "Company") was originally
incorporated on April 14, 1998 according to the laws of Colorado. The
Company was reincorporated according to the laws of Delaware on February
17, 2000. On February 27, 2001, World Internetworks, Inc. ("WINS") entered
into an Agreement and Plan of Reorganization and Merger (the "Plan of
Merger") with GTD Acquisition, Inc. ("Newco") and GT Data Corporation ("GT
Data"). On March 20, 2001, and pursuant to a Certificate filed with the
Nevada Secretary of State, the WINS effected a 1 for 2 reverse split of all
the outstanding shares of its common stock, options and warrants. Immediately
following the reverse split WINS had 250,000,000 shares authorized and
355,206 shares issued and outstanding. Outstanding options and warrants were
11,225 and 40,750 respectively, after the reverse split. On March 22,
2001, the Plan of Merger became effective (the "Merger"). Under the Merger,
Newco merged with and into GT Data, with GT Data as the surviving subsidiary
of the Company. On December 3, 2001, the Company changed its name from
WINS to GT Data Corporation. Pursuant to the Plan of Merger, all of the
384,420 outstanding preferred B and common shares of GT Data were exchanged
for shares of WINS 1 for 1 on a post-split basis and 37,500 shares were
issued to Fairway Capital Partners, LLC, a finder, in connection with the
transaction. All of the outstanding shares of Newco were converted into shares
of GT Data as the surviving corporation, with WINS as the sole holder of those
shares. The transaction was regarded as a reverse merger whereby GT Data was
considered to be the accounting acquirer as it retained control of WINS
after the Merger. Pursuant to the Plan of Merger, certain shareholders of
GT Data agreed to surrender 358,297 shares of common stock prior to
the consummation of the Merger. Prior to the merger, the WINS had
insignificant business activity. The accounting for the acquisition is
identical to that resulting from a reverse acquisition, except goodwill or
other intangible assets are not recorded. Accordingly, these financial
statements are the historical financial statements of GT Data.
Up until November 2003, the Company was engaged in the sale, repair and support
service of in-warranty and out-of-warranty computer peripheral devices for
a variety of large and small brand name manufacturers through its wholly
owned
subsidiary, Technical Services & Logistics Inc. ("TSLi"). On November 17,
2003, the Company's Board of Directors voted unanimously to liquidate TSLi
through a General Assignment benefiting the creditors of TSLi. On November
26, 2003, the
Company consummated a General Assignment Agreement ("the agreement") that
assign all the assets and liabilities of TSLi to the C.F. Boham Company,
Inc., d.b.a. the Hamer Group, of Los Angeles, California. The assignment is
essentially a
liquidation of TSLi that was overseen by the Hamer Group, who acted as
trustee of TSLi's affairs during the liquidation process.
Pursuant to the terms of the agreement, the Company agreed to immediately
assign all of TSLi's assets and liabilities, and forward all books and records
relating to TSLi, to the Hamer Group. The assignment constitutes a grant
deed to all real
property owned by TSLi and effectively transfers title of TSLi's real
property to the Hamer Group. In addition, the agreement transfers legal
title and possession of all assets and liabilities of TSLi to the Hamer
Group and also gave the Hamer Group sole authority, and responsibility, to
sell the assets of TSLi and distribute any available funds to the creditors
of TSLi. In effect, the agreement gives total and complete control of TSLi
to the Hamer Group to oversee the liquidation process. The agreement also
stated that the Hamer Group shall pay itself, from the gross proceeds of sales,
collections, operations, and any and all other sources, a minimum of thirty
thousand dollars ($30,000) plus reasonable administrative expenses. The
agreement also stated that the Hamer Group is entitled to pay its agents, and
any other professionals and individuals employed on its behalf, for any and
all services and expenses incurred during the liquidation of TSLi. In
addition, the Hamer Group is entitled to a 15% fee on gross recoveries from
collections on preferences or lawsuits and a reasonable fee, including
expenses, for the collection thereof. In the event that an involuntary
proceeding is filed, the Hamer Group may pay its counsel, or other
professionals, out of liquidated recoveries of TSLi's estate. Per the
agreement, all aforementioned amounts are to be determined at the sole,
but reasonable, discretion of the Hamer Group, and judgment shall include but
not be limited to monthly administrative charges. The Company has accounted
for this assignment of TSLi as discontinued operations in accordance with
Statement of Financial Accounting Standards ("SFAS") No. 144, see Note 2
for additional discussion. Accordingly, the Company has reflected all
activities related to
TSLi operations as discontinued operations in the accompanying
financial statements.
FRONTIER ENERGY CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2006
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
As a result of the discontinued operations of TSLi activities, the
Company's sole activity as of December 31, 2006 and 2005 is maintaining
its corporate affairs.
On July 27, 2005, the Company authorized a name change to Frontier Energy Corp.
and changed the authorized shares to 100,000,000 shares with par value of
$0.001 per share. The Company also approved a 1-for -40 reverse stock split of
its common stock. Accordingly, the accompanying consolidated Financial
Statements have been retroactively adjusted as if the reverse stock split had
occurred at the Company's inception.
The Company formed FEC Holdings, Corp ("FEC"). as a Canadian subsidiary to
facilitate the proposed merger with Sol-Terra Energy, Inc. (see Note 5).
During the proposed merger negotiations, FEC incurred some exploration costs,
primarily connected to the Angels Exploration Fund, Inc. outlined in Note 5.
After the termination of the Sol-Terra Energy, Inc. merger negotiations, FEC
ceased operations in 2006.
On January 19, 2005, the Company entered into an Assignment and Assumption
Agreement ("Agreement") with a Company that holds and Option Purchase Agreement
("Contract") for purchase and sale of property in British Columbia, Canada.
In consideration for the Agreement, the Company issued 246,461 (9,858,434 pre-
split) shares of common stock valued at $80,000.00.
Going concern - The Company incurred a net loss of approximately $911,000
and $948,000 for the years ended December 31, 2006 and 2005, respectively. The
Company's liabilities exceed its assets (net of prepaid stock compensation) by
approximately $372,000 as of December 31, 2006. The Company's sole
operations has been discontinued with no other source of operating
revenues. These factors create substantial doubt about the Company's ability
to continue as a going concern. The Company's management plans to
continue as a going concern revolves around its ability to develop and/or
acquire new business operations, as well as, raise necessary capital to
maintain the corporate affairs of the Company.
The ability of the Company to continue as a going concern is dependent on
securing additional sources of capital and the success of the Company's plan.
The financial statements do not include any adjustments that might be necessary
if the Company is unable to continue as a going concern.
Use of estimates - The preparation of financial statements in conformity
with accounting principles generally accepted in the United States
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported
amounts of revenue and expenses during the periods presented. Actual results
could differ from those estimates.
Principles of consolidation - The consolidated financial statements include
the accounts of the Company and its wholly owned subsidiaries. All
significant intercompany accounts and transactions have been eliminated in
consolidation.
Property and equipment - Fixed assets are stated at cost less
accumulated depreciation. Depreciation is provided principally on the
straight-line method over the estimated useful lives of the assets, which are
generally 5 to 7 years. The amounts of depreciation provided are sufficient
to charge the cost of the related assets to operations over their estimated
useful lives. The cost of repairs and maintenance is charged to expense as
incurred. Expenditures for property betterments and renewals are
capitalized. Upon sale or other disposition of a depreciable property,
cost and accumulated depreciation are removed from the accounts and any
gain or loss is reflected in other income.
The Company periodically evaluates whether events and circumstances
have occurred that may warrant revision of the estimated useful life of fixed
assets or whether the remaining balance of fixed assets should be
evaluated for possible impairment. The Company uses an estimate of the
related undiscounted cash flows over the remaining life of the fixed
assets in measuring their recoverability.
Comprehensive income - In June 1998, the Financial Accounting Standards
Board ("FASB") issued SFAS No. 130, "Reporting Comprehensive Income" was
issued. SFAS No. 130 establishes standards for the reporting and display of
comprehensive income and its components in the financial statements. As of
December 31, 2005 and 2004, the Company has no items that represent
comprehensive income and, therefore, has not included a schedule of
Comprehensive Income in the accompanying financial statements.
Income taxes - The Company accounts for its income taxes in accordance with
SFAS No. 109 "Accounting for Income Taxes," which requires recognition of
deferred tax assets and liabilities for future tax consequences attributable
to differences between the financial statement carrying amounts of
existing assets and liabilities and their respective tax bases and tax
credit carryforwards. Deferred tax assets and liabilities are measured
using enacted tax rates expected to apply to taxable income in the years in
which those temporary differences are expected to be recovered or settled.
The effect on deferred tax assets and liabilities of a change in tax rates is
recognized in operations in the period that includes the enactment date.
As of December 31, 2006, the Company has available net operating loss
carryovers of approximately $2,428,000 that will expire in various periods
through 2026. Such losses may not be fully deductible due to the
significant amounts of non-cash service costs. The Company has established a
valuation allowance for the full tax benefit of the operating loss
carryovers due to the uncertainty regarding realization.
Stock-based compensation - The Company applied Accounting Principles
Board ("APB") Opinion No. 25 through December 31, 2005. Effective January
1, 2006, the Company adopted SFAS 123(R) using the modified prospective
transition method, which requires the measurement and recognition of
compensation expense for all share-based payment awards made to the Company's
employees and directors including stock options under the New Plan. The
Company's financial statements reflect the effect of SFAS 123(R). In
accordance with the modified prospective transition method, the Company's
financial statements for prior periods have not been restated to reflect, and
do not include, the impact of SFAS 123(R). Share-based compensation expense
recognized is based on the value of the portion of share-based payment awards
that is ultimately expected to vest. Share-based compensation expense
recognized in the Company's Statements of Operations during the year ended
December 31, 2006 included compensation expense for share-based payment awards
granted prior to, but not yet vested, as of December 31, 2005 based on the
grant date fair value estimated in accordance with the pro forma provisions of
SFAS 123 and compensation expense for the share-based payment awards granted
subsequent to December 31, 2005 based on the grant date fair value estimated in
accordance with the provisions of SFAS 123(R). In conjunction with the adoption
of SFAS 123(R), the Company elected to attribute the value of share-based
compensation to expense using the straight-line attribution. Share-based
compensation expense related to stock options was $ - and $ - for the years
ended December 31, 2006 and 2005, respectively. During the years ended December
31, 2006, and 2005, there was no share-based compensation expense related to
stock options recognized under the intrinsic value method in accordance with
APB 25.
Upon adoption of SFAS 123(R), the Company elected to value its share-based
payment awards granted after January 1, 2006 using the Black-Scholes option-
pricing model, which was previously used for its pro-forma information required
under SFAS 123. The Black-Scholes model was developed for use in estimating the
fair value of traded options that have no vesting restrictions and are fully
transferable. The Black-Scholes model requires the input of certain
assumptions. The Company's options have characteristics significantly different
from those of traded options, and changes in the assumptions can materially
affect the fair value estimates.
The Company issued 2,000,000 shares for stock compensation to officers of the
Company on February 17, 2006. The employment agreements vest the shares over a
24 month period beginning with the date of issue. Valuation of $2,040,000 was
based upon the weighted average stock price of $1.02 for the 5 trading days
preceding the issuance of the shares. The compensation is being expensed on a
monthly basis as the shares vest. Payroll taxes are being accrued on the
vested shares. The Company incurred stock based compensation expense of
$437,750 for the year ended December 31, 2006. The Company has cancelled two
certificates totaling 1,300,000 shares with value totaling $1,326,000. The
Company issued shares to the terminated officers for the vested 108,000 shares
instead of the certificates for the full amount. The third officer holds his
700,000 restricted share certificate, valued at $714,000. The Company has
recorded the issued shares as a prepaid expense and accrued the vested shares
against the prepaid monthly. As of December 31, 2006, the Company vested
320,833 shares valued at $327,250, with a remaining prepaid of 379,167 shares
valued at $386,750.
Net income (loss) per common share - The Company computes net income (loss)
per share in accordance with SFAS No. 128, "Earnings per Share" and
SEC Staff Accounting Bulletin ("SAB") No. 98. Under the provisions of SFAS
No. 128 and SAB No. 98, basic net loss per share is computed by dividing
the net loss available to common stockholders for the period by the weighted
average number of shares of common stock outstanding during the period.
The calculation of diluted net loss per share gives effect to common stock
equivalents, however, potential common shares are excluded if their
effect is antidilutive.
NEW ACCOUNTING PRONOUNCEMENTS
EITF Issue No. 06-3
In June 2006, the Emerging Issues Task Force ("EITF") reached a consensus on
EITF Issue No. 06-3, "How Taxes Collected from Customers and Remitted to
Governmental Authorities Should Be Presented in the Income Statement (That Is,
Gross versus Net Presentation)" ("EITF 06-3"). EITF 06-3 provides that the
presentation of taxes assessed by a governmental authority that is directly
imposed on a revenue-producing transaction between a seller and a customer on
either a gross basis (included in revenues and costs) or on a net basis
(excluded from revenues) is an accounting policy decision that should be
disclosed. The provisions of EITF 06-3 will be effective for us as of
January 1, 2007. We do not expect that the adoption of EITF 06-3 will have a
material impact on our consolidated financial statements.
FASB Interpretation No. 48
In July 2006, the FASB issued FIN 48, "Accounting for Uncertainty in Income
Taxes-an interpretation of FASB Statement No. 109" ("FIN 48"). FIN 48 clarifies
the recognition threshold and measurement of a tax position taken on a tax
return. FIN 48 is effective for fiscal years beginning after December 15, 2006.
FIN 48 also requires expanded disclosure with respect to the uncertainty in
income taxes. We are currently evaluating the requirements of FIN 48 and the
impact this interpretation may have on our financial statements.
SAB No. 107
In September 2006, the SEC Staff issued SEC Staff Accounting Bulletin 107
"Implementation Guidance for FASB 123 (R)." The staff believes the guidance
in the SAB will assist issuers in their initial implementation of Statement
123R and enhance the information received by investors and other users of
financial statements, thereby assisting them in making investment and other
decisions. This SAB includes interpretive guidance related to share-based
payment transactions with non-employees, the transition from nonpublic to
public entity status, valuation methods (including assumptions such as expected
volatility and expected term), the accounting for certain redeemable
financials instruments issued under share-based payment arrangements, the
classification of compensation expense, non-GAAP financial measures,
first-time adoption of Statement 123R in an interim period, capitalization
of compensation cost related to share-based payment arrangements, the
accounting for income tax effects of share-based payment arrangements upon
adoption of Statement 123R and disclosures of MD&A subsequent to adoption of
Statement 123R.
SAB No. 108
In September 2006, the SEC Staff issued Staff Accounting Bulletin No. 108,
"Considering the Effects of Prior Year Misstatements when Quantifying
Misstatements in the Current Year Financial Statements" ("SAB No. 108"). SAB
No. 108 requires the use of two alternative approaches in quantitatively
evaluating materiality of misstatements. If the misstatement as quantified
under either approach is material to the current year financial statements, the
misstatement must be corrected. If the effect of correcting the prior year
misstatements, if any, in the current year income statement is material, the
prior year financial statements should be corrected. In the year of adoption
(fiscal years ending after November 15, 2006 or calendar year 2006 for us), the
misstatements may be corrected as an accounting change by adjusting opening
retained earnings rather than being included in the current year income
statement. We are currently evaluating the requirements of SAB No. 108 and the
impact it may have on our consolidated financial statements.
SFAS No. 157
In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements"
(SFAS 157). SFAS 157 provides guidance for using fair value to measure assets
and liabilities. SFAS 157 addresses the requests from investors for expanded
disclosure about the extent to which companies measure assets and liabilities
at fair value, the information used to measure fair value and the effect of
fair value measurements on earnings. SFAS 157 applies whenever other standards
require (or permit) assets or liabilities to be measured at fair value, and
does not expand the use of fair value in any new circumstances. SFAS 157 is
effective for financial statements issued for fiscal years beginning after
November 15, 2007 and will be adopted by the Company in the first quarter of
fiscal year 2009. The Company is unable at this time to determine the effect
that its adoption of SFAS 157 will have on its results of operations and
financial condition.
SFAS No. 158
In September 2006, the FASB issued SFAS No. 158, "Employers' Accounting for
Defined Benefit Pension and Other Postretirement Plans" ("SFAS No. 158"). SFAS
No. 158 requires companies to recognize in their statement of financial
position an asset for a plan's overfunded status or a liability for a plan's
underfunded status and to measure a plan's assets and its obligations that
determine its funded status as of the end of the company's fiscal year.
Additionally, SFAS No. 158 requires companies to recognize changes in the
funded status of a defined benefit postretirement plan in the year that the
changes occur and those changes will be reported in comprehensive income. The
provision of SFAS No. 158 that will require us to recognize the funded status
of our postretirement plans, and the disclosure requirements, will be effective
for us as of December 31, 2006. We do not expect that the adoption of SFAS
No. 158 will have a material impact on our consolidated financial statements.
SFAS No. 123(R)-5
FSP FAS 123(R)-5 was issued on October 10, 2006. The FSP provides
that instruments that were originally issued as employee compensation
and then modified, and that modification is made to the terms of the instrument
solely to reflect an equity restructuring that occurs when the holders
are no longer employees, then no change in the recognition or the measurement
(due to a change in classification) of those instruments will result if
both of the following conditions are met: (a). There is no increase in fair
value of the award (or the ratio of intrinsic value to the exercise price of
the award is preserved, that is, the holder is made whole), or the
antidilution provision is not added to the terms of the award in contemplation
of an equity restructuring; and (b). All holders of the same class of equity
instruments (for example, stock options) are treated in the same manner. The
provisions in this FSP shall be applied in the first reporting period
beginning after the date the FSP is posted to the FASB website. We will
evaluate whether the adoption will have any impact on your financial
statements.
Reclassification - The financial statements for 2006 reflect certain
reclassifications, which have nominal effect on net income, to conform
to classifications in the current year.
NOTE 2 - MINERAL RIGHTS-
On January 19, 2005, the Company entered into an Assignment and Assumption
Agreement ("Agreement") with a Company that holds and Option Purchase Agreement
("Contract") for purchase and sale of property in British Columbia, Canada. In
consideration for the Agreement, the Company issued 246,461 (9,858,434 pre-
split) shares of common stock valued at $80,000.00. On January 22, 2005,
the registrant acquired the 100% interest in a copper, gold and platinum
mineral prospect (the "Property"). The Property consists of 20 claim units
in central British Columbia, Canada approximately 45 miles east of Williams
Lake. The Property is located in the central Quesnel Trough and adjoins
the south border of Imperial Metals', Mount Polley copper/gold mine. Due to
the Company's change of business direction and decision to not renew the
required annual 2006 fees for maintaining these claims, the Company has
recorded an $80,000 loss on impairment of mineral claims in 2005.
On October 12, 2005, the Company entered into an agreement with Angels
Exploration Fund, Inc. (Angel's). The October 12 agreement agreed to pay
5,000,000 in restricted shares for the funding of test wells on property in
Alberta, Canada. An additional 100,000 restricted shares are deliverable if
the first test well is taken to completion. If Angel's is unable to provide
$1,000,000 in financing costs within 90 days of the agreement, 4,500,000 of the
shares will be cancelled. If Angel's is unable to provide $2,000,000 within 90
days of the agreement, the Company will have the right to cancel 2,500,000 of
the shares. Under the agreement, the Company acquired an eighty percent
working interest from Angels undivided 100 percent working interest, subject to
a 10 percent gross overriding royalty.
On October 25, 2005, the Company and Angel's entered into an agreement with
1097855 Alberta, Ltd. to drill test wells on property that 1097855 Alberta,
Ltd. has title interest. Development is to begin prior to July 30, 2006.
Under the agreement, the Company could earn a ninety percent working interest
from the undivided 100 percent working interest that 1097885 Alberta Ltd. owns,
subject to a 15 percent gross overriding royalty.
On March 31, 2006, no additional exploration had been performed on the
agreements and the Company agreed to cancel the agreements.
In December 2006, the Company paid $10,905 to lease 640 acres in the Rocky
Mountain range for a 10 year term. The Company will amortize the costs of the
lease over the lease life.
NOTE 3 - RELATED PARTY TRANSACTIONS-
Due to Related Parties - Due to related parties at December 31, 2006 and 2005
totaling $446 and $275, respectively consist of working capital advances
from the Company's stockholders. The advances are non-interest bearing,
unsecured and due on demand.
During 2006 the President of the company received 40,000 shares of Series B
preferred stock for services. Each Series B preferred share has the voting
rights of 1,000 shares of common stock. Valuation of $40,400 was based upon
the weighted average stock price of $1.01 for the 5 trading days preceding the
issuance of the shares.
NOTE 4 - INCOME TAXES
The Company did not record any current or deferred income tax provision
or benefit for any of the periods presented due to continuing net losses
and nominal differences.
The Company has provided a full valuation allowance on the deferred tax
asset, consisting primarily of net operating losses, because of uncertainty
regarding its realizability.
As of December 31, 2006 and 2005, the Company had a net operating loss carry
forward of approximately $4,824,000 and $4,090,000 respectively for federal
income tax purposes to offset future taxable income, if any. Utilization
of the net operating loss carry forward, which will expire in various
periods through 2026, may be subject to certain limitations under Section 382
of the Internal Revenue Code of 1986, as amended, and other limitations under
state and foreign tax laws. To the extent that net operating losses of
approximately $4,824,000, when realized, relate to stock options and
warrants, the resulting benefits will be credited to stockholders' equity.
Deferred income taxes reflect the net tax effects of temporary
differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for income tax purposes. As
of December 31, 2006 and 2005 the significant components of the Company's
deferred tax assets are approximately as follows:
2006 2005
----------- -----------
Net operating loss $(5,001,000) $(4,090,000)
Stock based compensation 2,573,000 1,992,000
----------- -----------
$ 2,428,000 $ 2,098,000
=========== ===========
Deferred tax asset at 35% $ 850,000 $ 734,000
Valuation allowance for deferred
tax assets (850,000) (734,000)
----------- -----------
Net deferred tax assets $ -- $ --
=========== ===========
|
NOTE 5 - STOCKHOLDERS' EQUITY
Preferred Stock - The Company's articles of incorporation authorize up
to 27,000,000 shares of $0.001 par value preferred stock. Shares of preferred
stock may be issued in one or more classes or series at such time as the
Board of
Directors determine. During fiscal 2000, the Board of Directors designated
1 share of Series A preferred stock ("Preferred A"). Each share of Preferred A
is convertible into common stock at a rate of $10.00 per share, subject to
future adjustments, as defined. As of December 31, 2005, the Company has 1
share of Preferred A issued and outstanding.
During fiscal 2000, the Board of Directors had designated 10,000,000 shares
of Series B 7% convertible preferred stock ("Preferred B"). Each Preferred B
share has a liquidation preference of $10.00 per share plus accrued dividends
and is
convertible at anytime into such number of fully paid and non-assessable
shares of common stock as is determined by dividing $10.00 plus the
amount of any accrued and unpaid dividends by the conversion price of $10.00
at the time of conversion, subject to future adjustments, as defined. The
Preferred B shares are automatically converted in the event of an effective
registration statement filing or and affirmative vote of the preferred
holders voting as a separate class. As of December 31, 2006 and 2005,
40,000 and no shares, respectively, of Preferred B were issued or outstanding.
Common Stock -
During 2004, the Company issued 500 (200,000 pre-split) shares of its common
stock to its President as a result of options that were exercised. The
options were granted as a result of options previously granted and exercised in
2003 with an exercise price of $0.20. The Company had elected to re-price
those previously granted and exercised options from $0.20 to $0.10 which
resulted in the additional issuance of options for 500 (200,000 pre-split)
shares of common stock. The re-pricing and additional issuance of such
options has resulted in an expense to Company of approximately $20,000 which
has been reflected in 2005.
On July 27, 2005, the Company authorized a name change to Frontier Energy Corp.
and changed the authorized shares to 100,000,000 shares with par value of
$0.001 per share. The Company also approved a 1-for -40 reverse stock split of
its common stock. Accordingly, the accompanying consolidated Financial
Statements have been retroactively adjusted as if the reverse stock split had
occurred at the Company's inception.
Pursuant to the upset provision in the Angel's Agreement that was signed by the
Company on October 12, 2005, the Company cancelled 4,500,000 of the 5,000,000
shares issued to Mr. Jeffrey A. Cocks in March 2006. The remaining shares were
accounted for by the Company as a finder's fee for the agreement.
During 2006, Consultants to the Company exercised options to acquire 500,000
shares of common stock at par value. The consultants paid for the exercise by
reducing accounts payable owed by the Company.
During 2006, The Company issued 2,000,000 shares for stock compensation to
officers of the Company on February 17, 2006. The employment agreements vest
the shares over a 24 month period beginning with the date of issue. Valuation
was based upon the weighted average stock price of $1.02 for the 5 trading days
preceding the issuance of the shares. The compensation is being expenses on a
monthly basis as the shares vest. For the year ended December 31, 2006,
428,837 shares of stock under the employment agreements have vested to the
officers, at an expense of $437,750.
On April 5, 2006, the Registrant's Board of Directors terminated the employment
contracts of Jeffery Cocks as the Registrant's Chief Operating Officer and
Kevin Tattersall as the Registrant's Chief Exploration Officer. The Registrant
has not appointed successors to either position. The Registrant terminated
these contracts as part of a re-evaluation of the Registrant's entire
management team and overhead expenses and should not be construed as a negative
judgment on Messrs. Cocks and Tattersall. Pursuant to the agreement,
termination of employment without cause obligates the Company to pay two months
of the officers' salaries, totaling $8,000 to each officer. Two certificates
for 1,300,000 shares were returned to the transfer agent and cancelled. New
certificates for the vested shares were issued by the Company upon cancellation
of the original certificates. Each officer received new certificates of 54,000
vested shares valued at $55,250
The share certificate for 700,000 shares issued to the remaining officer of the
Company is being held by the Company. . The shares for the officer are
considered contingently issuable shares, and thus are included in EPS only as
they are vested over the two year vesting period. The unvested shares are
reported as "Common stock issued for future services on employment agreement"
as a contra equity account on the balance sheet.
In February 2006, the Registrant commenced an offering under Regulation S (the
"Offering"), solely to non-US persons located outside of the United States. On
April 5, 2006, before accepting any subscriptions or funds from investors in
the Offering, the Registrant cancelled the Offering and requested the return of
all offering materials
On April 5, 2006, the Company issued 50,000,000 shares of common stock to Sol-
Terra Energy, Inc. in exchange for all of Sol-Terra's assets, which include a
substantial interest in gas-bearing property in Alberta. The Company has held
the stock certificate pending valuation of the assets and closing of the
transaction. The Company will record the transaction upon completion of the
asset valuation. Due to the Company's possession of the certificate, it is
deemed un-issued and not outstanding. On October 16, 2006, failing to receive
an appraisal for the assets of Sol-Terra, the Company cancelled the 50,000,000
share certificate and terminated the April 5, 2006 agreement.
On May 31, 2006, the Company issued 40,000 shares of Class A preferred stock to
the Chairman, Robert Genesi in exchange for his services. The preferred
shares carry voting rights of 1,000 votes per share.
On July 6, 2006, the Registrant commenced an offering under Regulation S (the
"Offering"), solely to non-US persons located outside of the United States.
Terms of the agreement were to raise up to $2,000,000 by sale of common shares
at a per share purchase price equal to 40% of the previous day's last trade
price, as traced on the Other the Counter Bulletin Board. The sales agent
received 10% of the proceeds. Through December 31,2006, the Company sold
939,858 shares for net $185,573.
On July 28, 2006, 309,000 options were exercised at $0.001 for $309. On
September 5, 2006, 50,000 options were exercised at $0.001 for $50. On
September 13, 2006, 75,000 options were exercised at $0.001 for $75.
Stock Options - In February 2000, the Company's Board of Directors and
majority shareholders approved and adopted the Frontier Energy Corp., fka GT
Data Corporation 2000 Stock Option Plan ("the 2000 plan"). As amended, a
total of 333,333 shares of common stock are reserved for issuance under the
2000 plan. The exercise price for each option shall be equal to 100% to 110%
of the fair market value of the common stock on the date of grant, as defined.
The 2000 plan shall terminate ten years after its adoption by the Board of
Directors and may be terminated by the Board of Directors on any earlier
date, as defined.
In March 2001, the Company's Board of Directors and majority
shareholders approved and adopted the Frontier Energy Corp., fka GT Data
Corporation 2001 Stock Option Plan ("the 2001 plan"). A total of 4,500,000
shares of common stock are reserved for issuance under the 2001 plan. The
exercise price for each option shall be no less than 100% to 110% of the fair
market value of the common stock on the date of grant, as defined. The 2001
plan shall terminate ten years after its adoption by the Board of Directors
and may be terminated by the Board of Directors on any earlier date, as
defined.
The following is a status of the stock options outstanding at December 31,
2006 and 2005 and the changes during the two years then ended:
Year Ended December 31,
--------------------------------------
2006 2005
----------------- ----------------
Weighted Weighted
Average Average
Options Price Options Price
------- ------ ------- ------
Outstanding, beginning of year 65,000 $ 4.00 65,000 $ 4.00
Granted 934,000 0.001 -- --
Exercised (934,000) 0.001 -- --
Cancelled/Forfeited -- -- -- --
------- ------ ------- ------
Outstanding, end of year 65,000 $ 4.00 65,000 $ 4.00
======= ====== ======= ======
Exercisable, end of year 65,000 $ 4.00 65,000 $ 4.00
======= ====== ======= ======
Weighted average fair
value of options granted $ 1.50 $ 1.50
====== ======
|
65,000 of the outstanding options at December 31, 2005 have exercise prices
$4.00 per share average remaining contractual life of 5 years. All 65,000 of
these options were exercisable during 2005 and 2006.
Had compensation costs for the Company's 2003 options granted to
employees been determined under SFAS 123, the minimum value of each option
would have been estimated using the Black-Scholes option pricing model on the
date of grant using the following assumptions: (i) no dividend yield,
(ii) average volatility ranging from 366% to 470%, (iii) weighted average risk
free interest rate of approximately 4% and (iv) average expected useful
life of 3 years.
During 2004, the re-priced options for 10,000 (400,000 pre-split) shares of
common stock which were issued during 2003 from $0.20 to $0.10 (pre-reverse
stock split) per share. As a result of this re-pricing, the Company issued the
10,000 (400,000 pre-split) shares to two individuals: (1) the President of the
Company; and (2) shareholder of the Company. The Company recorded a $40,000
expense related to this re-pricing and subsequent issuance of common stock.
During 2006, the company granted options to the Officer of the Company and for
consulting services and for repayment of a loan. These options were exercised
at the grant date.
Warrants - From time to time, the Company issues warrants pursuant to
various consulting agreements. There were no warrants granted during fiscal
years ended 2006 and 2005.
The following represents a summary of warrants outstanding for the years
ended December 31, 2006 and 2005:
Year Ended December 31,
--------------------------------------
2006 2005
----------------- ----------------
Weighted Weighted
Average Average
Warrants Price Warrants Price
-------- ------ -------- ------
Outstanding, beginning of year 2,000 $50.00 2,000 $50.00
Granted - - - -
Exercised - - - -
Cancelled/Forfeited - - - -
-------- ------ -------- ------
Outstanding, end of year 2,000 $50.00 2,000 $50.00
======== ====== ======== ======
Exercisable, end of year 2,000 $50.00 2,000 $50.00
======== ====== ======== ======
|
All of the warrants outstanding at December 31, 2006 have an exercise price
of $50.00 per share and a weighted average remaining contractual life of 0.5
years. All of the warrants are exercisable at December 31, 2006.
ITEM 8.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURES
The auditor for the Company prior to March 7, 2006, was De Joya &
Company. The Company was notified that De Joya & Company decided to withdraw
from the Public Company Auditing Oversight Board and will no longer be
performing public company audits. On March 7, 2006, the Company engaged De Joya
Griffith & Company, LLC as its independent registered public accounting firm
to audit the Company's financial statements. The prior auditor De Joya &
Company audited the Company's financial statements for the fiscal year ended
December 31, 2004 and 2003. This firm's report on these financial statements
was modified as to uncertainty that the Company will continue as a going
concern; other than this, the accountant's report on the financial statements
for the period neither contained an adverse opinion or a disclaimer of opinion,
nor was qualified or modified as to uncertainty, audit scope, or accounting
principles.
ITEM 8A. CONTROLS AND PROCEDURES
(a) Evaluation of disclosure controls and procedures. Under the
supervision and with the participation of our senior management, including our
chief executive officer and principal financial officer, we conducted an
evaluation of the effectiveness of the design and operation of our disclosure
controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934, as amended, as of the end of the period
covered by this Annual Report (the "Evaluation Date"). Based on this
evaluation, our chief executive officer concluded as of the Evaluation Date
that our disclosure controls and procedures were effective and that the
information relating to Frontier Energy, including our consolidated subsidiary,
required to be disclosed in our Securities and Exchange Commission ("SEC")
reports (i) is recorded, processed, summarized and reported within the time
periods specified in SEC rules and forms, and (ii) is accumulated and
communicated to our management, including our chief executive officer, as
appropriate to allow timely decisions regarding required disclosure.
(b) Changes in internal control over financial reporting. There have
been no changes in our internal control over financial reporting that occurred
during the year ended December 31, 2006 that have materially affected or are
reasonably likely to materially affect our internal control over financial
reporting.
ITEM 8A. OTHER INFORMATION
None.
PART III
ITEM 9.DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The names of our executive officers and directors, their ages as of
April 15, 2007, and the positions currently held by each are as follows:
NAME AGE POSITION
---- --- --------
Robert Genesi 69 President, Chief Executive Officer, Principal Financial
Officer and Director
Don Huang Director
|
The terms of each of the directors expires at the next annual meeting of
the stockholders, the date for which has not been set by the Board of
Directors. The officers serve at the pleasure of the Board of Directors.
All directors hold office until the next annual meeting of stockholders
and until their successors have been duly elected and qualified. Directors
will be elected at the annual meetings to serve for one-year terms. The
Company does not know of any agreements with respect to the election of
directors. The Company has not compensated its directors for service on the
Board of Directors of Frontier or any of its subsidiaries or any committee
thereof. Any non-employee director of Frontier or its subsidiaries is
reimbursed for expenses incurred for attendance at meetings of the Board of
Directors and any committee of the Board of Directors, although no such
committee has been established. Each executive officer of Frontier is
appointed by and serves at the discretion of the Board of Directors.
None of the officers or directors of Frontier is currently an officer or
director of a company required to file reports with the Securities and Exchange
Commission, other than Frontier.
The business experience of each of the persons listed above during the
past five years is as follows:
ROBERT GENESI, DIRECTOR, CHIEF EXECUTIVE OFFICER
Mr. Genesi has in excess of 25 years of operating experience in senior
and corporate level positions with a variety of major technology firms and
holds five patent designs. Prior to co-founding Frontier Energy Corporation,
Mr. Genesi served as the President and CEO of IData Corporation, a company that
develops superior linear storage products for the fastest growing segment of
the storage business. Mr. Genesi served as the President and CEO of DAS
Devices from 1997-1998 and raised over $54,000,000 in financings for the
company in addition to selling the head manufacturing company to Applied
Magnetics Corporation. From 1994 to 1996, Mr. Genesi was the President and CEO
of Rexon Corporation. During his tenure at Rexon, Mr. Genesi was able to
successfully sell the company to Legacy - Canada. Mr. Genesi was President
and COO or Read-Rite Corporation from 1987 to 1993. Mr. Genesi has been
involved in many different areas during his career, including production,
finance, marketing, and human resources. Mr. Genesi is an engineer by training.
DON HUANG, DIRECTOR
[INSERT BIO FOR DON]
SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE.
Based solely upon a review of Forms 3 and 4 (there have been no
amendments) furnished to the Company during the year ended December 31, 2005
(no Forms 5 having been furnished with respect to such year) and written
representation furnished to the Company as provided in paragraph (b)(2)(i) of
Item 405 of Form 10-KSB, there are no persons who need to be identified under
this Item as having failed to file on a timely basis reports required by
Section 16(a) of the Securities Exchange Act of 1934 during the most recent
fiscal year.
CODE OF ETHICS
We adopted the Frontier Energy Corp. Code of Ethics for the CEO and
Senior Financial Officers (the "finance code of ethics"), a code of ethics that
applies to our Chief Executive Officer, Chief Operating Officer, Chief
Exploration Officer, Principal Financial Officer, controller and other finance
organization employees. A copy of the finance code of ethics may be obtained
from the Company, free of charge, upon written request delivered to the
Company's Investor Relations Department, c/o Frontier Energy Corp., 2413
Morocco Avenue, North Las Vegas, Nevada 89031 If we make any substantive
amendments to the finance code of ethics or grant any waiver, including any
implicit waiver, from a provision of the code to any of our executives or
employees, we will disclose the nature of such amendment or waiver in a report
on Form 8-K.
ITEM 10. EXECUTIVE COMPENSATION
The following table shows the cash compensation paid by us, as well as
certain other compensation paid or accrued, during the period ended December
31, 2005 to our Chief Executive Officer.
SUMMARY COMPENSATION TABLE
ANNUAL COMPENSATION
---------------------------------
OTHER ANNUAL
NAME AND POSITION YEAR SALARY($) COMPENSATION ($)
----------------- ---- -------- ---------------
Robert Genesi, CEO(1) 2005 $ - $ -
2004 - -
2003 $105,000 $ 12,000
______________
|
(1)Includes housing and car allowance.
EMPLOYMENT CONTRACTS
On February 17, 2006, the Company entered into an employment agreement
with Robert Genesi whereby Mr. Genesi will serve as the CEO of the Company. The
term ("Term") of employment is from February 15, 2006 through March 31, 2008.
The Term may be extended beyond March 31, 2008, upon the mutual agreement of
the parties and may be terminated prior to March 31, 2008, upon the occurrence
of certain conditions. Mr. Genesi will be paid an annual salary of $48,000. He
will also receive 700,000 common shares of the Company which will vest monthly
over 24 months. The shares are also subject to a lock agreement pursuant to
which none of the shares may be sold prior to February 17, 2008.
DIRECTORS' COMPENSATION
Currently there is no compensation package for our board. While we
expect to create a compensation package for our board members during the next
12 months, we do not currently have any preliminary agreements or
understandings with respect to such compensation packages.
We currently do not have any employee stock option or other incentive
plans.
ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS
The following table presents information known to us, as of March 15,
2007, relating to the beneficial ownership of common stock by:
* each person who is known by us to be the beneficial holder of more
than 5% of our outstanding common stock;
* each of our named executive officers and directors; and
* our directors and executive officers as a group.
We believe that all persons named in the table have sole voting and
investment power with respect to all shares beneficially owned by them, except
as noted.
Percentage ownership in the following table is based on 3,329,578 shares
of common stock outstanding as of March 15, 2006. A person is deemed to be the
beneficial owner of securities that can be acquired by that person within 60
days from the date of this Annual Report upon the exercise of options, warrants
or convertible securities. Each beneficial owner's percentage ownership is
determined by dividing the number of shares beneficially owned by that person
by the base number of outstanding shares, increased to reflect the shares
underlying options, warrants or other convertible securities included in that
person's holdings, but not those underlying shares held by any other person.
NUMBER OF PERCENTAGE
SHARES OF COMMON OF SHARES
NAME OF STOCK BENEFICIALLY BENEFICIALLY
BENEFICIAL OWNER OWNED OWNED
---------------- ------------------ ------------
Robert Genesi (1) 700,000 21.0%
All directors and officers 2,500,000 75.0%
(3 persons)
___________
|
(1) The address of each of our officers listed in the table is in care
of Frontier Energy Corp., 2413 Morocco Avenue, North Las Vegas,
Nevada 89031
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Our President and another former officer of the Company accepted 383,000
shares in lieu of outstanding debt totaling $456,961 during 2004.
ITEM 13. EXHIBITS, LISTS AND REPORTS ON FORM 8-K
EXHIBITS AND FINANCIAL STATEMENTS.
(A) Financial Statements and Schedules
See "Index to Financial Statements"
(B) Exhibits
EXHIBIT
NUMBER DESCRIPTION
------- -----------
10.7 Employment Agreement dated February 17, 2006 between Company and
Robert Genesi.*
31.1 Certification of Chief Executive Officer pursuant to Section 302
of the Sarbanes-Oxley Act of 2002.*
32.1 Certification of Chief Executive Officer and Chief Financial
Officers pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.*
__________
|
* Filed Herewith
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The Company's Board of Directors reviews and approves audit and
permissible non-audit services performed by its independent accountants, as
well as the fees charged for such services. In its review of non-audit service
fees and its appointment of De Joya, Griffith & Company, LLC as the Company's
independent accountants, the Board of Directors considered whether the
provision of such services is compatible with maintaining independence. All of
the services provided and fees charged by De Joya and Company in 2004 and De
Joya, Griffith and Company, LLC were approved by the Board of Directors. The
following table presents fees for audit services rendered by De Joya and
Company and De Joya Griffith & Company, LLC for the audits of the our annual
financial statements for the years ended December 31, 2006 and December 31,
2005, respectively and fees billed for other services rendered during those
periods.
FISCAL 2006 FISCAL 2005
----------- -----------
Audit Fees(1) $ 15,000 0
Audit-Related Fees(2) - -
Tax Fees(3) - -
----------- -----------
Subtotal $ 15,000 0
All other Fees(4) -0- -0-
Total $ 15,000 0
=========== ===========
|
(1) Audit Fees - Audit fees billed to the Company for auditing the Company's
annual financial statements and reviewing the financial statements included in
the Company's Quarterly Reports on Form 10-QSB.
(2) Audit-Related Fees - There were no other fees billed by during the last
two fiscal years for assurance and related services that were reasonably
related to the performance of the audit or review of the Company's financial
statements and not reported under "Audit Fees" above.
(3) Tax Fees - There were no tax fees billed during the last two fiscal
years for professional services.
(4) All Other Fees - There were no other fees billed by during the last two
fiscal years for products and services provided.
Pre-approval of Audit and Non-Audit Services of Independent Auditor
The Board of Director's policy is to pre-approve all audit and non-audit
services provided by the independent auditors. These services may include
audit services, audit-related services, tax services and other services. Pre-
approval is generally provided for up to 12 months from the date of pre-
approval and any pre-approval is detailed as to the particular service or
category of services. The Board of Directors may delegate pre-approval
authority to one or more of its members when expedition of services is
necessary. The Board of Directors has determined that the provision of non-
audit services by De Joya Griffith & Company, LLC is compatible with
maintaining its independence.
SIGNATURES
In accordance with Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
FRONTIER ENERGY CORP.
Dated: April 2, 2008
By: /S/ Robert Genesi
------------------------
Name: Robert Genesi
Title:President, CEO, Principal
Financial Officer
and Director
|
Frontier Energy (CE) (USOTC:FRGY)
과거 데이터 주식 차트
부터 5월(5) 2024 으로 6월(6) 2024
Frontier Energy (CE) (USOTC:FRGY)
과거 데이터 주식 차트
부터 6월(6) 2023 으로 6월(6) 2024