Attached files
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended: September 30, 2012
AMERIGO ENERGY, INC.
(Exact name of small business issuer as
specified in its charter)
Delaware 20-3454263
------ ----------
(State or other (I.R.S. Employer
jurisdiction of incorporation Identification No.)
or organization)
2580 Anthem Village Drive
Henderson, NV 89052
_________________________________________________
(Address of principal executive offices) (Zip Code)
(702) 399-9777
_________________________
(Issuer's telephone number)
Indicate by check mark whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past 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
({section}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 [ ] 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]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:
24,124,824 shares of common stock, $0.001 par value, as of November 19, 2012
TABLE OF CONTENTS
ITEM 1. FINANCIAL STATEMENTS................................................3
CONSOLIDATED BALANCE SHEET................................................3
CONSOLIDATED STATEMENTS OF OPERATIONS.....................................4
CONSOLIDATED STATEMENTS OF STOCKHOLDERS DEFICIT...........................5
CONSOLIDATED STATEMENTS OF CASH FLOWS.....................................6
NOTES TO FINANCIAL STATEMENTS.............................................7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS 9
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK...........9
ITEM 4. CONTROLS AND PROCEDURES.............................................9
PART II - OTHER INFORMATION...................................................10
ITEM 1. LEGAL PROCEEDINGS...................................................10
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS...........................10
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.....................................10
ITEM 4. MINE SAFETY DISCLOSURES.............................................10
ITEM 5. OTHER INFORMATION...................................................11
ITEM 6. EXHIBITS............................................................11
SIGNATURES....................................................................12
PART I - FINANCIAL INFORMATION
AMERIGO ENERGY, INC
BALANCE SHEETS
As of As of
September 30, December 31,
2012 2011
(Unaudited)
------------- ------------
ASSETS
Current assets
Cash $55 $16
------------- ------------
Total current assets 55 16
Other Assets
Deposits 950 950
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Total other assets 950 950
------------- ------------
Total assets $1,005 $966
============= ============
LIABILITIES AND STOCKHOLDERS' (DEFICIT)
Current liabilities
Accounts payable and accrued liabilities $40,060 $39,604
Accounts payable - related party 109,405 18,215
Advances from related parties 16,077 16,077
Payroll liabilities 90,000 36,000
Accrued Interest - Related Parties 36,141 35,591
Judgement payable 120,000 120,000
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Total current liabilities 411,683 265,487
------------- ------------
Total liabilities 411,683 265,487
Stockholders' (deficit)
Preferred stock (25,000,000 shares authorized
& 500,000 shares outstanding at Sep. 30, 2012) 500 500
Common stock; $.001 par value; 100,000,000 shares
authorized; 24,124,824 and 25,524,824 shares outstanding
at Sep 30, 2012 and Dec 31 2011 respectively 24,124 25,524
Additional paid-in capital 15,441,512 15,440,612
Accumulated deficit (15,876,814) (15,731,157)
------------- ------------
Total stockholders' (deficit) (410,678) (264,521)
------------- ------------
Total liabilities and stockholders' (deficit) $1,005 $966
============= ============
AMERIGO ENERGY, INC
STATEMENTS OF OPERATION
(UNAUDITED)
Three Months Ended Nine Months Ended
September 30, September 30, September 30, September 30,
2012 2011 2012 2011
---------------------------- ------------------------------
Revenue
Oil revenues $145 $1,839 $600 $22,748
Gas revenues 70 - 279 12,315
---------- ----------- ----------- -----------
Total Revenue 215 1,839 878 35,063
Gross Profit 215 1,839 878 35,063
Operating expenses
Lease operating expenses 81 2,325 346 23,814
Selling, general and administrative 1,114 3,989 4,315 17,058
Professional fees 48,614 43,500 141,325 247,000
Depreciation and amortization expense - 305 - 915
Depletion expense - 37 - 1,547
---------- ----------- ----------- -----------
Total operating expenses 49,809 50,157 145,985 290,334
---------- ----------- ----------- -----------
Loss from operations (49,594) (48,318) (145,107) (255,271)
Other income (expenses):
Interest expense (550) - (550) -
Other expense - - - (157)
Gain on extinguishment of debt - - - 6,331
---------- ----------- ----------- -----------
Total other income (expenses) (550) - (550) 6,174
---------- ----------- ----------- -----------
Loss before provision for income taxes (50,144) (48,318) (145,657) (249,097)
Provision for income taxes - - - -
Net loss $(50,144) $(48,318) $(145,657) $(249,097)
========== =========== ========== ==========
Basic and diluted (loss) per common share (0.00) (0.00) (0.01) (0.01)
========== =========== ========== ==========
Basic and diluted weighted average common shares
outstanding 24,217,930 25,524,824 24,217,930 25,524,824
=========== =========== ========== ==========
AMERIGO ENERGY, INC
CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
(UNAUDITED)
Common Stock Preferred Stock Paid-in Accumulated Stockholders'
Shares Amount Shares Amount Capital Deficit Deficit
-------------------- ----------------- --------- ----------- -------------
Balance, December 31, 2010 22,814,331 33,356 500,000 500 14,608,105 (15,429,712) (787,750)
========== ====== ======= ====== ========== ============ ============
Shares issued to
settle debts 9,141,216 9,141 459,739 468,880
Shares issued for
consulting services 2,000,000 2,000 78,000 80,000
Shares issued for previously
purchased oil interest 69,277 70 70
Settlement of shares
issued to Granite Energy (8,500,000) (8,500) 8,500 -
Settlement of debts
to related parties 220,723 220,723
Warrants issued 55,000 55,000
Adjustment to common
stock account
(10,543) 10,543
Rounding error 2 1
Net loss (301,445) (301,445)
Balance, December
31, 2011 25,524,824 $25,524 500,000 $500 $15,440,612 $(15,731,157) $(264,521)
========== ====== ======= ====== ========== ============ ============
Shares issued for
services 100,000 100 900 1,000
Repurchase and
retirement of shares (1,500,000) (1,500) (1,500)
Net loss (145,657) (145,657)
Balance, September
30, 2012 24,124,824 $24,124 500,000 $500 $15,441,512 $(15,876,814) $(410,678)
========== ====== ======= ====== ========== ============ ============
AMERIGO ENERGY, INC
CONSOLIDATED STATEMENTS OF CASH FLOW
(UNAUDITED)
9 MONTHS 9 MONTHS
ENDED ENDED
September 30, September 30,
2012 2012
------------- --------------
Cash flows from operating activities:
Net loss $(145,657) $(187,865)
Adjustments to reconcile net loss to
net cash used by operating activities:
Stock issued for services / settle debt 1,000 147,979
Stock issued for oil interest 69
Debts settled with oil interest (2,988)
Depletion, depreciation and amortization 610
Increase in accounts receivable 12,416
Increase / (decrease) in accounts payable 456 (8,154)
Increase / (decrease) in accounts payable - related party 26,988
Increase / (decrease) in advances from related parties 91,739 (321)
Increase / (decrease) in accrued payroll 54,000 11,322
Rounding error 1 -
------------- --------------
Net cash Provided by operating activities 1,539 56
Cash flows from investing activities:
Sale of oil and gas interests - 35
------------- --------------
Net cash provided by investing activities $- $35
Cash flows from financing activities:
Repurchase and retirement of shares (1,500)
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Net cash used by financing activities $(1,500) $-
------------- --------------
Net increase in cash 39 91
Cash, beginning of period 16 372
------------- --------------
Cash, end of period $55 $463
============= ==============
Cash paid for interest $- $-
============= ==============
Cash paid for taxes $- $-
============= ==============
Supplementary cash flow information:
Stock issued for services $1,000 $-
Oil interest used to settle debts $- $(8,099)
AMERIGO ENERGY, INC.
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1 - BASIS OF PRESENTATION
The interim financial statements included herein, presented in accordance
with United States generally accepted accounting principles and stated in
US dollars, have been prepared by the Company, without audit, pursuant to
the rules and regulations of the Securities and Exchange Commission.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such
rules and regulations, although the Company believes that the disclosures
are adequate to make the information presented not misleading.
These statements reflect all adjustments, consisting of normal recurring
adjustments, which, in the opinion of management, are necessary for fair
presentation of the information contained therein. It is suggested that
these interim financial statements be read in conjunction with the
financial statements of the Company for the year ended December 31, 2011
and notes thereto included in the Company's Form 10-K. The Company
follows the same accounting policies in the preparation of interim
reports.
Results of operations for the interim periods are not indicative of annual
results.
Recent pronouncements:
The Company's management has reviewed all of the FASB's Accounting
Standard Updates through September 30, 2012 and has concluded that none
will have a material impact on the Company's financial statements.
Management does not believe that any other recently issued but not yet
effective accounting pronouncements, if adopted, would have an effect on
the accompanying consolidated financial statements.
Going Concern
The accompanying financial statements have been prepared on a going
concern basis, which contemplates the realization of assets and the
satisfaction of liabilities in the normal course of business. The Company
has incurred cumulative net losses of approximately $15,876,814 since its
inception and requires capital for its contemplated operational and
marketing activities to take place. The Company's ability to raise
additional capital through the future issuances of the common stock is
unknown. The obtainment of additional financing, the successful
development of the Company's contemplated plan of operations, and its
transition, ultimately, to the attainment of profitable operations are
necessary for the Company to continue operations. The ability to
successfully resolve these factors raise substantial doubt about the
Company's ability to continue as a going concern. The financial statements
of the Company do not include any adjustments that may result from the
outcome of these aforementioned uncertainties.
NOTE 2 - OIL AND GAS LEASES
DURING THE NINE MONTHS ENDED SEPTEMBER 30, 2012:
For the nine months ended September 30, 2012, the Company generated
revenues on producing oil and gas properties in the amount of $879. For
the nine months ended September 30, 2011, the Company generated revenues
on producing oil and gas properties in the amount of $35,063.
The depletion expense for the nine months ended September 30, 2012, and
2011 was $0 and $1,547 respectively.
NOTE 3 - STOCKHOLDERS' DEFICIT
As of September 30, 2012, there were 24,124,824 shares of common stock
outstanding and 500,000 preferred shares outstanding.
DURING THE NINE MONTHS ENDED SEPTEMBER 30, 2012, THE COMPANY ISSUED COMMON
STOCK AS FOLLOWS:
During the nine months ended September 30, 2012, the company issued
100,000 shares of common stock to a consultant for services rendered
valued at $1,000.
During the nine months ended September 30, 2012, the company entered into
a buyback agreement with a shareholder. The company agreed to buy back
1,500,000 shares for a purchase price of $1,500. These shares were
cancelled with the transfer agent and are no longer outstanding.
During the period ending September 30, 2012, the CEO of the company
acquired in a private transaction the balance of shares of preferred A
stock. As of September 30, 2012, the CEO owns 500,000 shares of preferred
stock, which make up 100% of the preferred stock issued and outstanding.
NOTE 4 - RELATED PARTY TRANSACTIONS
As of September 30, 2012, the Company had $90,000 in accrued payroll
payable to the Company's current officer.
The Company has a consulting agreement with a firm controlled by the
Company's Chief Financial Officer for a fee of $3,500 per month. The
consulting firm has been engaged to assist in organizing and completing
the process of filings with the Securities and Exchange Commission and
other tasks. The Company owed the firm $109,405 as of September 30, 2012
which is included as part of Accounts payable - related party in the
accompanying financial statements.
During the nine months ended September 30, 2012 the company entered into a
loan agreement with Franklin Griffith and Associates. The company agreed
to borrow $8,605 in order to pay down debts on the company's books. The
terms of this loan state that the loan due in full within 90 days and the
loan will accrue interest at a rate of 20% annually.
During the period ending September 30, 2012, the CEO of the company
acquired in a private transaction the balance of shares of preferred A
stock. As of September 30, 2012, the CEO owns 500,000 shares of preferred
stock, which make up 100% of the preferred stock issued and outstanding.
NOTE 5 - SUBSEQUENT EVENTS
The Company has evaluated subsequent events through November 19, 2012, the
date which it has made its financial statements available, and has
identified no significant reportable events through that date.
WHERE YOU CAN FIND ADDITIONAL INFORMATION
We have filed with the Securities and Exchange Commission this Form 10-Q,
including exhibits, under the Securities Act. You may read and copy all or
any portion of the registration statement or any reports, statements or
other information in the files at SEC's Public Reference Room located at
100 F Street, NE., Washington, DC 20549, on official business days during
the hours of 10 a.m. to 3 p.m.
You can request copies of these documents upon payment of a duplicating
fee by writing to the Commission. You may call the Commission at 1-800-
SEC-0330 for further information on the operation of its public reference
room. Our filings, including the registration statement, will also be
available to you on the website maintained by the Commission at
http://www.sec.gov.
We intend to furnish our stockholders with annual reports which will be
filed electronically with the SEC containing consolidated financial
statements audited by our independent auditors, and to make available to
our stockholders quarterly reports for the first three quarters of each
year containing unaudited interim consolidated financial statements.
The company's website address is http://www.amerigoenergy.com; however,
the site has recently come down and is being revamped to account for the
updates to the company's business plan. Our website and the information
contained on that site, or connected to that site, is not part of or
incorporated by reference into this filing.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
PRELIMINARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This discussion contains forward-looking statements. The reader should
understand that several factors govern whether any forward-looking
statement contained herein will be or can be achieved. Any one of those
factors could cause actual results to differ materially from those
projected herein. These forward-looking statements include plans and
objectives of management for future operations, including plans and
objectives relating to the products and the future economic performance of
the Company. Assumptions relating to the foregoing involve judgments with
respect to, among other things, future economic, competitive and market
conditions, future business decisions, and the time and money required to
successfully complete development projects, all of which are difficult or
impossible to predict accurately and many of which are beyond the control
of the Company. Although the Company believes that the assumptions
underlying the forward-looking statements contained herein are reasonable,
any of those assumptions could prove inaccurate and, therefore, there can
be no assurance that the results contemplated in any of the forward-
looking statements contained herein will be realized. Based on actual
experience and business development, the Company may alter its marketing,
capital expenditure plans or other budgets, which may in turn affect the
Company's results of operations. In light of the significant uncertainties
inherent in the forward-looking statements included therein, the inclusion
of any such statement should not be regarded as a representation by the
Company or any other person that the objectives or plans of the Company
will be achieved.
A complete discussion of these risks and uncertainties are contained in
our Annual Financial Statements included in the Form 10-K for the fiscal
year ended December 31, 2011, as filed with the Securities and Exchange
Commission on April 16, 2012.
INTRODUCTION
The Company derives its revenues from its producing oil and gas
properties, of which the substantial majority are predominantly oil
properties. These properties consist of working interests in producing oil
wells having proved reserves. Our capital for investment in producing oil
properties has been provided by the sale of common stock to its
shareholders.
The following is a discussion of the Company's financial condition,
results of operations, financial resources and working capital. This
discussion and analysis should be read in conjunction with the Company's
financial statements contained in this Form 10-Q.
OVERVIEW
RESULTS OF OPERATIONS
REVENUES
For the three months ended September 30, 2012 the company generated
revenues on producing oil and gas properties in the amount of $215. For
the three months ended September 30, 2011 the company generated $1,839 in
revenues from producing oil and gas properties.
For the nine months ended September 30, 2012, the Company generated
revenues on producing oil and gas properties in the amount of $879. For
the nine months ended September 30, 2011, the Company generated revenues
on producing oil and gas properties in the amount of $35,063.
OPERATING EXPENSES
THREE MONTHS ENDED
Lease Operating - Lease operating expense for the three months ended
September 30, 2012 totaled $81 as compared to $2,325 for the three months
ended September 30, 2011. The decrease is directly related to the decrease
in interest the Company holds.
General and Administrative - General and administrative expenses were
$1,114 for the three months ended September 30, 2012, compared to $3,989
for the three months ended September 30, 2011.
Professional Fees - Professional fees for the three months ended September
30, 2012 were $48,614 as compared to $43,500 for the three months ended
September 30, 2011. The increase was related to the increased use of
consultants.
Depreciation, Amortization, and Depletion - Depreciation and amortization
expenses were $0 for the three months ended September 30, 2012 compared to
$305 for the three months ended September 30, 2011. The decrease is
directly related to the write off of all depreciable and amortizable
assets at year end 2011. Depletion expenses were $0 for the three months
ended September 30, 2012 compared to $37 in depletion expenses for the
three months ended September 30, 2011 and was calculated based on an
estimate using the straight line method over the estimated lives of the
proved interests until production studies have been completed on the oil
and gas properties. The decrease is directly related to the decrease in
interest the company holds in producing oil and gas properties.
NINE MONTHS ENDED
Lease Operating - Lease operating expense for the nine months ended
September 30, 2012 totaled $346 as compared to $23,814 for the nine months
ended September 30, 2011. The decrease is directly related to the decrease
in interest the Company holds.
General and Administrative - General and administrative expenses were
$4,315 for the nine months ended September 30, 2012, compared to $17,058
for the nine months ended September 30, 2011.
Professional Fees - Professional fees for the nine months ended September
30, 2012 were $141,325 as compared to $247,000 for the nine months ended
September 30, 2011. The decrease was related to the decreased use of
consultants.
Depreciation, Amortization, and Depletion - Depreciation and amortization
expenses were $0 for the nine months ended September 30, 2012 compared to
$915 for the nine months ended September 30, 2011. The decrease is
directly related to the write off of all depreciable and amortizable
assets at year end 2011. Depletion expenses were $0 for the nine months
ended September 30, 2012 compared to $1,547 in depletion expenses for the
nine months ended September 30, 2011 and was calculated based on an
estimate using the straight line method over the estimated lives of the
proved interests until production studies have been completed on the oil
and gas properties. The decrease is directly related to the decrease in
interest the company holds in producing oil and gas properties.
OTHER INCOME AND EXPENSES
THREE MONTHS ENDED
Interest Expense - Interest expense for the three months ended September
30, 2012 totaled $550 as compared to $0 for the three months ended
September 30, 2011. The increase is directly related to the increased use
of loans in order to fund operations.
NINE MONTHS ENDED
Interest Expense - Interest expense for the nine months ended September
30, 2012 totaled $550 as compared to $0 for the nine months ended
September 30, 2011. The increase is directly related to the increased use
of loans in order to fund operations.
Other Expense - Other expenses were $0 for the nine months ended September
30, 2012, compared to $157 for the nine months ended September 30, 2011.
Gain on Extinguishment of Debt - Gain on Extinguishment of Debt for the
nine months ended September 30, 2012 were $0 as compared to $6,331 for the
nine months ended September 30, 2011. The decrease was related to the
decrease in settlement of debts.
NET LOSS ATTRIBUTABLE TO COMMON STOCK
The company realized a net loss of $50,144 for the three months ended
September 30, 2012, compared to a net loss of $48,318 for the three months
ended September 30, 2011, an increase of $1,826. The increase in net loss
is partially attributable to an increased use of consultants as compared
to the three months ended September 30, 2011.
The company realized a net loss of $145,657 for the nine months ended
September 30, 2012, compared to a net loss of $249,097 for the nine months
ended September 30, 2011, a decrease of $103,440. The decrease in net loss
is partially attributable to a decrease selling general and administrative
expenses and depletion expense as compared to the nine months ended
September 30, 2011.
LIQUIDITY AND CAPITAL RESOURCES
At September 30, 2012, we had cash in the amount of $55 and a working
capital deficit of $411,628. In addition, our stockholders' deficit was
$410,678 at September 30, 2012.
Our accumulated deficit increased from $15,731,157 at December 31, 2011 to
$15,876,814 at September 30, 2012.
Our operations provided net cash of $1,539 during the nine months ended
September 30, 2012, compared to earning net cash of $56 during the nine
months ended September 30, 2011, an increase of $1,483.
Net cash provided by investing activities was $0 for the nine months ended
September 30, 2012, compared to providing net cash of $35 for the nine
months ended September 30, 2011.
Our financing activities used net cash of $1,500 during the nine months
ended September 30, 2012, compared to using net cash of $0 during the nine
month ended September 30, 2011.
INFLATION
The Company's results of operations have not been affected by inflation
and management does not expect inflation to have a material impact on its
operations in the future.
OFF- BALANCE SHEET ARRANGEMENTS
The Company currently does not have any off-balance sheet arrangements.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
Not Applicable
ITEM 4. CONTROLS AND PROCEDURES
EVALUATION OF DISCLOSURE CONTROLS
We evaluated the effectiveness of our disclosure controls and procedures
as of September 30, 2012, the end of the period covered by this Quarterly
Report on Form 10-Q. This evaluation was undertaken by our Chief Executive
Officer and Chief Financial Officer, Jason F. Griffith.
Mr. Griffith serves as our principal executive officer and as our
principal accounting and financial officer.
We reviewed and evaluated the effectiveness of the design and operation of
our disclosure controls and procedures, as of the end of the fiscal
quarter covered by this report, as required by Securities Exchange Act
Rule 13a-15, and concluded that our disclosure controls and procedures are
effective to ensure that information required to be disclosed in our
reports filed with the Securities and Exchange Commission pursuant to the
Securities Exchange Act of 1934, as amended, is accumulated and
communicated to management on a timely basis, including our principal
executive officer and principal financial and accounting officer.
CONCLUSIONS
Based on this evaluation, our principal executive officer and principal
financial and accounting officer concluded that our disclosure controls
and procedures are effective to ensure that the information we are
required to disclose in reports that we file pursuant to the Exchange Act
are recorded, processed, summarized, and reported in such reports within
the time periods specified in the Securities and Exchange Commission's
rules and forms.
CHANGES IN INTERNAL CONTROLS
There were no changes in our internal controls over financial reporting
that occurred during the last fiscal quarter, i.e., the three months ended
September 30, 2012, that have materially affected, or are reasonably
likely to materially affect, our internal controls over financial
reporting.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
Amerigo has signed an agreement with the individual to acquire his
interest in certain oil and gas leases for $120,000, payable at $10,000
per month starting April 1, 2010, with subsequent payments due on the 1st
of each month. The term of the note is One (1) year. The Company is
offered a prepayment discount if the Company pays $100,000 on or before
Tuesday, June 1, 2010. Upon final payment and settlement of the note, the
individual will return all shares of stock (with properly executed stock
power) that he individual holds of Granite Energy and / or Amerigo Energy,
along with his entire interest in the Kunkel lease, which is 3.20% working
interest (2.54% net revenue interest), as well as his ownership in what is
know as the 4 Well Program (0.325% working interest, 0.2438% net revenue
interest).
The company has not kept current with the agreement and the individuals
promissory note has now been escalated to a judgment against the company.
As of the date of this filing, terms of settling the judgment have not
been resolved despite efforts of the judgment holder to collect the amount
owed.
As of September 30, 2012, other than the lawsuit disclosed in the previous
paragraphs, the Company is not a party to any pending material legal
proceeding. To the knowledge of management, no federal, state or local
governmental agency is presently contemplating any proceeding against the
Company. To the knowledge of management, no director, executive officer or
affiliate of the Company, any owner of record or beneficially of more than
five percent of the Company's Common Stock is a party adverse to the
Company or has a material interest adverse to the Company in any
proceeding.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
Not applicable.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION.
Effective July 23, 2012, the Company had its stock quotation under the
symbol "AGOE" deleted from the OTC Bulletin Board (the "OTCBB"). The
symbol was deleted for factors beyond the Company's control due to various
market makers electing to shift their orders from the OTCBB. As a result
of not having a sufficient number of market makers providing quotes on the
Company's common stock on the OTCBB for four consecutive days, the Company
was deemed to be deficient in maintaining a listing standard at the OTCBB
pursuant to Rule 15c2-11. That determination was made entirely without
the Company's knowledge. The Company's common stock is now listed for
quotation on the OTCQB under the symbol "AGOE".
ITEM 6. EXHIBITS
(a) Exhibits.
31.1 Certification of our Principal Executive Officer and Principal
Financial and Accounting Officer pursuant to Section 302 of the Sarbanes-
Oxley Act of 2002
32.1 Certification of our Chief Executive Officer and Chief Financial
Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18
U.S.C. Section 1350)
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Date: November 19, 2012
By: /s/ Jason F. Griffith
---------------------
Jason F. Griffith
Chief Executive Officer,
and Chief Financial Officer
