Aztec Oil & Gas, Inc. (Pink Sheets:AZGS) announced today,
"Contrary to a headline posted by The Houston Business Journal, the
effect of which has been very negative for Aztec, a former CEO of
our firm did not plead guilty to securities fraud, nor was he
charged or convicted of any securities violation," stated Waylan R.
Johnson, President, Aztec Oil & Gas, Inc. He went on to state,
"We feel obligated to clarify some issues due to the referenced
false headline and inaccurate inferences which could be drawn from
some news postings, which seem intended to be misleading."
Mr. Franklin Fisher, a consultant to Aztec and a former CEO of
the firm, recently pled guilty to one (1) count of Obstruction of
Due Process of Justice relating to an interview he had with federal
agents in 2008. That interview, in turn, was related to events
which primarily took place in 2004 involving an investment banking
firm, SBI USA, and its principal, Shelley Singhal.
Mr. Fisher, an attorney, was not an officer, director, or
majority shareholder of Aztec in 2004. In 2004, Mr. Fisher and the
investment banking firm legitimately provided multi-millions of
dollars to Aztec for acquisition of a major interest in the 8,000
acre Big Foot oilfield in Texas. Aztec sold that Big Foot interest
approximately 18 months later, in early 2006, for a very
substantial profit.
During 2004 and 2005, SBI and Shelley Singhal were alleged to be
in control of Aztec and to have caused newsletters to be published
about Aztec. A very minor portion of the funds supplied by Mr.
Fisher for Aztec are alleged to have been used by the firm Bedford
Proprietary Trading, who paid for publication of some of the
referenced newsletters. Bedford was disclosed in the newsletter(s)
disclaimer as the company paying for the newsletter(s) in
compliance with Section 17(b) and the SEC requirements. Shelley
Singhal and SBI allegedly controlled Bedford Proprietary Trading at
the time of the newsletters.
There was no pump and dump scheme asserted regarding Aztec Oil
& Gas shares, nor has Aztec Oil & Gas itself, nor any of
its officers or directors, been accused of any involvement or
wrongdoing. The facts in the bodies of the subject newsletters, as
they pertain to Aztec, appear to have been accurate and publicly
known prior to publication. It is not illegal or a crime to pay for
promotional newsletters for a public company, and such is a
somewhat common practice. The contention regarding SBI and Shelley
Singhal appears to be that the disclaimers in the subject
newsletters, while disclosing that the newsletters were paid for by
Bedford Proprietary Trading, were intentionally not inclusive
enough. A point contested by Mr. Singhal, who has been indicted for
dealings involving several public firms. However, it should be
pointed out that Mr. Fisher was not indicted or charged in any of
those matters, including those involving Aztec. In addition to Mr.
Fisher, two other lawyers from New York also pled guilty to
obstruction of justice, or the like, relating to SBI and Mr.
Singhal's actions with public firms.
In early 2006, after Aztec profitably sold its interest in the
Big Foot field, Mr. Fisher bought the majority of SBI's Aztec
shares, as well as those of SBI's associates and affiliates, in
order to get them out of Aztec. Mr. Fisher then spent the next 3 ½
years personally financing Aztec and working long hours to
diligently rebuild Aztec into a very active, growing oil and gas
firm. Mr. Fisher retired as CEO and Chairman of the Board of Aztec
over a year ago, according to plan, in his 70th year of life. At
present Mr. Fisher is a consultant to Aztec and is less than a 5%
shareholder.
Aztec is a viable, successful oil and gas firm and by industry
standards is doing quite well. Aztec is not dependent on Mr. Fisher
for financing its operations. The firm does, however, value Mr.
Fisher's consulting input and again wishes to clarify that Mr.
Fisher was not charged with or found to be guilty of violating any
securities laws or regulations, nor has Aztec. There is also no
known or anticipated liability for Aztec regarding any of the
events, historical or present, related to Mr. Fishers pleading, and
none has been claimed, or alleged, by any agency or authority.
We hope that the foregoing clarifies and negates the false and
erroneous rumors being floated around, plus the false and
misleading headline which was published.
About Aztec Oil & Gas, Inc.
Aztec is an experienced oil and gas exploration, development and
production company focusing on Texas plus other areas of the U.S.
Its interests are highly diversified between exploration drilling
and development drilling; however, when it offers
drilling/production partnerships, Aztec focuses primarily on
shallow, Texas, low risk, development wells. When offered, those
programs/partnerships are placed only by FINRA registered Broker
Dealers and Registered Investment Advisors with accredited investor
partners, and are focused primarily on oil, with natural gas
normally a secondary target.
Aztec entered the sponsored drilling program industry in 2006.
Over the next two and one half years, it intentionally
restricted itself to only three small, very limited Appalachian
drilling partnerships in order to study and become fully familiar
with the nuances of the sponsored drilling program industry before
expanding to the Company's full capabilities. In the summer of
2008, Aztec publicly announced it was discontinuing any natural gas
drilling in Appalachia, and was ready to substantially expand its
sponsored drilling program activities, primarily for oil in
Texas.
Since 2008, Aztec has, indeed, focused most of its drilling
partnerships on oil wells in Texas. In addition to its initial
three small Appalachian natural gas drilling partnerships mentioned
above, Aztec has, intermittently, sponsored and closed eight other
drilling/production partnerships (all of the latter focused on
drilling for oil in Texas). Aztec Energy LLC, a wholly-owned
subsidiary of Aztec, is the Managing General Partner of all Aztec
drilling partnerships and another wholly-owned Aztec subsidiary,
Aztec Drilling & Operating, LLC, is the drilling contractor and
operator for such partnerships. Through its own participation
and contributions, Aztec owns a 30% interest in all of its
drilling/production partnerships. In general clarification of
its activities, in addition to its own direct corporate
participations in industry partner wells, Aztec sometimes sponsors
low risk, development drilling/production programs which include
significant tax benefits, all of which are placed only through
FINRA Registered Broker Dealers and Registered Investment Advisors
to Accredited Investors. Aztec's sponsored drilling/production
programs, when offered, focus primarily on shallow oil/gas
drilling, are considered unique, and also incorporate a
sophisticated exit strategy for investors.
Please feel free to visit Aztec on the web at www.AztecOG.com.
An option is provided on the website to join the Aztec (corporate)
mailing list and receive up to date information on general Aztec
activities, including all Aztec press releases.
This release/announcement/document is neither an advertisement,
an offer to sell, nor a solicitation of an offer to buy securities,
Units or participations of Aztec. This release/document contains
certain statements, estimates, and forecasts with respect to future
performance and events. All statements other than statements of
historical fact included in this release/announcement/document, a
Memorandum, or the Aztec website, including, but not limited to,
statements regarding future performance of events, are
forward-looking statements. All such forward-looking statements are
based on various underlying assumptions and expectations and are
subject to risks and uncertainties which could cause actual events
to differ materially from those expressed in the forward-looking
statements. As a result, there can be no assurance that the
forward-looking statements included in this release/document, a
Memorandum, or the Aztec Website will prove to be accurate or
correct. In light of these risks, uncertainties and assumptions,
the future performance or events described in the forward-looking
statements in this release/document, a Memorandum, or the Aztec
Website might not occur. Accordingly, investors should not rely
upon forward-looking statements or historical performance as a
prediction or indicator of actual or future results. Also, Aztec
Oil & Gas, Inc., its officers, principals, employees, agents,
subsidiaries, affiliates and consultants, and the other parties,
investors, shareholders, partnerships and partners involved in any
properties, programs, partnerships and Aztec activities have
various conflicts of interests. The price received for the oil and
natural gas produced from any investments, activities, properties
may be less than quoted NYMEX prices at any given times. Specific
results, yields, benefits, etc. are not guaranteed by us and are
subject to risks and limitations inherent in the energy industry
and/or described in any PPM and elsewhere. Aztec does not undertake
any obligation to update any forward-looking statements, facts or
other information, whether as a result of new information, future
events, subsequent circumstances or otherwise.
CONTACT: Phoenix IR Associates
Investor Relations
Tony Drake
(281) 579-1602
Shareholders@AztecOG.com
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