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Filing Details

Accession Number:
0001445866-16-001626
Form Type:
5
Zero Holdings:
No
Publication Time:
2016-02-16 21:57:40
Reporting Period:
2015-12-31
Filing Date:
2016-02-16
Accepted Time:
2016-02-16 21:57:40
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1419583 Eos Petro Inc. EOPT Crude Petroleum & Natural Gas (1311) 980550353
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1592246 Lowco (Eos/petro) Llc 2885 Sanford Ave
Ste 13000
Grandville MI 49418
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2013-05-23 950,000 $0.02 5,375,000 No 5 P Indirect LowCo [EOS/PETRO], LLC
Common Stock Acquisiton 2014-06-25 1,000,000 $14.00 5,375,000 No 5 P Indirect LowCo [EOS/PETRO], LLC
Common Stock Acquisiton 2014-12-04 1,000,000 $1.00 5,375,000 No 5 P Indirect LowCo [EOS/PETRO], LLC
Common Stock Acquisiton 2015-08-14 75,000 $4.12 5,375,000 No 5 P Indirect LowCo [EOS/PETRO], LLC
Common Stock Acquisiton 2015-06-15 500,000 $0.33 5,375,000 No 5 P Indirect LowCo [EOS/PETRO], LLC
Common Stock Acquisiton 2015-06-15 500,000 $0.33 5,375,000 No 5 P Indirect LowCal Industries, LLC
Common Stock Acquisiton 2015-06-15 50,000 $0.33 5,375,000 No 5 P Indirect Shlomo Lowy
Common Stock Acquisiton 2015-10-20 1,250,000 $0.28 5,375,000 No 5 P Indirect LowCal Industries, LLC
Common Stock Acquisiton 2015-12-14 1,000,000 $0.15 5,375,000 No 5 P Indirect Ilana Lowy
Common Stock Acquisiton 2016-01-20 650,000 $0.23 5,375,000 No 5 P Indirect Ilana Lowy
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 5 P Indirect LowCo [EOS/PETRO], LLC
No 5 P Indirect LowCo [EOS/PETRO], LLC
No 5 P Indirect LowCo [EOS/PETRO], LLC
No 5 P Indirect LowCo [EOS/PETRO], LLC
No 5 P Indirect LowCo [EOS/PETRO], LLC
No 5 P Indirect LowCal Industries, LLC
No 5 P Indirect Shlomo Lowy
No 5 P Indirect LowCal Industries, LLC
No 5 P Indirect Ilana Lowy
No 5 P Indirect Ilana Lowy
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Convertible Note Acquisiton 2013-02-08 0 $5,000,000.00 2,000,000 $2.50
Common Stock Exit Stock Acquisiton 2013-02-08 50,000 $0.00 50,000 $0.00
Common Stock Warrant Acquisiton 2014-08-14 500,000 $0.00 500,000 $2.00
Common Stock Warrant Acquisiton 2015-08-14 500,000 $0.00 500,000 $2.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 No 5 P Indirect
50,000 No 5 P Indirect
0 2014-08-14 2019-01-01 No 5 P Indirect
0 2015-08-14 2019-01-01 No 5 P Indirect
Footnotes
  1. See note 4 below. Upon the acquisition of Common Stock on October 20, 2015, Shlomo Lowy became the beneficial owner of 5,375,000 shares of the Issuer's Common Stock, representing approximately 11% of the issued and outstanding shares of Common Stock of Issuer.
  2. Shlomo Lowy ("Mr. Lowy") is the sole managing member of LowCo, LLC ("LowCoLLC"), which in turn acts as the sole managing member of LowCo [EOS/Petro], LLC ("LowCoEOS").
  3. Mr. Lowy is the sole managing member of Kinderlach Ltd Co, LLC ("Kinderlach"), which in turn acts as the sole managing member of LowCal Industries, LLC ("LowCal").
  4. On October 20, 2015, Mr. Lowy became the beneficial owner of 5,375,000 shares of Common Stock, which includes 50,000 derivative shares described in note 8 below, representing approximately 11% of the issued and outstanding shares of Common Stock of Issuer.
  5. Ilana Lowy ("Mrs. Lowy") is Mr. Lowy's wife and lives in the same residence as Mr. Lowy. However, Mrs. Lowy's shares were purchased with her own personal funds, and Mr. Lowy does not have voting or investment power over the securities held by Mrs. Lowy. Mr. Lowy expressly disclaims beneficial ownership of any securities of Issuer held by Mrs. Lowy.
  6. Mr. Lowy disclaims beneficial ownership of the 1,650,000 shares of common stock owned by Mrs. Lowy.
  7. On February 8, 2013, the Issuer issued a secured convertible promissory note to LowCal (the "Note"). As subsequently amended on January 13, 2015, all $5,000,000 in principal is convertible at the option of LowCal into shares of Common Stock at a per share conversion price of $2.50.
  8. On the date that the Note has been paid in full, Issuer has also promised to issue to LowCal an additional 50,000 shares of Common Stock.
  9. On August 14, 2014, and as amended on August 15, 2015, in consideration for certain amendments made to the Note, the Issuer issued to LowCoEOS a warrant (the "2014 Warrant") to purchase 500,000 shares of Common Stock, which is exercisable at $2.00 per share and expires on January 1, 2019. On August 14, 2015, the Issuer issued an additional warrant (the "2015 Warrant") to purchase 500,000 shares of the Issuer's restricted common stock at an exercise price of $2.00, vesting immediately and expiring January 1, 2019.
  10. The Note, the 2014 Warrant and the 2015 Warrant contain a contractual limit of 9.99% on the amount of outstanding shares of Common Stock that LowCal and its affiliates, including LowCoEOS, may in the aggregate beneficially own after exercise of the Note or 2014 Warrant. Absent a written waiver from the Issuer, neither the Note, the 2014 Warrant nor the 2015 Warrant may be exercised in whole or in part if such exercise would cause LowCal and its affiliates to exceed the contractual limit.