Zion Oil & Gas, Inc. (ZNOG) Earnings Call Transcript & Summary

June 10, 2020

OTC Pink Market US Energy Oil, Gas and Consumable Fuels shareholder_meeting 59 min

Earnings Call Speaker Segments

John Brown

executive
#1

Okay. Welcome, Zion Oil & Gas shareholders. My name is John Brown. I'm the Chairman and CEO of the company. And we certainly are looking forward to having our meeting today and this is the first time we've done it with this -- using computers. But what I want to do, first of all, is introduce Paul Oroian, who's our Chairman of our Independent Directors, to open with prayer. So anyway, welcome, and we're really appreciative all of you for your support. Paul?

Paul Oroian

executive
#2

Thank you, John. Dear God, hear our prayers. We pray for the United States of America and Israel and all the people of our dear Earth as we struggle with fear, jobs, family, health and on faith. Lord give us the strength to trust in You, give us such confidence in the power of Your grace, that even if we are afraid, we will put our whole trust in You. St. Paul tells us, "God is faithful and he will not let you be tested beyond your strength, but with your testing, He will also provide the way out so that you may be able to endure it." Dear God, we ask You to watch over and give knowledge and wisdom to our shareholders, our staff, the Board members, consultants, drillers and anyone else who is helping Zion Oil with its mission to find commercially producing oil wells in Israel. We pray for their work, discernment and their mental discipline as they face the many obstacles that are put before us. Finally, heavenly and most gracious Father, we come before You in prayer to magnify and glorify Your precious name and to give all the praise, honor and glory You deserve. We humbly request Your overflowing blessings upon our lives. In our Lord and Saviors' name, Amen.

John Brown

executive
#3

Thank you, Paul. This was a beautiful prayer, and I know that God heard our prayer. I'm just going to give you a few minutes, and then I'll turn it over to our President, Bill Avery, but most of you know me, I think, or have received our packets of information. And I'm kind of reading off a little script that I have here because typically in the past, that just kind of -- as it came, I said. But this -- I think it was more important this time. So my calling and journey of faith first began when I was saved in 1981. That was 39 years ago. And in 1983, God sent me to Israel, which was completely out of character for me by being saved a few years. Next thing you know, it's -- I'm in Israel. Zion was incorporated in year 2000, some 20 years ago. So there's been nothing that we've been involved in that's been easy. When I first got involved in this, I thought it would be much easier than it were [indiscernible] and lengthy as it's been, but it's been a hard world of test and faith -- of testing our faith. Now what caused me, first of all, to do this was I was in Israel in 1983, God gave me a vision. And in that vision, these scriptures became real for me. It was in Jacob's Blessings in Genesis 49:25, verses 25 and 26. Many confirmed to me in the second scripture and Moses' blessing in Deuteronomy 33:13-60. Based on these scriptures, both of them mention the blessings of the deep that lie beneath. I have no idea at that point that this was oil we were talking about. I kind of figured it was because when I went to, it's hard for you to do that. So [indiscernible]. So it was kind of hard for me to do to go to Israel and to have this vision and to not to know what to do next because I was not in the oil business and I knew nothing about the oil business. But God did. Based on these scriptures, when I came back from Israel, I knew in my heart that He had called me to Israel, and He'd give me many, many scriptures. And a lot of those scriptures, again, I've sent to our shareholders and put in the books that we have here when we send out packets. So when we do all this, I just want you to know that God sent me to Jerusalem when I was there and the scriptures He gave me, it was First Kings 8:41-43. And then later on, there were many other scriptures that confirmed that He had called me to Israel to the Jewish people to look for oil. So I believe that we in Zion, all of us, have been called by God to find this oil. The proof has been in the test that we've gone through for 30-plus years, 37 years for me and 20 years for Zion. And what I feel in my heart is that after all the tests we've gone through and the trials and tests and tribulation, we now have come to the place, I believe, that we're -- I believe with all my heart, I'm emphasizing, I believe, okay? I don't want anybody to later on, have some issues with me making any kind of commitment or a promise because what I believe in is God's word. Zion was built on God's word. And the way He speaks to me, He speaks to me in the Bible. So I believe this year, once we get the rig into Israel, and we get ready to drill a well, I am in my heart, believing with all my heart that God's going to give us oil. So I have many, many scriptures, and if you need any of them, you want me to send them to you, just contact us, and we'll do it. But I just want to tell you all that this journey of faith has been difficult. What -- basically, we're not quiting -- not even close, because we went through some very difficult times in the last 2 years and God has brought us out, everyone. And I'm expecting that in the future, not because He has to do what I want because I have the faith in God to believe it. So with that, welcome, and I'm glad you came, and I want to leave one last scripture to you. And I weren't able to read these other ones because I was supposed to keep looking at the camera, and it wasn't really -- I've never done this before. Anyway, the scripture is in Hebrews 10:35-36. This is the word of encouragement. "So do not throw away your confidence, it will be richly rewarded. You need to persevere so that when you have done the will of God, you will receive what He has promised." And He has promised the world to Zion. And with that, I'll turn the meeting over to Bill Avery, our President. Thank you.

William Avery

executive
#4

Thank you, John. Good afternoon, everyone, and thank you for attending today's meeting. As John mentioned, this is a first for us, a virtual meeting. So bear with us if we stumble, we'll get it right. I want to give you a quick overview of our meeting today. We'll have a formal part meeting in which we're going to consider 5 proposals for voting, all of which have been previously sent to you on -- in the proxy materials we received, and most of you probably already know that. And we will -- any questions that you have about those proposals, we will take-up and consider after we have gone through the proposals and before we vote. And then once the formal part of the meeting has been concluded, there will be an informal meeting in which there'll be reports, some comments by John and then a report from Rob Dunn, our Senior Vice President and Chief Operating Officer and Operations. There will be a period for questions and answers about what's raised in those reports, after those reports. So that's going to be the format for the meeting today. So at this time, I want to call the meeting to order. On the Zoom webinar invitation, you received copies of the agenda and rules of conduct. Everyone should have already registered through the signed website by June 5, 2020. Upon registering, you have the option to submit questions for the Q&A portion of the meeting, and you can submit questions during the meeting. Depending on the time, we will try to answer as many questions as we can and any questions raised during the webinar meeting, as I just mentioned. So before I start going through the proposals, if you have any questions about the proposals, go ahead and start working on submitting those proposals online, so then we will have those questions before we actually start the voting. So our Secretary and Treasurer, Mart Van Brauman, will act as Secretary of the meeting and the timekeeper. The Board of Directors has appointed Mr. Van Brauman to act as inspector of elections and he has previously taken his oath as the inspector of elections. You should all have a copy of the rules of conduct for this meeting. In order to conduct an orderly meeting, we ask that participants follow these rules. As stated in the rules of conduct, please limit your submitted questions to corporate business. As noted in the notice and proxy statement previously made available to you, the record date for voting at this meeting was the close of business on April 13, 2020. The proxy statement was filed with the Securities and Exchange Commission on April 16, 2020. Direct mailings and notice and access were provided by American Stock Transfer and Trust Company by [ affinitive meeting ]. So at this point, the secretary of the meeting will now report on the existence of a quorum for this meeting.

Martin Van Brauman

executive
#5

The shareholder list shows that holders of 167,890,643 shares of common stock of the company are entitled to vote at this meeting. As the inspector of elections, there are, represented in person or by proxy, 122,442,536 shares of common stock or approximately 72.81% of all shares entitled to vote at this meeting.

William Avery

executive
#6

Thank you, Mr. Van Brauman. Based on the percentage of total shares of the company held by owners of record now present at the meeting, either in person or by proxy, a quorum is present. The meeting is now duly convened for the purposes of transacting the business properly before it. The next order of business is a description of the matters properly brought before this meeting. And as I said a little earlier, following the business portion of the meeting, John and Rob will report on current Corporate affairs, after which there will be another Q&A session. So our first item of business today is the election of directors. Four directors are to be elected today as Class III directors of the company. Directors elected today will hold office until the 2023 Annual Meeting of Shareholders and their successors are elected and qualified. The nominees are listed in your proxy materials and on the agenda. The Board of Directors of the company recommends the following nominees: Paul Oroian, William H. Avery, Virginia Prodan and Jeffrey Moskowitz. There have been no nominees recommended by anybody other than by the Board of Directors. May we have a nomination of the recommended candidates for directors.

John Brown

executive
#7

I, John, [indiscernible] this nomination.

William Avery

executive
#8

Okay. John has made the motion to nominate Paul Oroian, William Avery, Virginia Prodan and Jeffrey Moskowitz as Class III directors of the company to serve until the 2023 Annual Meeting of Shareholders and until their successors are elected and qualified. May I have a second?

Lee Russell

executive
#9

I second.

William Avery

executive
#10

Lee Russell seconds the nomination. Voting will commence on all of the proposal -- after all the proposals have been presented. So we'll now move on to proposal #2, which is to amend the company's amended and restated certificate of incorporation to increase the number of shares of common stock, par value $0.01, that the company is authorized to issue from 200 million to 400 million shares. May we have a motion regarding proposal number #2?

Martin Van Brauman

executive
#11

Mr. Chairman, I move the proposal to amend the company's amended and restated certificate of incorporation to increase the number of shares of common stock, par value $0.01, that the company is authorized to issue from 200 million to 400 million shares.

William Avery

executive
#12

Thank you, Mr. Van Brauman. Do I have a second?

Michael Croswell

executive
#13

I second that.

William Avery

executive
#14

Mr. Croswell seconds. Okay. We'll now move on to proposal #3, which is to ratify the appointment of RBSM, LLP, an independent registered public accounting firm as the independent registered public accounting firm of the company for the fiscal year ending December 31, 2020. May I have a motion regarding proposal #3?

Paul Oroian

executive
#15

Mr. Chairman, I move the proposal to ratify the appointment of RBSM, LLP, as independent and registered public accounting firm -- as the independent registered public accounting firm of the company for the fiscal year ending December 31, 2020.

William Avery

executive
#16

Thank you, Mr. Oroian. Do I have a second for that?

Michael Croswell

executive
#17

I second the motion.

William Avery

executive
#18

Mr. Croswell seconds. We'll now move on to proposal #4, which is to approve in a nonbinding advisory vote, the compensation of the company's named executive officers, as described in the compensation discussion and analysis, executive compensation tables and accompanying narrative disclosures in the proxy statement. May I have a motion for proposal #4?

Michael Croswell

executive
#19

I move the proposal to approve in a nonbinding advisory vote on compensation of the company's named executive officers as described in the compensation discussion and analysis, executive compensation tables, and accompanying their disclosures in this proxy statement.

William Avery

executive
#20

Thank you, Mr. Croswell for that motion. Do I have a second?

Martin Van Brauman

executive
#21

Mr. Chairman, I second the motion.

William Avery

executive
#22

Thank you, Mr. Van Brauman. We'll now move on to our last proposal, proposal #5, which is to improve the frequency of future nonbinding advisory votes on the compensation of the company's named executive officers. Do I have a motion regarding proposal #5?

Michael Croswell

executive
#23

Mr. Chairman, I move the proposal to approve the frequency of a nonbinding advisory vote on the compensation of the company's named executive officers.

William Avery

executive
#24

Thank you, Mr. Croswell. Do I have a second?

Lee Russell

executive
#25

I second the motion.

William Avery

executive
#26

Thank you, Mr. Russell, for that second. Now as I explained a little earlier, if there are any questions regarding these 5 proposals, now is the time when we will consider and answer those questions. Do we have any questions regarding the 5 proposals?

Martin Van Brauman

executive
#27

We do not have any questions regarding the proposals.

William Avery

executive
#28

I'm advised that we do not have any questions regarding the 5 proposals. I suspect everybody is reserving their questions for the company operations report from Mr. Dunn. So we will now move on to the voting on the 5 proposals. If you've previously provided your proxy card, your shares will be voted accordingly. If you have not already done so, please log on to AST platform to vote your proxy. So the time is now 02:18 and I declare the polls open for each matter to be voted on today, June 10, 2020. So we're going to allow 5 minutes -- approximately 5 minutes for people to vote that haven't already voted prior to today. [Voting]

William Avery

executive
#29

Okay, everybody. It's been about 6 minutes. So I'm declaring the polls now closed at 02:24 p.m. today, June 10, 2020, and ask that Mr. Van Brauman, the inspector of the elections, collect and tabulate the ballots. Will the secretary may please report the results of the vote?

Martin Van Brauman

executive
#30

The ballots have been tabulated with the results are as follows: with proposal #1, with respect to the election of each of Paul Oroian, William Avery, Virginia Prodan and Jeffrey Moskowitz as Class III directors of the company. The following persons have been elected as Class III directors with the following votes. Paul Oroian, for, 55,145,974, against 639,363, with a percent voted for, 98.85% voted for. For Bill Avery, 54,966,276, against 602,478, percentage of voted for, 98.91%. Virginia Prodan, for 54,637,281, against 633,833, percent voted for, 98.85%. For Jeffrey Moskowitz, for 54,989,380, against 642,381, vote percent voted for, 98.84%. For proposal 2, with respect to the amending the company's amended and restated certificate of incorporation to increase the number of shares from 200 million to 400 million was approved with 103,776,072 shares being 61.71% of shares voting -- of all shares voting, and all shares, period, in favor with 15,959,999 against, and 2,208,793 abstaining. For proposal #3, with respect to ratifying the appointment of RBSM LLP, independent registered public accounting firm, for the fiscal year ending December 31, 2020, was approved with 116,821,155 shares, being 69.47% of shares voting in favor. 818,554 against, and 4,802,826 abstaining. Proposal 4, with respect to the nonbinding advisory vote, the compensation of the company's named executive officers as described in our proxy statement was approved with 52,680,522 shares being 89.38% of shares voting in favor, with 4,239,785 against, and 2,010,273 abstaining. And with the last one, proposal 5, with respect to the frequency of -- it's now every 3 years for future nonbinding advisory votes on the compensation of the company's named executives was approved with 39,227,787 shares, being 66.63% of the shares in favor of 3 years, 3,472,762 in favor, 1 -- 2 years and 12,986,052 for 1 year. Thus, the majority of the shares voting are in favor of 3 years.

William Avery

executive
#31

Thank you, Mr. Van Brauman. As Mr. Van Brauman has indicated, all 5 proposals have been approved by the shareholders. We appreciate your participation in this process, and thank you for all of your votes. If there's no other official business to come before this meeting, do I have a motion for adjournment?

John Brown

executive
#32

I.

William Avery

executive
#33

Mr. John Brown makes motion to adjourn. Do I have a second?

Unknown Executive

executive
#34

I seconded.

William Avery

executive
#35

And you've heard most to adjourn. All those in favor, say aye.

Unknown Executive

executive
#36

Aye.

William Avery

executive
#37

Any opposed? Hearing none, the motion carried. And I declare the meeting to be officially adjourned at 2:30 p.m. on June 10, 2020. We will now proceed with the informal portion of the meeting. As I said earlier, Mr. John Brown, our Chairman, will make a brief report to you about the company, followed by Mr. Rob Dunn, our Chief Operating Officer. Please reserve your questions and comments for the question-and-answer period following the reports. However, before I proceed, may I remind you, please, that during the course of these presentations, or in answers to your questions, I or others on behalf of the company may make forward-looking statements regarding future events or the future performance of the company. Of course, we cannot foresee the future. And actual events may turn out to be different from what we expect. And because of the nature of this meeting, we cannot undertake to provide updates or corrections to any statements that we may make about the future. We refer you to Zion's public filings with the Securities and Exchange Commission, in particular, the company's most recent filings, the Form 10-K for the most recently completed fiscal year and the Form 10-Q for the first quarter of this year 2020. These documents identify important factors that could cause actual results to differ from any forward-looking statements we may make today. So let me turn it over right now to John Brown, our Chairman.

John Brown

executive
#38

Thank you, Bill. Thank you very much. I'm not going to spend a lot of time talking about this because the operations part is what probably what most people want to hear about what the future holds or how we're going to proceed. So I will tell you this, that God started Zion Oil & Gas, John Brown didn't. And I know that, that may not be believed by some people, but if you read the Hebrews 11:1, it says faith comes by hearing and all that stuff. I've got it mixed up. It's Romans 10 -- got that mixed up, too. So I guess I'm 80 years old. I'm getting a lot of these mixed up. But anyway, basic one, Hebrews 11:1 said, "Faith is the substance of things hoped for, the evidence of things not seen." So leave you with that, we have had by faith, 37 years from Zion Oil & Gas with this vision that God had given me to see this vision come to pass. Now over $200 million or so. We have invested with our shareholders' money and our own money and time over the years in order to bring this vision to pass. What this vision means that what we've sent to do was to bless Israel. And it's in Genesis 12 and 1 through 3. He said, "I'll bless those who bless Israel, and I'll curse those who curse Israel." Now we have blessed Israel with our time and our money. For many, many years, we've had lots of people praying for us. There's prayer teams praying all over the world for Zion Oil & Gas to be able to see the fruition of these scriptures that both Moses and Jacob prophesied about. So we're based on the word of God, that's what Zion was based on when we first -- was created by God. What I feel in my heart is that there's possible, like this is my own belief and faith. There is no possible way that we can be based on scripture and be led by scripture through all these many years on everything that we've done and not be successful. I think it is last year's pretty much proven that because if there's ever been a time that we've seen miracles in Zion, we've seen so many of them, I could stand up here for the next 2 or 3 hours and tell you one after the other, how it's happened, both financially and with people coming. And what I believe with all my heart is we're very close to seeing the blessing come on the [ hip ] Joseph, which is -- that's where our license is. It's [indiscernible] Jezreel and the new licenses in Megiddo. That's the area, it's Megiddo. And I guess we could read something into that if we want about being the last days, but I don't know about all that. All I know is that God has given us a team of people in Zion Oil & Gas, both employees here and in Israel. It's absolutely unbelievable. This talent is unreal. And what I see is Psalm 133 come to pass, which means it talks about where there's unity amongst the brethren and its blessings from God. So with that said, I want to say to all of you that we're going to give it our very, very, very best as soon we are able to do this to get the rig to Israel. And then we're going to start, and we're going to trust God, and believe God. We don't want to be like -- we want to be like the children of Israel that got halfway through the desert experience and then begin to doubt God and trust in the -- not to believe Him. We don't want to have any unbelief in God. And so what we want to do is we're going to stay focused on what God told us to do and finish it. And with that then, I'll turn this over to Rob Dunn, who's our Chief Operating Officer and soon to be our new CEO, if everybody votes for.

Robert Dunn

executive
#39

Well good morning, evening, afternoon to all our shareholders throughout the globe. I guess, I'm probably going to be the man of the half hour here. And so we'll go over some of these items that we'll have on our list once we have the screen shot. Okay. So we'll start off with some of the operational status report, some of our recent achievements that we've accomplished and kind of a plan of tactic as we see going forward. Can you change the slide, Andrew? So with our recent achievements, the operations, we've completed the first commercial launch of 3-D in Israeli history, in the 72 square kilometers of high-density nodal survey, that was finalized October 2019. The 3-D data set was transferred out of Israel to United States in the Houston from the processing. The data has been fully uploaded to the processing cluster, servers, et cetera, and it's been verified. That was done in November 2019. And then we've completed the initial fast track of the data through December 2019. The interpretation with the Dallas and Israel geology and geophysics team commenced in late December on the data. Essentially, once we had all the data loaded, we can start to look at some of the cubes of the data. We have further reviewed the interpretation and it's ongoing with our geology and geophysics team as the data continues to refine. Multiple passes of the data are going through the processing center. This takes onwards of 4 months to 6 months to get a product that we're comfortable with. Review of additional interpretation of the data will continue on past 2020, 2021. This is just the nature of the seismic data. For all intents and purposes of data we have in hand, we're able to make logical decisions on a go-forward plan. Review of additional support services for the future exploration is ongoing. Now the rig crew has been sourced, the Visa process has commenced in Israel for the preparation of acceptance testing of the rig. We had to bring out a crew outside of Israel. Unfortunately, there's no indigenous rig crews available in Israel. So we'll have a rig crew in-country in order to do the acceptance testing of the rig. And that's running the endurance testing, et cetera, to make sure the rig operates to its capacities as we purchased the rig. Our pre mobilization load plan is completed for the mobilization of the rig from Romania to Israel. So these are some of the operational achievements that we've completed to date. The rig purchase -- we've completed the rig purchase, which is currently stacked in Romania. With the rig, there's a significant spare part inventory that was acquired during the purchase. There's 15,000 foot of heavyweight gulf stream included, fresh category for inspections on the pressure control systems, North American top price system that's fully recommissioned from the manufacturer. [ Fresh 0 ], our main generator from Caterpillar. All equipment was prepared for mobilization currently in Romania. All the [ API ] certifications were verified by third-party companies is complete now in Romania. So we're very excited that the rigs in its final stages for being mobilized. Some of the HSE highlights that we've had, our 3-D was completed with 0 recordable incidents in both environmental and injuries. The rigs specific agency, which is the health safety environment review, along with initial auto was completed in Romania. The drilling and operations HSE program has commenced as we fine-tune operations, we changed the HSE programs to cater for the work environment that we're going into. Our senior rig crew certifications have been verified, all well control certifications and training for independent contractors has been renewed to date. We'll go over to the next slide. The next slide is obviously some of the operational delays. It's not isolated to Zion Oil & Gas, this is pretty much on a global scale. So obviously, COVID-19 has ceased or hindered the global commerce. It's disrupted everything while there's reconfiguring going on. The supply chain is restricted and is running longer lead times, limited activity with the government agencies resulting in delays on approvals, et cetera, and essentially all travel cross-border has been ceased at current time. Coming now into the regulatory approvals. Multiple government agencies are being dealt on a daily basis. Approximately 120 individuals within the agencies need interactions. And we'll detail that on the following slide as well. In the state of home order, obviously, a delay in the meeting in our action times. So Andrew, next slide. This is just a rundown, and I won't go into great detail of this, but these are some of the governmental approvals required for drilling activities in Israel. So with the Ministry of Energy, we have many, many departments. Amongst departments in that, we have the Ministry of Environment with 6 departments with the [ Mab ], customs authorities, water authorities, land authorities. Ministry of Health, with the coronavirus, is obviously a new one that we're dealing with and a standard institute for importing goods into Israel. The Civil Aviation Authority that we deal with, obviously, because we have a rig that has a tower. We need to file that. The Israeli defense forces and the defense -- Ministry of Defense due to the proximity of the orders we're working in. Water companies, national roads, northern districts, the municipalities, electric companies, national parks, due to the sensitivity, the antiquities and the archeological significance of the holy land. The kibbutz, which is the similar to a tower village that we would see in North America, their lease, land rights, noise levels, et cetera. Fire departments, Ministry of Economy, Ministry of Interior, Ministry of Law Affairs. So this is a fairly comprehensive list, and each one of these has a subset within it. So if you look at it just on the surface, there's over 21 ministries that we have direct interaction with. And within those ministries are ministries within the ministries. So it's a very lengthy process. We've been working with a lot of these ministries over the last 18 months since the inception of the seismic program that was acquired there. The working relationship is very good with these departments. We're running a lot of stuff in parallel, which is kind of a new concept in areas. But the bottom line is it does come as time to go through the ministry on us. So this is just a general overview of our operations, some of our past stuff, where we're at with the rig, where we're at with the seismic data, et cetera. So at that note, I'll go ahead and chair some questions on the chat line, I guess. I'm sorry. There's a list.

Unknown Executive

executive
#40

Yes. There is a list. I don't know if you're able to see that on the screen big enough. But there's a question about the geological 3-D survey. Any updates there?

Robert Dunn

executive
#41

As I mentioned earlier, the survey was completed in October, and we've had the fast track data enhanced since late December. We're still bringing in new volumes of the data as we go through certain steps on an interpretal set of data, we've had in hand since February, and our G&G team is continuing to refine the data and correlate on some of the locations or potential locations.

Unknown Executive

executive
#42

And -- there's a lot of questions. So there's no way we're going to be able to get to all of them. But another question is what is the status of the rig? And when can we expect it in Israel?

John Brown

executive
#43

The status of the rig is we currently have all the required documentation to export the rig out of Romania. We work with the ministries in Israel for the appropriate documentation for customs and importation. Obviously, with the COVID factor in this, we've had to slide the scales. And so it's pretty much on a weekly basis, but we're -- the visas, we're waiting for the senior rig up crew to obtain their visas. Once a senior rig up crew has the visas, they'll be in country, and we'll be able to mobilize the rig. Saying that, we've been working hand and hand with freight borders and providers over the last month. And we've got to be very fluid with our schedules as are the shipping lines, but we're -- we've worked the certifications on the rig to get it on the IMO standards. We worked through getting the diesel tanks cleaned and certified with the overall water transport. So on our side, we're ready to ship the rig. We're just waiting for the country's commerce to open back up.

Unknown Executive

executive
#44

Right. Do we want to -- there's a lot of questions about the rig and just when it's going to arrive and be in the country. You want to speak more to that, to that level??

Robert Dunn

executive
#45

With -- some of the questions with the rig when we were on the contrary, I'd love to have it there yesterday. But the reality is we have a 14-day quarantine period with the senior rig crew that's arriving. We're still working with the Ministry of Health, the Ministry of Interior in Israel in order to finite the time lines. It's -- unfortunately, it's on a sliding scale at this point. We make best plans to launch the boat early summer, and then it gets moving, obviously, because we can't control what the borders are doing. The tentative time lines that we've seen in Europe for Europe opening up the shang in EU area is July 1. At that point, we're allowed to have crews and people from the senior rig crews that are from Eastern Europe, Turkey, et cetera, they are able to move around those areas. So right now, the countries are opening up potentially in July 1, and then we'll have to add some date on top of that. But we're very cognizant and they appreciate all countries taking to safeguards, safeguard their citizens. At the same time, we have to be very fluid on what we're doing as an organization not to expand any expense that we don't want to at this point and have stuff lined up. There's a point where we can mobilize something, but if we haven't arrived, and it sits at port -- there's Denver which is essentially daily rental that happens, it wouldn't be a fiduciary responsibility about -- it would be bad on our part to incur these rates. So until we have the actual rig crew in hand, the quarantine periods' over and we have proper regulations and rules from Ministry of Health from countries in Eastern Europe and Israel, it's very difficult to lock down the time. But the point of reference, Europe opens up potentially July 1. That point, we will maybe have some more visibility at that point.

Unknown Executive

executive
#46

All right. We have a question of the level of the process and how much we can speak to it, if we can speak to it? How many of the various permits and everything? How far along are we with all the permitting that is required that you spoke of?

Robert Dunn

executive
#47

Well the original permit that we filed with the MJ#1, some of these permits, we can ride the coattails on. So we were not reinventing the wheel to this. But once again, to have a finite date on these and is really fluid with the ministries. But this is a snapshot of what we went through on the MJ#1 well previously that took extended period of time actually as the approvals of it. Majority of these, we've had a working relationship with the ministries over the last 5 to 6 months. So we were -- like I said, we're not going to have to reinvent the wheel on some of them. One of them with the Ministry of Environment and doing an environmental impact assessment. That's a lengthy process that took up almost 12 to 14 months in the past. We won't have to replicate on this. It's been done for our license area where we're at. So some of these we can fast track and some, it's just a matter of clarification.

Unknown Executive

executive
#48

And when do we anticipate making a recommendation for the next well?

Robert Dunn

executive
#49

That's a good question, Tom. I said -- our G&G teams have been working countless hours. It's a blessing that we have both sides of the pond, I'd say Europe, in North America, the time frame, we can work the data sets 24 hours. It allows us to look at a lot of different opportunities in the data set, the potential well locations. Once we have a detailed plan with the G&G team in agreements, we'll also have some additional G&G staff that will assist our G&G staff. Just to kind of say that we're all in agreement on the location. But it's a very complex data set. It's the first of the first in Israel. And it is -- I know it's a hot item amongst everybody if we would release the data to the public, etc. These -- unfortunately, it doesn't matter if we're in Israel or North America or where you're at. This is typically a very proprietary item for an organization. The data side, I can say it's one of the most complex I've seen in my career. But it's also -- it's very encouraging with some of the early results that we've seen in the data set.

Unknown Executive

executive
#50

There are a number of questions about time line and why it may be difficult to establish exact time lines.

Robert Dunn

executive
#51

That really comes back down to the fluid environment that we're seeing is what we would normally, we expect a week to take, obviously, one that the brakes were put on a global scale with the COVID. We had -- we've lost essentially a month as the global, essentially, while we're retooling, readjusting, trying to figure out how to work safely, except within ministries and -- it's very difficult to give you a finite time line with that. We can take an example, even here in America, April 15, has always been tax day. And COVID comes along and next thing, we have a 3-month extension on this because we just don't know, right? It's hard to slide as well. Once we have some more visibility and the numbers are going down, certain areas of the world, I think we're going to start seeing regulations lifted, stuff retool. At that point, we could probably come up with some fairly finite timelines on it, keeping in mind that timelines, they slide irregardless of the best case scenario when we're not in a global pandemic. It's just a matter of vessels are delayed, customs are delayed, et cetera. But we've taken a lot of steps while we've been in this pause period to work with certain regulatory bodies on approvals. Just manifest for the cargo that's going to come in the country. So we preempted a lot of stuff in Israel. So it's not a shock at all when the stuff arise at shorter time frame.

Unknown Executive

executive
#52

And then we have some questions more about our shares and stock. So perhaps, Bill, would be best for that to join. Can you speak to the price being under $1, and potential of delistment or potential for reverse stock splits and where we stand on that?

William Avery

executive
#53

Well we are obviously disciplined that our stock remains under $1. We can't control the markets for investors' perception of Zion. We continue to do what we can do. We make all the filings that we're supposed to. Our statements are all audited. We continue with our plan to explore for oil in Israel. And so our plan is to continue with exactly what we've been doing, and move forward with our plans to export oil in Israel and would anticipate a favorable reception from the marketplace as we move along. The -- as I think everyone knows, there is $1 minimum limitation for continued listing on NASDAQ. We have -- I don't remember the date in September, but we have until some particular date in September.

Unknown Executive

executive
#54

Sixth or eighth.

William Avery

executive
#55

Around the sixth or the eighth of September in which to have our stock price above $1 for 10 consecutive days or whatever the number is. We remain optimistic. We're moving forward. We have the rig that we've never had before. We can control our destiny better than we did before. And so we're moving forward, and we anticipate continued success. As far as the question of a reverse stock split, we are not anticipating that at this time. And we don't need to anticipate at this time. So that's all I can or will say on that particular issue.

Unknown Executive

executive
#56

And then with the passing of the increase of shares, registered shares, when can we expect that to be available on the market?

William Avery

executive
#57

Well all we've done is we have increased the number of authorized shares from 200 million to 400 million. And until those shares are actually issued, they're not in the market. They're treasury shares that Zion has that can be used for future business purposes. So they won't be in the market as such. But increasing the number of authorized shares gives us great flexibility in raising capital going forward to further our exploration plans.

Unknown Executive

executive
#58

All right. We have one more, just clear, are we concerned that we will not get the $1 mark.

William Avery

executive
#59

Are we concerned that we will not hit it? Is that the question?

Unknown Executive

executive
#60

Correct.

William Avery

executive
#61

We're not concerned.

Unknown Executive

executive
#62

Okay.

William Avery

executive
#63

We're optimistic, as I said a few minutes ago, we're seeing God's hand on this company. Over the last couple of years, we had a lot of adversity. At the present time, we have no litigation against us. The derivative suits have been dismissed, the class acts has been dismissed. The market was perfect for us to actually acquire a really good deep drilling rig, we were able to do it. We did it in March. We had the money to do it. We structured it in such a way, and I'll refer to what Rob was saying just a moment ago, we structured in such a way in which we have a $1 million holdback from the purchase price. And so when the rig, when we get into Israel, get it rigged up and the crew is there, do acceptance testing, then we will know if the $1 million will be -- well we will release $1 million to the seller of the rig. So we can look at the rig in Israel, check it operationally, make sure everything is perfect. And if everything work as represented, as we anticipate, then we will release the remaining $1 million of purchase price. So we've had a lot of things that have lined up for us. And so we're moving forward, we're optimistic. As Rob said, we've got a processing firm that is processing, he said, almost 24 hours. The processing firm has offices in Houston, Texas and Belgrade, Serbia. So hours time difference. So we can pretty well get 24-hour processing. So a lot of things that are lining up for us, as I said, we see God's hand on the company. So we remain optimistic.

Unknown Executive

executive
#64

All right. We're closing in on one hour, so...

William Avery

executive
#65

Are there any other questions?

Unknown Executive

executive
#66

There is a variance of those questions, but one is, is -- I mean, basically, there's a lot of interest on timelines. And when it will happen?

William Avery

executive
#67

Well Rob has addressed the timelines. But also one of the reasons why Rob, in his slide presentation showed you all of the various regulatory authorities, bodies, et cetera, is because he know we have lots of people looking at anything we do and approvals and approvals and what we've seen in the past is that we will meet certain approvals, meet certain requirements. And then the goal post gets moved on us. And so we've got to go further and meet some order requirements. And then somebody will think it's -- and some ministry or wherever will think of something else. And then we'll have more requirements. So it's a very fluid process.

Unknown Executive

executive
#68

We [indiscernible].

John Brown

executive
#69

For those of us that were believers, there's such a thing as God's timing, and that's what we're on. So we can sit here and speculate about what's going to happen next month or 3 months or whatever, we're doing our very, very best. But until God opens that door, we're considering [indiscernible] if there's timing for everything and every season. And that's what we're experiencing. If anybody would know, that would be me after 39 years. So there's been times I thought early on in my career that what we did was 6 months or a year to drill the first well, took me 6 years. So we're working at it, and it's a timed thing. It's God's time.

William Avery

executive
#70

Okay. The time is 3:00 p.m. So I think that we're going to conclude the program for today. Thank you very much for attending the meeting today. We greatly appreciate everybody. All of you that are on this and all of our shareholders, we appreciate your continuing support for us, continue to pray for us and we will continue to move forward with our exploration plans. So God bless, and have a good day.

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