KingOfSpades
2年前
Empire Petroleum : False Disclosures
Latest insider filings show :-
Pucket Land, change +1 million as of 5/17. False. Reflects the split shares. No new purchase.Petroleum Ind (Pie) (Mulacek) change +424'500. False. Was there before. No new purchases.Big Red Revocable Trust (Mulacek) change +378'750. False. Was not reported earlier.Five Sterling (Mulacek) change +343'750. False. No new purchases.
Mulacek through disclosed holdings owns 44,52% of Empire. Undisclosed holdings include family members. Cousin, nephews, all showing up in the S3 filed last year.Same modus operandi as with Kina Petroleum of Australia where Mulacek took control and then the company went bust and he moved it to BVI, out of prying eyes, and where Mulacek and family control several other companies. Investors beware.
KingOfSpades
2年前
Dubious, complex &furiously frequent related party transactions
Have a look at the Empire 13D filed earlier this year. It makes for disturbing reading Empire 13D
In September last year the company ‘modified’ its loan agreement with Energy Evolution Fund (whose only real position is bizarrely Empire and is run, equally bizarrely, by Phil Mulacek, the Empire Chairman and his son Sterling Mulacek). Presumably this was agreed by all sides over a discussion at a Mulacek family barbecue?
Part of this was granting a new warrant to buy 500,000 shares in Empire at $5. Also extending the second loan by 18months to June 30, 2023 and the Fund agreeing to get paid interest on the loan in Empire stock at a fixed price of $5 per share IF THEY OPTED FOR IT. Nice giant gift of free optionality huh?! They had to exercise $6.5m of the convert they owned to get this but the entire conflicted Empire / EEF setup is about using Empire warrants and stock to generate highly amplified mark-to-market performance in EEF whose track record is then used to raise real money
Ask yourself why any reputable operators would involve themselves in such a dubious, complex and furiously frequent series of highly complex debt, equity and warrant transactions between a listed company and a bunch of related parties they also control (including PIE aswell as EEF, amongst others)? If you can figure out a reason that isnt of great concern to Empire shareholders then please post it below
KingOfSpades
2年前
Empire Petroleum / 10Q / bizarre related party disclosure
See the 10Q out last week and look at the Related Party disclosure (below)
So Energy Evolution Fund (Mulacek controlled) owns 25% of Empire Petroleum (essentially its only investment, together with the EP Series A Preferred Stock which gives it 3 board seats). Then we have two board members of this Mulacek controlled fund who own another 19% of Empire Petroleum. This is besides all the other vast Mulacek family and friend ownership interests you can see on the roster. This company is owned and controlled by the Mulaceks lock, stock and barrel and a consequence has been the bizarre trading activity in recent years amongst all these people as the stock miraculously rose without trace. The idea that this board can police a guy like Mulacek who has spent his corporate life escaping international lawsuits is ridiculous…..and probably an academic question when this entire company is surely just the latest vehicle to enrich himself via the same misdeeds he has always used
“Note 13 – Related Party Transactions
The Fund is a related party of the Company as it beneficially owns approximately 25% of the Company’s outstanding shares of common stock as of June 30, 2022. Additionally, a board member of the Fund was appointed to the Company’s Board of Directors in October 2021 as the Board co-chairman. This Board member separately beneficially owns approximately 16% of the Company’s outstanding shares of common stock and held all outstanding shares of preferred stock at June 30, 2022. The Board member also is a majority owner of PIE. In October 2021 another board member of the Fund was appointed to the Company’s Board of Directors and has an ownership percentage of approximately 3%.”
KingOfSpades
2年前
Woodlands TX77380 : PIE/MineralResources/Empire/EEF
So Energy Evolution Fund works out of the same address as the senior Empire Petroleum team (some via their second jobs with Mineral Resources and PIE also at their Woodlands, TX 77380 address). So again a hedge fund run by the same people who run its largest (publicly listed) investment, Empire Petroleum, and effectively it’s only investment, and who separately control said investment through offshore nominee holdings of family and friends, multiple directorships in their pocket etc. And all these entities with huge 3rd party investments they each have a fiduciary duty towards juggled across their desks at the Mulacek lair of the Woodlands offices with 'compliance officers' also sharing the conflicts….
In last year's announcement Empire Petroleum said that PIE and Mineral Resources (funded by Phil Mulacek) had bought 40% of EMPR Texas. Since then no mention in any of EMPR's SEC filings. Mineral Resources appears to be run by Gerard Jacquin the mysterious financier living in France, together with Phil Mulacek and Alain and Marc Vinson, Phil's nephews. Similarly in August 2020 Empire announced a Securities Purchase Agreement for contractor operator PIE (Phil’s private investment company since 1981) to have the opportunity to own up to 40% of Empire equity and two board seats….what came of this?!
KingOfSpades
2年前
The Mulacek web of corruption worsens...
So right out of the blue Phil Mulacek is appointed Chief Investment Officer of Energy Evolution Fund, with no news or press releases anywhere, straight below the radar on the qt……but no surprise after son Sterling had been telling colleagues in recent months he wouldn’t go to jail for his dad….now Sterling will be able to say he was ‘only obeying orders’ if and when the hammer of justice falls on his charade of a fund
So we now have a web of corruption and horrific conflicts that defy all description and show just how desperate these characters now are to keep this house of cards upright :-
Phil Mulacek is simultaneously the Chair of Empire Petroleum and the Chief Investment Officer of its largest investor, Energy Evolution Fund based offshore in Cayman
Mason Matschke is simultaneously main board Director of Empire Petroleum and Chief Compliance Officer of its largest investor, Energy Evolution Fund
Phil has three Empire Petroleum directorships in his pocket as owner of the Series A Voting Preferred Stock issued by Empire as reward for a major investment in the company by his son’s Energy Evolution Fund (thanks son!). Aside from his covert control of the stock (of which more below), Phil now openly controls both the Fund and its largest investment (almost its only investment), Empire Petroleum. Don’t let us wake you up there SEC!
Energy Evolution Fund has almost all its capital invested in Empire Petroleum. Sounds like a sound strategy to invest almost all your capital in a company controlled by your dad (now your Chief Investment Officer) and on whose board sits your Chief Compliance Officer? Know any Chief Compliance Officer anywhere else who wouldn’t have RUN from this situation?
The heart of this scheme has been Phil’s coordinating the trading of Empire shares between his family, friends, minor employees, cronies and their offshore nominees, trusts etc (the people who own almost all the shares in reality) in an orchestrated and rotational manner to make it look like a stellar never-ending performance. This then makes the fund performance look incredible (it’s all-in invested in Empire!) and lets them pull 3rd party investor money into the fund that is then wholly under their control and which they can pump into the company and keep this sordid ferris wheel spinning….
Did the Mulaceks invest big personal cash in the fund? As far as we can see it was instead in-kind subscriptions of Empire shares into the fund that got them their stake in the fund and got the fund invested in Empire. In other words they put in just cheap paper they already owned before they then inflated it. Great scheme as long as nobody notices what you are up to….
KingOfSpades
3年前
Phil Mulacek given three Empire directors as gift from son
In case you still didn’t believe that Phil Mulacek controls Empire Petroleum lock, stock and barrel have a read of their 8-K report :-
“On March 8, 2022, the Company filed the Certificate of Designation with the Secretary of State of the State of Delaware and immediately thereafter the Company issued the Series A Voting Preferred Stock to Phil Mulacek”
What exactly is the Series A Voting Preferred Stock? Well read below from the 8-K. Phil got this Stock ostensibly because of his son Sterling’s fund investing almost all its money in Empire (was it a fathers day gift?). Gives Phil no less than THREE directors in his pocket! This in a company whose shareholder roster consists largely of his friends, family or cronies, mostly via their offshore trusts or nominees
“As partial consideration for a strategic investment in the Company by Energy Evolution (Master Fund), Ltd. (the “Fund”), the Board announced that it intends to issue six shares of Preferred Stock (the “Series A Voting Preferred Stock”) with the exclusive right to vote for election of three Directors (the “Series A Directors”), and to issue the Series A Voting Preferred Stock to Phil Mulacek, one of the principals of the Fund, as the Fund’s designee pursuant to a Certificate of Designation of Series A Voting Preferred Stock (the “Certificate of Designation”).”
KingOfSpades
3年前
Empire Petroleum secretly controlled by Phil Mulacek & his cronies
Sterling Mulacek Trust. Phil himself, PIE, and Gerard. The latter lived at the same address, 10 Newton Road, Gloucester House, as Phil and Marc Vinson. Gerard is a Director of Asian Oil and Gas with Phil and shares the office at Shaw House in Singapore with Phil and Marc Vinson. Gerard is one of the beneficial owners of Pacific Brunei which got transferred from Brunei to BVI. He is a Director of Asian Gas Partners BVI. He is the owner of Mineral Resources Acquisitions BVI which guarantees the debts of Global Oil and Gas in BVI, together with Phil. He is the nominee for Phil and held over 16% of Kina Petroleum which was then delisted by Phil and moved to BVI. Gerard is a French citizen and was a French tax resident until 2015 when he moved to Singapore. As a Singapore Employment Pass holder he can act as Nominee as he does not have to pay any tax in Singapore on monies earned and held outside of Singapore. He probably holds lots of monies through various offshore companies for Phil himself. Phil went to meet him 5 weeks ago in person near Paris as Gerard wants out. Gerard mentioned as selling shareholder in Empire Petroleum holding over 3 million shares, now 750'000 shares.
KingOfSpades
3年前
Latest Mulacek meltdown episode at Empire Petroleum
So the original Empire Petroleum shareholders, who let the Mulaceks in to start this whole saga, just flew from Tulsa (the official but fake Empire Petroleum headquarters) to Texas (the real Headquarters and centre of the Mulacek empire of companies, conspiracies and funds) to find out what the hell is going on. In the process, apopletic with rage, the original shareholders decided to ban all employees from henceforth bringing any personal phones or laptops into the building so they can monitor who everyone is speaking to. The subpoenas are flying, senior people are quitting and people are getting very, very nervous.....
KingOfSpades
3年前
More nefarious Mulacek dealings.....
https://casedocs.omniagentsolutions.com/cmsvol2/pub_47213/724520_908.pdf
Bankruptcy of Zetta Jets Pte Ltd., Singapore. Ojets involved.
See exhibit B, page 5 of 16, line 21. Ojets, a Bahamas company. Another one of Phil Mulacek's offshore companies with Sterling Mulacek and Marc Vinson.
https://www.sec.gov/Archives/edgar/data/1221715/000114420416099079/v439019_ex99-3.htm
Lawsuit in 2016 by Phil Mulacek and Sterling Mulacek Trust and Gerard Jacquin, the mysterious French financier and cousin of Phil Mulacek, against Exxon. Then 92% of InterOil shareholders voted for Exxon and against Phil.
https://energyevolutionfund.com/testimonials/mason-matschke/
Mason is Chief Compliance Officer of Energy Evolution Fund. Did he do KYC on all offshore investors in Energy Evolution Fund and in Empire Petroleum and establish the beneficial owners as is required? What are the results?
KingOfSpades
3年前
The labyrinthine offshore world of the Mulaceks
Remember the Panama papers, and more recently the Pandemic papers? It all started with leaks at the Panama law firm of Mossack Fonseca. They were shut down and face criminal charges over alleged money laundering and helping fraudsters. They obviously deny this.
There is a Sterling Mulacek Trust formed in the Seychelles, (another secretive tax haven) managed by Phil Mulacek. The address is c/o Mossack Fonseca, Seychelles ! Is this another entity that invested in stock of Empire Petroleum? Is this another investor in Energy Evolution Master Fund, domiciled in the secretive Cayman Islands, managed by Sterling Mulacek and Alain and Marc Vinson, the newphews of Phil ?
Phil and Marc Vinson seem to pop up everywhere. There is even a Cyprus company that they manage. Maybe this is yet another one of the entities that secretly invested. Cyprus of course is being shut down by the European Union as it turns out that certain Russian Oligarchs and other unsavory people used Cyprus entities to launder money.
Mineral Resources is another company that according to an Empire news release of last year bought 40% of Empire Texas. Since then that name has disappeared and is never mentioned again. Phil and Marc are in there too, but the secretive French financier Gerard Jacquin owns it, although according to the Empire news release at the time, Phil has funded that entity.
One wonders who is keeping track of all those offshore entities and the related money flows for Phil and his nephews. That someone had better be prepared to answer these questions soon...
KingOfSpades
3年前
Mulacek dodgy warrant transactions
A look at the 13D filing of Phil Mulacek published by Empire on the 12th April 2021 reveals a totally confusing number of transactions. Among them that Phil assigned 825k warrants at 50 cents to "an unaffiliated party". Well, wasn't that Energy Evolution Fund run by Sterling Mulacek and Phil Mulacek and Alain and Marc Vinson, his nephews ? Is this called an unaffiliated party ? And the 13D shows Mulacek owning 13'694'185 shares then, or some 24% whereas his latest SEC filing on 9/28/21 shows 13'148'085 shares, according to Bloomberg.
Is Phil back to his old games of not reporting his trading, just as he did with InterOil ?
Or did the 825k warrants really go to an "unaffiliated party" that would then help in holding the stock up at the $ 3 level? Phil needs all the help he can get to manipulate the EMPR stock higher. Look at the roster of investors again. Mason Matschke used to manage all of Phil's offshore accounts when he was at Raymond James. Wonder what else he knows about all the offshore holders showing up now. After all, Mason was involved in promoting also Kina Petroleum, the stock which was listed on the Australian Stock Exchange. Phil was the largest shareholder followed by the mysterious French financier Gerard Jacquin and then also Alain Vinson owned 6%, and Phil's friend Lasco owned a large position too. Just as they do now in EMPR. Kina lost 90% before Phil decided to delist it and move the company to the BVI. So all his friends lost a lot of money and that's probably why he is offering them tons of warrants in EMPR. The one reason to move to the BVI is Secrecy. No prying eyes, no transparency, no need for financials, no regulators.
And Phil Mulacek is so proud of his achievements at InterOil that he continues to claim in the Empire news releases that that stock went to $ 100. Well, it actually did, for just one day, then 5 years later (yes that is five years) the company gets taken over by Exxon at $ 50. Shows that Phil is a good stock promoter but a lousy operator. Why else would the Founder and CEO of InterOil be forced out by the Board in March 2013 and the company gets taken over in 2017 ?
KingOfSpades
3年前
Phil Mulacek's labyrinthine offshore shenanigans
What does Phil Mulacek who now has taken full control of Empire Petroleum need to hide abroad? Why has he been using offshore companies since the 1990's? Companies in Bahamas, Cayman Islands, Barbados, Turks and Caicos, Seychelles, Cyprus, British Virgin Islands. All of them jurisdictions where one cannot find out who the Directors are, who the shareholders are, and where there is no transparency about financial transactions and no Regulator looking over your shoulder. Mulacek and cousin Gerard Jacquin took control of Kina Petroleum which was listed on the Australian Stock Exchange. After the stock price collapsed by 90% Phil delisted the stock and moved the company to the British Virgin Islands, since then escaping any scrutiny of his actions by any Regulator. Is he going to do the same with Empire ? Will it end up in the Cayman Islands too?
KingOfSpades
3年前
Mulacek father&son cross-manipulation between EMPR&EEF
The sales of shares by President and CEO of Empire at $ 0.75, reported earlier, have suddenly disappeared from the Bloomberg page showing the major shareholders.
But the latest information filed by Empire about Energy Evolution Master Fund (EEF) is quite revealing (see SEC link at bottom).
"To incentivize Phil Mulacek to lend money to EMPR an executive officer agreed to sell 600'000 shares at $ 0.75 to Phil, who assigned such right to EEF. EEF exercised such rights on May 27, 2021". But failed to report it, or the executive officer failed to report it.
What a generous guy this Phil Mulacek must be! He assigned 100'00 shares at $ 0.10 of EMPR, then another 255'000 shares at $ 0.141, then 300'000 shares and 300'000 wts at 0.50 to EEF.
Then he assigns 600'000 wts at $ 0.50 to EEF. Obviously he needs to improve the performance of EEF which is managed by Sterling Mulacek, his son.
It gets even better, in May 2021 Phil converted a note of $ 1,2 million and contributed the 1,2 million shares to EEF. In June 2021 "third parties" transferred 2,1 million shares to EEF on the basis of $ 0.75 per share (way below the market price at the time). Again, this obviously has to do with the sales earlier reported by some members of management. But the dates don't jive.
All in all, an intricate and tangled web of strange transactions showing very low or no transparency. Manipulated by Phil Mulacek. Getting a stock to rise on almost no volume with trades between one tight knit group of shareholders you control and then using that to generate track record in a fund your son manages, presumably with the aim of pulling some real money into supporting this charade
EEF is incorporated in Cayman Islands and we remind everybody of all the offshore companies used by Phil Mulacek to hide his investments and controls of public companies. Think of SPI, his earliest company in 1996. One was in Bahamas, one in Cayman Islands, then he issued 5,1 million shares of SPI to CTI Bahamas which he controlled, and later converted those into shares of Interoil, the public company, piecemeal, and then those shares slowly disappeared. Then in 2007 Phil gets sued for fraud and breach of fiduciary duties by his partners who laid the foundation for the very Interoil in 1996. Phil settles. And his cousin, Gerard Jacquin, a French citizen residing at Enghien-Les-Bains, pops up everywhere. Suing Exxon in 2016 together with Phil Mulacek, as large investor in Kina Petroleum, large investor in EMPR
https://www.sec.gov/Archives/edgar/data/887396/000107261322000036/energyevolution_13d-18583.htm
KingOfSpades
3年前
Empire Petroleum a stock manipulation? Well read their 10Q and decide for yourself but note the following :-
In March 2021 EMPR issued 3.5m shares for 15cents to PIE (controlled by Mulacek) and issues warrants for 2.625m shares at 20cents, 1.8m shares at 25cents, 8.136m shares at 10 cents, 11.066m shares at 14cents. All 23.627 shares converted for $3.349m. Today worth over $70m
The loan of $16.25m by Energy Evolution (controlled by Mulacek) contains a convertible feature for 5.2m shares at $1.24. Read 9, convertible notes payable. They got another 3million warrants at $1, amended the loan agreement on September 29th (when the stock was at $2) and exchanged $6.5m into 5.305m shares at $1.22 and got another 2m warrants at $1.25. Then Empire New Mexico gives rights to Energy Evolution to buy 600,000 shares at $0.75
During Feb/March 21 a group of investors gets 8,993,858 shares at $0.5
Read 12, Related Party Transactions. Again note that PIE is controlled by Mulacek
The President signs off saying “disclosure controls and procedures were not effective”
Energy Evolution LP and Energy Evolution Master Fund are controlled by Phil Mulacek
Petroleum Independent and Mineral Resources are controlled by Mulacek. Together these entities hold over 44% of Empire and will hold a 50% interest in Empire Texas. Although the 10Q lists PIE with holding 18% of Empire (see above warrant issues) on Bloomberg PIE is listed as holding 2.28% and Phil Mulacek as holding 17.69%. False Disclosure. And most of the employees in the Houston and Singapore offices of Mulacek are listed in the shelf as “ selling shareholders”
Empire itself made an investment in Energy Evolution Ltd (again controlled by Mulacek) but the investment was “terminated” in August 2021. Seems Mulacek just switches money around in related party transactions as he needs to best handle his own interests. And the Board just signs off. They all got huge stock options at 33 cents.
Arkanova, Mulacek’s other company, held assets in Montana. Are these the Montana assets mentioned in the 10Q (Property And Equipment)? EMPR bought these dirt cheap from Arkanova in bankruptcy and then sells at a profit of 1,173,760 to make EMPR look smart and to toast Akva creditors?
This company is obviously totally at the mercy of the Mulaceks who will continue to issue themselves cheap warrants and to deals that benefit PIE, Energy Evolution and Mulacek himself and his cronies to the detriment of the other shareholders
Is a pump and dump coming?
KingOfSpades
3年前
Empire / Mulacek Lawsuits / Kina
In 2017 Mulacek and his family, including Gerard Jacquin, the cousin living in France, and friend Lasco, took control of Kina Petroleum, listed on the Australian Stock Exchange. Was the same shareholder list as Empire. In 2020 Mulacek delisted Kina from the exchange and moved it to BVI, where no authorities can check on him. Kina is now down 90%. Mulacek controls several entities in that tax haven. Is this the future for Empire also?