UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
November 8, 2010
Date of Report (Date of earliest event reported)
Wentworth Energy, Inc.
(Exact name of registrant as specified in its charter)
Oklahoma
(State or other jurisdiction)
0-32593
(Commission File Number)
73-1599600
(IRS Employer Identification No.)
800 N. Church Street, Suite C, Palestine, Texas, 75801
(Address of principal executive offices)
(903) 723-0395
Registrant’s telephone number, including area code
__________________________________________________
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
.
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 FR 240.13e-4(c))
ITEM 4.02
Non-Reliance On Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review
(a)
On November 10, 2010, the Board of Directors, based upon a recommendation from management, determined that the Company’s financial statements for the quarterly periods ended March 31, 2010 and June 30, 2010 should no longer be relied upon and should be restated. This determination was made based on management’s conclusion that interest expense on the Senior Notes for the above periods were understated as a result of non-accrual of the additional 5.85% default interest amounting to $786,482 and $1,572,964 for the three months ended March 31, 2010 and for the six months ended June 30, 2010, respectively.
We intend to file amendments to our quarterly reports on Form 10-Q for the three month periods ended March 31, 2010 and June 30, 2010 previously filed with the Securities and Exchange Commission. In the amendment to our quarterly report on Form 10-Q for the three month period ended March 31, 2010, we expect to increase interest expense and our net loss by $786,482. In the amendment to our quarterly report on Form 10-Q for the three and six months ended June 30, 2010, we expect to increase interest expense and our net loss by $786,482 and $1,572,964, respectively. Both amended quarterly reports will also include similar increases in accrued interest payable, and accumulated deficit to account for the increased net loss. Following is a summary of the amounts previously reported and as restated for the above periods:
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Consolidated Balance Sheet as of June 30, 2010
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As previously reported
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Adjustment
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As restated
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Accrued interest payable
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$ 14,370,715
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$ 1,572,964
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$ 15,943,679
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Total current liabilities
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69,543,802
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1,572,964
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71,116,766
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Accumulated deficit
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(103,536,078)
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(1,572,964)
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(105,109,042)
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Total Stockholders' Deficit
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(49,646,082)
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(1,572,964)
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(51,219,046)
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Consolidated Statements of Operations for the Six Months Ended June 30, 2010
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As previously reported
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Adjustment
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As restated
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Interest and finance costs
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$ (2,212,501)
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$ (1,572,964)
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$ (3,785,465)
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Total other expense
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(1,355,237)
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(1,572,964)
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(2,928,201)
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Loss from continuing operations
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(1,602,190)
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(1,572,964)
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(3,175,154)
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Net loss
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(1,602,190)
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(1,572,964)
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(3,175,154)
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Net loss per share – Basic and diluted
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Continuing operations
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(0.01)
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(0.01)
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(0.02)
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Consolidated Statements of Operations for the Three Months Ended June 30, 2010
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As previously reported
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Adjustment
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As restated
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Interest and finance costs
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$ (1,105,228)
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$ (786,482)
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$ (1,891,710)
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Total other expense
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(1,111,851)
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(786,482)
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(1,898,333)
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Loss from continuing operations
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(1,230,112)
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(786,482)
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(2,016,594)
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Net loss
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(1,230,112)
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(786,482)
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(2,016,594)
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Net loss per share – Basic and diluted
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Continuing operations
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(0.01)
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-
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(0.01)
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Consolidated Balance Sheet as of March 31, 2010
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As reported
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Adjustment
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As restated
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Accrued interest payable
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$ 13,265,487
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$ 786,482
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$ 14,051,969
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Total current liabilities
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68,589,288
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786,482
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69,375,770
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Total Liabilities
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68,676,734
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786,482
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69,463,216
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Accumulated deficit
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(102,305,966)
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(786,482)
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(103,092,448)
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Total Stockholders' Deficit
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(48,550,566)
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(786,482)
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(49,337,048)
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2
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Consolidated Statements of Operations for the Three Months Ended March 31, 2010
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As reported
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Adjustment
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As restated
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Interest and finance costs
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$ (1,107,273)
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$ (786,482)
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$ (1,893,755)
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Total other expense
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(243,386)
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(786,482)
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(1,029,868)
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Loss from continuing operations
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(372,078)
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(786,482)
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(1,158,560)
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Net loss
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(372,078)
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(786,482)
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(1,158,560)
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Net loss per share – Basic and diluted
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Continuing operations
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(0.00)
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(0.01)
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(0.01)
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The foregoing description of the new financial statements is not a complete summary. The new financial statements, which should be relied upon, will be contained in amendments to the March 31, 2010 and June 30, 2010 reports to effect the aforementioned restatements. You are urged to read the complete documents on the website of the Securities and Exchange Commission at
www.sec.gov
when such amended reports are filed.
Management has apprised the Company's Board of Directors and has discussed the matters in this Report with its independent registered accounting firm.