Special Pre-Public Offering & Planned NASDAQ Listing for Early Accredited Investors
For example, the United States saw more than $9bn of energy-related corporate takeovers in 2022 alone, with the year’s largest deal being the acquisition of Archaea Energy by BP PLC for $4.1bn in October. The offer price of $28 per common share represented a premium of around 38% to Archaea’s 30-day average trading price, and a 240% premium to their IPO price in September 2021 of $11.50.
Yet you may not appreciate just how outsized the returns could be – and why Sky Quarry’s new private offering of preferred shares that are a discount to the public offering price could end up being one of the most profitable clean energy investments in memory.
Thousands of U.S. corporations and state agencies now face hard deadlines to convert to clean, sustainable energy sources within the next few years – and yet the supply of recycled and certified sustainable fuels is extremely low.
For example, California and ten other states have mandated that all state agencies must use 100% clean energy sources by 2035 or 2040. Railroads such as Union Pacific now must purchase renewable diesels and biofuels to meet its ESG commitments.
“Union Pacific is dedicated to reducing its carbon footprint, and this is another step toward achieving our long-term goal to reduce absolute scope 1 and 2 greenhouse gas emissions 26% by 2030,” said Union Pacific Executive Vice President and Chief Human Resource Officer Beth Whited.
Sky Quarry’s unique ability to convert discarded asphalt roofing shingles into sustainable energy sources has the potential to not only help address the shortage in supply of sustainable fuels but also provides investors with an opportunity to participate in the potential economic returns that Sky Quarry expects to generate.
Thanks to Sky Quarry’s patent protected ECOSolv technology, the company is able to recover bitumen trapped inside of discarded asphalt shingles and convert it into a cost-saving product that performs as good as using virgin materials.
After more than three years of development, the Sky Quarry team now controls three bitumen processing patents and is confident in their ability to start commercializing their potentially breakthrough recycling technology and roll it out to the recovered asphalt market.
Discarded Waste Asphalt Shingles are made from many materials, including granules, bitumen, fiberglass, and mineral filler.
Most importantly, the asphalt shingles contain anywhere between 15– 35% of a liquid asphalt binder called “bitumen,” which is a key ingredient of hot-mix asphalt used in road construction.
In laymen’s terms, every ton of recovered asphalt shingles holds the equivalent of 1.5 barrels of oil worth roughly $140 (assuming a WTI price of $95). Including the rest of the recovered solids, every ton of recovered asphalt shingles is expected to be worth about $250.
While demand for petroleum products for roads and home construction remains high, supplies have tightened considerably – another major plus for Sky Quarry investors.
The U.S. Strategic Petroleum Reserves, contained in four storage caverns along the Texas and Louisiana coasts, are now at the lowest they’ve been since 1983, just 350 million barrels.
Sky Quarry has an oil sands resource estimated at over 180 million barrels, or more than half of the entire current strategic petroleum reserve.
Sky Quarry recently acquired a “like new” bitumen processing facility in Utah called the “PR Spring” facility for pennies on the dollar.
The oil sands facility Sky Quarry acquired in 2020 for $2.6 million was originally built at a cost of over $50 million and comes with mineral leases estimated to hold contingent resources of over 180 million barrels of heavy oil valued at $166 million, based on an independent engineering report completed in 2022.
In addition, in late 2022 Sky Quarry acquired, for only $11 million, the under-utilized Eagle Springs Refinery in Ely, Nevada, which reported 2022 annual revenues of over $65 million. Management estimates that it would cost over $70 million to build a comparable facility today.
New clean energy regulations have resulted in practically ZERO permits being issued for new oil refineries in the U.S., one of the reasons why fuel prices have hit record levels in the past three years.
Sky Quarry now finds itself in possession of one of the very few oil refineries in the western states – one with the capacity to process 5,000 barrels a day. (In early 2023, TV’s “Mr. Wonderful” Kevin O’Leary bragged he would build a brand-new $14 billion oil refinery to slash the sky-high cost of oil… only to discover it’s virtually impossible to obtain permits.)
The preferred shares are selling at a 30% discount to the planned Nasdaq listing and public offering price. If the Nasdaq common shares were to go public at $12, that means you can purchase the preferred shares today for the equivalent of $8.00.
In addition, the preferred shares pay a coupon of 8%. That means early investors can lock in an additional 8%.
Preferred shares are restricted from resale for six months from planned listing date but may be converted to common stock at a discount to the public offering price.
In addition, you must be an accredited investor to participate in this round. **
Sky Quarry has arranged for previous accredited investors to be able to share in this opportunity for very modest amounts and can even use credit cards to lock down their shares immediately.
We believe the advantage of early ownership goes far beyond the special pricing and coupon rate…
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Investor Presentation 2023
Preferred Stock Offering Term Sheet & Memorandum.
Not sure what qualifies as an accredited investor ? Click below and read how individuals and entities can qualify.
As you know, Sky Quarry uses a special oil sands extraction technology which it intends to use to process some of the 15 million tons of discarded asphalt roofing shingles that go into America’s landfills every year.
At current prices, it’s like throwing away $1.3 billion a year, every year.
With every ton of discarded shingles, Sky Quarry generates SIX income streams – sales of heavy oil, granules, limestone powder, sand, fiberglass and collection of what’s called a “tipping fee”.
The tipping fee is when a company is paid to collect or to accept waste material, with the cost ranging from $45 to as high as $120 per ton.
That means Sky Quary not only gets paid to recycle toxic environmental waste and market the recovered products…
It also gets paid to take delivery of the material.
It costs Sky Quarry roughly $25 to process one ton of discarded asphalt shingles. The company expects to collect up to $250 per ton of material recycled from its multiple streams of income.
This means as long as Sky Quarry is charging a tipping fee of at least $25 per ton, they’re able to produce sustainable fuel products at effectively net zero cost.
The rest is essentially PURE gross profit!
Sky Quarry’s appearance couldn’t come at a better time.
The United States has more than 4.1 million miles of public access roads and highways plus almost 615,000 bridges. These roads and bridges form the backbone of the U.S. transportation network. Yet, it is estimated that 1 in 5 miles of interstate and major highways and major roads, or 173,000 total miles, and 45,000 bridges, are in poor condition.According to the US Department of Transportation, paving a single mile of a four lane highway requires over 6,000 tons of paving aggregate, which contains 5% or 300 tons of asphalt bitumen.
President Biden’s Bipartisan Infrastructure Law , signed in November 2021, intends to repair all of these roads and bridges, but to do so will, as calculated above, require almost 52 million tons, or over 311 million barrels, of asphalt bitumen.
There has never been a better time to be in the asphalt paving market space!
In California, there are 1,536 bridges and over 14,220 miles of highway in poor condition. The Bipartisan Infrastructure Law will rebuild our roads and includes the single largest dedicated bridge investment since the construction of the interstate highway system. Based on formula funding alone, California is expected to receive approximately $28.2 billion over five years in federal funding for highways and bridges. To date, $11 billion has been announced in California for roads, bridges, roadway safety, and major projects.
In Utah, there are 62 bridges and over 2,064 miles of highway in poor condition. Based on formula funding alone, Utah is expected to receive approximately $2.6 billion over five years in federal funding for highways and bridges. To date, $1 billion has been announced in Utah for roads, bridges, roadway safety, and major projects.
In Texas, there are 818 bridges and over 19,440 miles of highway in poor condition. Based on formula funding alone, Texas is expected to receive approximately $27.5 billion over five years in federal funding for highways and bridges. To date, $10.7 billion has been announced in Texas for roads, bridges, roadway safety, and major projects.
Sustainable fuel stocks in general have seen sizable gains in recent years as petroleum supplies have tightened.
For example, Eagle Materials (EXP), a Dallas-based construction materials company, saw the value of its shares rise from $42 per share in 2020 to $165 per share in October 2023 – a gain of 292% in 48 months.
Marathon Oil (MRO), which also produces asphalt, surged from $2.98 a share in April 2020 to $25.59 in early October 2023 – a gain of 758.7% in the same period.
And shares in Cenovus Energy (CVE) jumped from an adjusted close of $1.54 per share in March 2020 to $20.02 per share in October 2023. That was a gain of 1,200% in just 43 months – enough to turn every $5,000 investment into $65,000.
There is every reason to believe that shares in a sustainable fuels company like Sky Quarry could potentially increase in value as well.
This is especially true for a company like Sky Quarry with the ability to both recycle, and produce, the asphalt products America needs.
The executive team of Sky Quarry is fully committed to bringing its disruptive sustainable fuels technology to market.
David Sealock, Chairman & CEO and Founder of Sky Quarry, has been in the oil & gas industry for over 30 years.
He’s served as the CEO – and as a member of senior management – for multiple energy companies.
Plus, Sealock has helped raise hundreds of millions of dollars for project financing and helped take multiple other companies public…
When it comes to understanding the chemistry behind how to extract and refine oil, there are few people more knowledgeable and experienced than he is.
Sealock knew immediately that the oil sands facility in Utah and the refinery in Nevada was the opportunity of a lifetime. Both companies have established infrastructure that many start up companies are trying to build in the first place. The refinery is a profit generating business with existing long term suppliers and customers, operational history, and experienced employees.
The Uintah Basin is so rich with oil, photos show it literally oozing from the rocks.
Yet due to a combination of issues related to operations, financial management, and market forces, the previous owners of the PR Spring extraction facility were unable to maximize the opportunity.
As a result, Sky Quarry was able to acquire this facility for pennies on the dollar — and also acquired the rights to nearly 6,000 contiguous acres located in the southeastern limb of Utah’s world-famous Uintah Basin.
Helping Sealock is Co-founder and EVP of Business Development, Marcus Laun. He’s also the founder of the investment banking division of the Knight Capital Group, which is the largest market-maker of equities in the US.
Over the last 20 years, he’s also helped build more than fifteen private and publicly traded companies. One of those was sold for $250 million.
Mr. Delwo has over 25 years experience building and leading finance teams in global companies with significant operating scale and complexity. He has held senior positions in high growth public and private firms, providing strategic oversight to finance and operations, including $150mm of M&A activity, and joint venture and refinancing transactions.
More recently, Vice President of Operations Shane Nelson has joined Sky Quarry with more than 20 years’ experience in the oil and gas industry. He began his career as an accountant for Utah-based Big West Oil and later filled market analyst and marketing positions with the company.
Of course, past performance is no guarantee of future results, and investing in a pre public offering placements in any industry should be considered carefully.
Despite its great promise, Sky Quarry should still be considered a speculative investment. As a result, don’t invest any more than you are able to lose.
Some pre-public offering placements have provided early shareholders beneficial returns from their modest initial investments.
And with demand for sustainable fuels expected to grow in the next few years, Sky Quarry’s investment in clean tech infrastructure and asphalt shingle recovery should offer attractive risk-to-reward ratios.
Do your due-diligence, but consider investing in preferred shares of Sky Quarry for your speculative portfolio.
For more information, check out the company’s website.
And for an overview of why the sustainable fuels industry is seeing explosive growth even in a struggling economy, check out this market analysis from McKinsey.
Sky Quarry has an ingenious new way to turn the 15 million tons of discarded asphalt shingles dumped into landfills every year into steady streams of cash – the equivalent of 20 million barrels of oil worth up to $1.3 billion annually.
With money from its initial funding, Sky Quarry was able to acquire assets with a replacement value of at least $120 million. The oil sands facility Sky Quarry acquired in 2020 comes with an estimated contingent resource of 180 million barrels of heavy oil and 50 million tons of asphalt valued at $166 million, based on an engineering report completed in 2022.
The acquisition of Eagle Springs Refinery has provided Sky Quarry with revenues of approximately $65 million annually. In addition, Sky Quarry generates income from six different sources for every ton of discarded material it saves from U.S. landfills.
Simply to repave America’s 173,000miles of poor roads and bridges will require as much as 52 million tons of bitumen. Plus, the demand for asphalt roofing shingles to build new homes is similarly setting new records. It’s estimated to top $8.2 billion by 2030.
Sky Quarry’s preferred shares are selling at a 30% discount to the planned Nasdaq listing and public offering price. In addition, the preferred shares pay a coupon of 8%. That means early investors can lock in an additional 8% paid annually.
The team behind Sky Quarry and its Eagle Springs Refinery is impressive. As an acquisition entrepreneur, CEO David Sealock and the Sky Quarry team understand the need to buy and build, leveraging resources to create significant value.
There are not many sustainable fuel and asphalt shingle recovery companies that are publicly traded. Sky Quarry represents a ground floor opportunity to invest in an economically viable clean energy resource while also helping solve a major environment crisis.
Sky Quarry’s preferred stock has what’s called cumulative dividends – which means the dividends are not paid out periodically like some preferred stock is (i.e., quarterly or annually, depending on the company). Instead, the dividends accrue on date of issuance @ 8% per year (based on a 365-day year and not a leap year). The accrued dividends will be paid on conversion of the preferred shares into common stock when the company goes public.
Non-accredited investors will have the opportunity to invest in Sky Quarry’s planned public Regulation A offering, anticipated for Q1 2024. Join our newsletter to receive updates and notifications.
The warrants granted during our initial crowdfund aren’t technically shares but are options to buy shares of common stock at $2.50 per share. The Series B Convertible Preferred Stock has a preferred dividend of 8% that will accrue and be paid before any dividends are paid on the common stock. The preferred stock will automatically convert to common stock when the company goes public. The warrant exercise price and the price per share of preferred stock reflects the company’s valuation on the dates of their respective issuance and their equivalence is largely coincidental. More about the preferred stock is answered below.
Yes, please reach out to email@example.com and we can help you with the process.
The $2.50 price per Series B Preferred Share bears no relation to the price at which the Regulation A Offering will be conducted, it is merely a value that is used to calculate the investment amount plus any accrued interest (see answer above that talks about cumulative dividends) that is then divided by the share price to calculate the number of shares you are entitled to.
For example – if our Regulation A Offering price per share of common stock is $10.00 you would be buying shares at $7.00 per share and the amount of shares you would be buying would be your total investment divided by $7.00 a share.
The Reg A valuation will be priced in connection with the proposed listing of our shares of common stock on the Nasdaq Stock Market and will be based on several factors and will be determined in consultation with our investment bankers. However, based on our operations and continued development plan of the company, we believe that the valuation will be significantly higher than our post money valuation after the Reg A financing you invested in.
The Post money valuation of the last financing was approximately $56 million.
Yes, you can absolutely file manually. You will need to fill out the subscription booklet, provide a current DL or passport, copy of the utility bill matching the address and proof of accreditation which can be done by providing a W2, tax return front page or the enclosed pro letter. Once we accept your subscription, you would wire the funds directly to escrow. To get started with the process and/or if you need assistance, please email Michael Epstein firstname.lastname@example.org and he will assist you with the onboarding process.
Please see attached paperwork here.
Sky Quarry is currently undertaking a private placement offering pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Rule 506(c) of Regulation D promulgated thereunder. Investors should consider the investment objectives, risks, and investment time horizon of the Company carefully before investing. The offering documents relating to each offering of equity interests by the Company will contain this and other information concerning the Company, including risk factors, which should be read carefully before investing. Securities of the Company are being offered and sold in reliance on exemptions from registration under the Securities Act. In accordance therewith, you should be aware that (i) the securities may be sold only to “accredited investors,” as defined in Rule 501 of Regulation D; (ii) the securities will only be offered in reliance on an exemption from the registration requirements of the Securities Act and will not be required to comply with specific disclosure requirements that apply to registration under the Securities Act; (iii) the United States Securities and Exchange Commission (the “SEC”) will not pass upon the merits of or give its approval to the securities, the terms of the offering, or the accuracy or completeness of any offering materials; (iv) the securities will be subject to legal restrictions on transfer and resale and investors should not assume they will be able to resell their securities; investing in these securities involves a high degree of risk, and investors should be able to bear the loss of their entire investment. Furthermore, investors must understand that such investment could be illiquid for an indefinite period of time. The offering documents may include “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act of 1934, as amended, and are intended to be covered by the safe harbor provisions for forward looking statements. This information is supplied from sources we believe to be reliable but we cannot guarantee accuracy. Although we believe our expectations expressed in such forward-looking statements are reasonable, we cannot assure you that they will be realized. Investors are cautioned that such forward-looking statements involve risks and uncertainties, including, but not limited to the risks and uncertainties set forth in the attached materials, which could cause actual results to differ materially from the anticipated results set forth in such forward-looking statements. Any forward-looking statement made by us speaks only as of the date on which it is made, and we undertake no obligation to publicly update any forward-looking statement except as may be required by law.
The Company is “Testing the Waters” under Regulation A under the Securities Act of 1933. The Company is not under any obligation to make an offering under Regulation A. No money or other consideration is being solicited in connection with the information provided, and if sent in response, will not be accepted. No offer to buy the securities can be accepted and no part of the purchase price can be received until an offering statement on Form 1-A has been filed and until the offering statement is qualified pursuant to Regulation A of the Securities Act of 1933, as amended, and any such offer may be withdrawn or revoked, without obligation or commitment of any kind, at any time before notice of its acceptance given after the qualification date. Any person’s indication of interest involves no obligation or commitment of any kind. The information in that offering statement will be more complete than the information the Company is providing now, and could differ materially. You must read the documents filed. No offer to sell the securities or solicitation of an offer to buy the securities is being made in any state where such offer or sale is not permitted under the “blue sky” or securities laws thereof. No offering is being made to individual investors in any state unless and until the offering has been registered in that state or an exemption from registration exists therein. The securities offered using Regulation A are highly speculative and involve significant risks. The investment is suitable only for persons who can afford to lose their entire investment. Furthermore, investors must understand that such investment could be illiquid for an indefinite period of time. No public market currently exists for the securities, and if a public market develops following the offering, it may not continue. The Company intends to list its securities on a national exchange and doing so entails significant ongoing corporate obligations including but not limited to disclosure, filing and notification requirements, as well compliance with applicable continued quantitative and qualitative listing standards.