Attached files
| file | filename |
|---|---|
| EX-32 - EX-32.1 SECTION 906 CERTIFICATION - Cannonau Corp. | pacblue10qa063011ex321.htm |
| EX-31 - EX-31.1 SECTION 302 CERTIFICATION - Cannonau Corp. | pacblue10qa063011ex311.htm |
| EX-31 - EX-31.2 SECTION 302 CERTIFICATION - Cannonau Corp. | pacblue10qa063011ex312.htm |
| EXCEL - IDEA: XBRL DOCUMENT - Cannonau Corp. | Financial_Report.xls |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
FORM 10-Q/A
Amendment No. 1
_________________
X . QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period June 30, 2011
. TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934
For the transition period from ______ to _______
Commission File Number 333-1145876
PACIFIC BLUE ENERGY CORP.
(Exact name of registrant as specified in its charter)
Nevada |
| 80-0647957 |
(State of incorporation) |
| (I.R.S. Employer Identification No.) |
1016 W. University Avenue
Suite 218
Flagstaff, AZ 86001
(Address of principal executive offices)
(602) 910-2114
(Registrant’s telephone number)
with a copy to:
Carrillo Huettel, LLP
3033 Fifth Ave. Suite 400
San Diego, CA 92103
Telephone (619) 546-6100
Facsimile: (619) 546-6060
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes X . No .
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes X . No .
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer | . | Accelerated filer | . |
Non-accelerated filer | . (Do not check if a smaller reporting company) | Smaller reporting company | X . |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes . No X .
As of August 15, 2011, there were 41,029,000 shares of the registrant’s $.001 par value common stock issued and outstanding.
EXPLANATORY NOTE
The purpose of this Amendment No. 1 to the Quarterly Report of Pacific Blue Energy Corp. (the “Company”) on Form 10-Q for the quarterly period ended June 30, 2011, filed with the Securities and Exchange Commission on August 22, 2011 (the “Form 10-Q”), is to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this report provides the consolidated financial statements and related notes from the Form 10-Q formatted in XBRL (eXtensible Business Reporting Language).
Other than the aforementioned, no other changes have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q.
Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
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ITEM 6.
EXHIBITS
Exhibit |
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Number | Description of Exhibit | Filing |
3.01 | Articles of Incorporation | Filed with the SEC on September 5, 2007 as part of our Registration Statement on Form 10SB. |
3.01a | Amended and Restated Articles of Incorporation | Filed with the SEC on October 29, 2009 as part of our Current Report on Form 8-K. |
3.02 | Bylaws | Filed with the SEC on September 5, 2007 as part of our Registration Statement on Form 10SB. |
10.01 | Form of Subscription Agreement | Filed with the SEC on November 17, 2009 as part of our Current Report on Form 8-K. |
10.02 | Product Sales Agreement between PBEC and Siliken Renewable Energy, Inc. dated December 7, 2009 | Filed with the SEC on December 11, 2009 as part of our Current Report on Form 8-K. |
10.03 | Form of Subscription Agreement | Filed with the SEC on January 28, 2010 as part of our Current Report on Form 8-K. |
10.04 | Form of a Subscription Agreement | Filed with the SEC on February 23, 2010 as part of our Current Report on Form 8-K. |
10.05 | Office Lease Agreement between PBEC and University Business Center, LLC dated March 1, 2010 | Filed with the SEC on March 22, 2010 as part of our Current Report on Form 8-K. |
10.06 | Membership Interest Purchase Agreement between PBEC and Ship Ahoy, LLC dated April 5, 2010 | Filed with the SEC on April 8, 2010 as part of our Current Report on Form 8-K. |
10.07 | Promissory Note ($50,000) between PBEC and George M. Buckingham and Viki K. Buckingham, individually and on behalf of the George M. Buckingham and Viki K. Buckingham Family Limited Liability Partnership | Filed with the SEC on April 29, 2010 as part of our Amended Current Report on Form 8-K/A. |
10.08 | Promissory Note ($250,000) between PBEC and George M. Buckingham and Viki K. Buckingham, individually and on behalf of the George M. Buckingham and Viki K. Buckingham Family Limited Liability Partnership | Filed with the SEC on April 29, 2010 as part of our Amended Current Report on Form 8-K/A. |
10.09 | Joint Venture Agreement between PBEC and Patriot Solar Inc. dated May 10, 2010. | Filed with the SEC on May 11, 2010 as part of our Current Report on Form 8-K. |
10.10 | Form of Subscription Agreement | Filed with the SEC on May 19, 2010 as part of our Current Report on Form 8-K. |
10.11 | Form of Subscription Agreement | Filed with the SEC on July 1, 2010 as part of our Current Report on Form 8-K. |
10.12 | Advisory Board Agreement between PBEC and Dale Gray dated July 6, 2010. | Filed with the SEC on July 26, 2010 as part of our Current Report on Form 8-K. |
10.13 | Advisory Board Agreement between PBEC and Yoram Gordon dated July 14, 2010. | Filed with the SEC on July 26, 2010 as part of our Current Report on Form 8-K. |
10.14 | Purchase and Sale Agreement between PBEC and Sonoran Trails, LLC dated July 16, 2010. | Filed with the SEC on July 26, 2010 as part of our Current Report on Form 8-K. |
10.15 | Cooperation Agreement between PBEC and Siliken Renewable Energy, Inc. dated July 27, 2010. | Filed with the SEC on July 29, 2010 as part of our Current Report on Form 8-K. |
10.16 | Form of Subscription Agreement | Filed with the SEC on August 6, 2010 as part of our Current Report on Form 8-K. |
10.17 | Form of Subscription Agreement | Filed with the SEC on August 6, 2010 as part of our Current Report on Form 8-K. |
10.18 | Advisory Board Agreement between PBEC and George Sagredos dated August 10, 2010. | Filed with the SEC on August 17, 2010 as part of our Current Report on Form 8-K. |
10.19 | Consulting Agreement between PBEC and George Sagredos dated August 11, 2010. | Filed with the SEC on August 17, 2010 as part of our Current Report on Form 8-K. |
10.20 | Consulting Agreement between PBEC and Yoram Gordon dated July 29, 2010. | Filed with the SEC on August 17, 2010 as part of our Current Report on Form 8-K. |
10.21 | Amendment and Termination Agreement between PBEC, Sonoran Trails, LLC and Painted Rock, LLC, dated September 10, 2010 | Filed with the SEC on September 24, 2010 as part of our Current Report on Form 8-K. |
14.01 | Code of Ethics | Filed with the SEC on December 9, 2009 as part of our Current Report on Form 8-K. |
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*Pursuant to Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| PACIFIC BLUE ENERGY CORP. | |
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Dated: September 9, 2011 |
| By: /s/ Joel Franklin | |
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| Joel Franklin | |
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| Its: President, Chief Executive Officer, Chief Financial Officer, Secretary and Treasurer | |
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In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated.
Dated: September 9, 2011 | /s/ Joel Franklin | |
| By: Joel Franklin Its: Director | |
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Dated: September 9, 2011 | /s/ Luniel de Beer | |
| By: Luniel de Beer Its: Director | |
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