Attached files
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended: March 31, 2013
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 May 20, 2013
TABLE OF CONTENTS
ITEM 1. FINANCIAL STATEMENTS...................................................
CONSOLIDATED BALANCE SHEET.....................................................
CONSOLIDATED STATEMENTS OF OPERATIONS..........................................
CONSOLIDATED STATEMENTS OF STOCKHOLDERS DEFICIT................................
CONSOLIDATED STATEMENTS OF CASH FLOWS..........................................
NOTES TO FINANCIAL STATEMENTS..................................................
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK..............
ITEM 4. CONTROLS AND PROCEDURES................................................
PART II - OTHER INFORMATION....................................................
ITEM 1. LEGAL PROCEEDINGS......................................................
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS..............................
ITEM 3. DEFAULTS UPON SENIOR SECURITIES........................................
ITEM 4. MINE SAFETY DISCLOSURES................................................
ITEM 5. OTHER INFORMATION......................................................
ITEM 6. EXHIBITS...............................................................
SIGNATURES.....................................................................
Note for Restatement: This Form 10Q is being restated to make adjustment to the
cash flow statement as it relates to a non-cash item previously included in the
statement.
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
AMERIGO ENERGY, INC.
BALANCE SHEETS
ASSETS
March 31, December 31,
2013 2012
(Unaudited)
---------------------------
Current assets
Cash $3,760 $55
Prepaid interest 21,000 -
Interest receivable 1,891 -
Loan receivable 41,736 -
-------------- ----------
Total current assets 68,387 55
Other Assets
Deposits 950 950
License agreement 2,212,400 -
-------------- ----------
Total other assets 2,213,350 950
Total assets $2,281,737 $1,005
============== ==========
LIABILITIES AND STOCKHOLDERS' (DEFICIT)
Current liabilities
Accounts payable and accrued liabilities $ 45,173 $38,087
Accounts payable - related party 140,733 138,655
Advances from related parties 23,077 16,077
Payroll liabilities 153,000 108,000
Accrued Interest - related Parties - 36,571
Line of credit & interest accrued 43,902 -
Judgment payable 120,000 120,000
Current portion of long-term convertible debt 25,000 -
-------------- ----------
Total current liabilities 550,885 457,390
Long-term liabilities
Convertible Note payable 1,975,000 -
-------------- ----------
Total liabilities 2,525,885 457,390
Stockholders' (deficit)
Preferred stock; $0.001 par value; 25,000,000 shares
authorized 3,500,000 and 500,000 shares outstanding
as of March 31, 2013 and December 31, 2012, respectively. 3,500 500
Common stock; $0.001 par value; 100,000,000 shares authorized;
24,124,824 and 24,124,824 shares outstanding of March 31, 2013 and
December 31, 2012 respectively. 24,124 24,124
Common stock-authorized and unissued; 755,592 shares and no shares
as of March 31, 2013 and December 31, 2012, respectively. 756 -
Unamortized stock-based compensation (31,500) -
Additional paid-in capital 15,719,951 15,441,512
Accumulated (deficit) (15,960,979) (15,922,521)
-------------- ----------
Total stockholders' (deficit) (244,148) (456,385)
-------------- ----------
Total liabilities and stockholders' (deficit) $2,281,737 $1,005
============== ==========
The accompanying notes are an integral part of these
condensed consolidated financial statements
AMERIGO ENERGY, INC.
INCOME STATEMENTS
FOR THE THREE MONTHS
ENDING MARCH 31,
2013 2012
---------------------
Revenue
Oil revenues $261 $223
Gas revenues - 80
------- --------
Total Revenue 261 303
Operating expenses
Lease operating expenses 80 137
Consulting expense 50,900 -
Selling, general and administrative 3,903 2,601
Professional fees 3,506 47,212
------- --------
Total operating expenses 58,389 49,950
------- --------
Loss from operations (58,128) (49,647)
------- --------
Other income (expenses):
Gain on debt settlement 19,195 -
Interest expense (1,416) -
Interest income 1,891 -
------- --------
Total other income (expenses) 19,670 -
Net loss $(38,458) $-
======= ========
Net loss per share - basic $(0.00) $-
======= ========
Weighted average number of common shares outstanding - basic 24,124,824 24,138,157
======= ========
The accompanying notes are an integral part of these condensed consolidated financial statements
AMERIGO ENERGY, INC.
STOCKHOLDERS EQUITY (DEFICIT)
Additional Unamortized Total
Common Stock Perferred Stock Paid-in Shares Share-based Accumulated Stockholders'
Shares Amount Shares Amount Capital Unissued Compensation Deficit Deficit
---------------------------------------------------------------------------------------------------------------
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 (191,364) (191,364)
Balance, December 31, 2012 24,124,824 $24,124 500,000 500 15,441,512 - $- (15,922,521) (456,385)
---------- -------- -------- ------ ----------- -------- --------- ------------- ----------
Shares authorized and unissued
for settlement of debt - - - - 2,111 22 - 2,133
-
Shares authorized and -
unissued for settlement of
debt - related party - - - - 1,412 14 - 1,426
Gain on settlement of debt - - - - 12,836 - - 12,836
related party
Shares issued for consulting
services - - - - 32,040 360 (31,500) - 900
Preferred shares issued as
collateral - - 3,000,000 3,000 (3,000) - - -
Warrants issued for Le Flav
License - - - - 180,000 - - - 180,000
Warrants issued for Line of
credit - - - - 21,000 - - - 21,000
Shares authorized and unissued
for Le Flav License - - - - 32,040 360 - - 32,400
Net loss (38,458) (38,458)
Balance, March 31, 2013 24,124,824 $24,124 3,500,000 $3,500 $15,719,951 $756 $(31,500) $(15,960,979) (244,148)
---------- -------- --------- ------- ----------- -------- --------- ------------- ----------
The accompanying notes are an integral part of these condensed consolidated financial statements.
AMERIGO ENERGY, INC.
STATEMENTS OF CASH FLOW
FOR THE THREE MONTHS
ENDING MARCH 31,
2013 2012
---------------------
(restated)
Cash flows from operating activities:
Net loss $(38,458) $(49,647)
Adjustments to reconcile net loss to
net cash used by operating activities:
Stock issued for services 900 1,000
Gain on extinguishment of debt (20,176) -
Changes in operating assets and liabilities:
(Increase) / decrease in other assets (1,891) -
Increase / (decrease) in accounts payable and accrued liabilities 52,086 21,086
Increase / (decrease) in accounts payable - related party 9,078 27,585
---------- ----------
Net cash Provided by operating activities 1,539 24
---------- ----------
Cash flows from investing activities:
(Purchase) of notes receivable (41,736) -
------------ ----------
Net cash (used) by investing activities (41,736) -
------------ ----------
Cash flows from financing activities:
Repurchase and retirement of shares - (1,500)
Increase in bank overdraft - 1,460
Proceeds from line of credit 43,902 -
------------ ----------
Net cash provided (used) by financing activities 43,902 (40)
------------ ----------
Net increase (decrease) in cash 3,705 (16)
Cash, beginning of period 55 16
------------ ----------
Cash, end of period $3,760 $-
============ ==========
Cash paid for interest $- $-
============ ==========
Cash paid for taxes $- $-
============ ==========
Supplementary cash flow information:
Note payable for purchase of intangibles $2,000,000 $-
Stock issued for services $- $-
============ ==========
Oil interest used to settle debts $- $-
============ ==========
The accompanying notes are an integral part of these condensed consolidated financial statements
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, 2012 and notes
thereto included in the Company's Form 10-K. The Company follows the same
accounting policies in the preparation of interim reports.
Operating results for the three months ended March 31, 2013 are not necessarily
indicative of the results that may be expected for the year ended December 31,
2013.
Recent pronouncements:
The Company's management has reviewed all of the FASB's Accounting Standard
Updates through March 31, 2013 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 $15,960,979 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 THREE MONTHS ENDED MARCH 31, 2013:
For the three months ended March 31, 2013, the Company generated revenues on
producing oil and gas properties in the amount of $261. For the three months
ended March 31, 2012, the Company generated revenues on producing oil and gas
properties in the amount of $303.
The depletion expense for the three months ended March 31, 2013, and 2012 was
$0 and $0 respectively.
NOTE 3 - TRADEMARKS ACQUIRED
In March 2013, the company announced the acquisition of the license agreement
of Le Flav Spirits for the promotion of a liquor line featuring the celebrity
Flavor Flav. The company issued 360,000 shares of common stock in conjunction
with this acquisition. The company also issued warrants for the purchase of two
million (2,000,000) shares of common stock at $1.00 per shares, with a 5 year
exercise period, vested equally at 500,000 shares vested upon every 10,000
cases sold of vodka. The promissory note is to be settled for $1 per bottle for
the first 2,000,000 bottles sold. This will be treated as a convertible
promissory note, convertible at $1.00 per share (at the option of the note
holder). Promissory note bears interest at 8% per year. The Company has the
ability to make principal and interest payments above what is earned from the
'per bottle' during the term. Unless otherwise satisfied, the balance of the
promissory note is due by March 1, 2016. The CEO had a minority interest in the
entity from which the license agreement was purchased.
The assets acquired were intangible in nature and will be assessed on an annual
basis.
NOTE 4 - LINE OF CREDIT
On March 22, 2013, the Company executed a line of credit agreement with a third
party for $100,000 to be used as purchase order financing for the production of
liquor brands. The line of credit bears interest at twenty percent (20%) on the
advanced amount. In consideration for this line of credit, the company issued
warrants for 300,000 shares of common stock at an exercise price of $1.00 per
share, exercisable for five (5) years. The Company issued 3,000,000 shares of
preferred stock as collateral which are being held in trust.
As of March 31, 2013, there has been $43,902 received on this line of credit.
This amount is due to be repaid in September 2013. Upon receipt of these funds,
the money was then advanced to the distribution company for use in production
of the liquor brands in relation to purchase orders received from distributors.
NOTE 5 - STOCKHOLDERS' DEFICIT
As of March 31, 2013, there were 24,124,824 shares of common stock outstanding,
755,592 common stock authorized and unissued and 500,000 preferred shares
outstanding.
Preferred Stock
The company pledged 3,000,000 shares of preferred stock as collateral to the
line of credit which was entered into during the quarter.
Common Stock
In February 2013, the company settled $35,592 worth of debt for 35,592 common
shares, valued at $1.00 per share. The CEO of the company was indirectly owed
$14,263 of this debt. The Company recorded gain on debt settlement $19,195 and
common stock authorized and unissued $36 and these shares have not been issued
by the transfer agent as of May 20, 2013.
In February 2013, the company announced the acquisition of the license
agreement of Le Flav Spirits for the promotion of a liquor line featuring the
celebrity Flavor Flav. The company issued 360,000 shares of common stock in
conjunction with this acquisition. The shares were valued at $32,400. The
company also issued warrants for the purchase of two million (2,000,000) shares
of common stock at $1.00 per shares, with a 5 year exercise period, vested
equally at 500,000 shares vested upon every 10,000 cases sold of vodka. The
warrants were valued at $180,000. The promissory note is to be settled for $1
per bottle for the first 2,000,000 bottles sold. This will be treated as a
convertible promissory note, convertible at $1.00 per share (at the option of
the note holder). Promissory note bears interest at 8% per year. The Company
has the ability to make principal and interest payments above what is earned
from the 'per bottle' during the term. Unless otherwise satisfied, the balance
of the promissory note is due by March 1, 2016. The CEO had a minority interest
in the entity from which the license agreement was purchased.
In February 2013, the company entered into a consulting agreement with Flavor
Flav. The Company desires to retain the services of a consultant to assist with
the promotion of the company's liquor brands, as well as negotiate and assist
in the acquisition of other liquor brands by well known personalities. As
compensation, the consultant will receive revenue per cases of Le Flav Vodka
sold. For example: the consultant will receive $1,200.00 for every 100 cases of
Le Flav Vodka sold. The consultant will receive a bonus of twenty five thousand
dollars ($25,000.00) based upon consultant assisting in the acquisition of
license agreements with additional celebrities and well known personalities for
additional liquor brands. Payment of this $25,000 should be made within thirty
(30) days of signing of the new agreement. The consultant will receive a bonus
of five thousand dollars ($5,000.00) upon the release of a new liquor variety
in the market. Payment to be made within thirty (30) days of the first bottle
of the new flavor shipped to the store. The consultant will receive thirty six
thousand dollars ($36,000.00) per year for appearance and promotion fees.
In March 2013, an addendum was made to above consulting agreement from February
2013. The following changes are made to compensation references $36,000 per
year, and the term of those is to be paid as follows: $25,000 due within
fourteen days of signature of the addendum; balance of $36,000 to be paid from
month two to twelve; from month thirty to thirty-six, the Company will pay
$3,000 per month. As of March 31, 2013, total consulting expense incurred from
this consultant is $1,900 and unamortized share-based compensation is $31,500.
The shares of stock related to the above have not been issued by the transfer
agent as of May 20, 2013.
NOTE 6 - RELATED PARTY TRANSACTIONS
As of March 31, 2013, the Company had $153,000 in accrued payroll payable to
the Company's current officer.
The Company previously had a consulting agreement with a firm controlled by the
Company's Chief Executive Officer for a fee of $3,500 per month. The consulting
firm had 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 March 31, 2013 which is included as part
of Accounts payable - related party in the accompanying financial statements.
On March 22, 2013, the Company executed a line of credit agreement with a third
party for $100,000 to be used as purchase order financing for the production of
liquor brands. The line of credit bears interest at twenty percent (20%) on the
advanced amount. In consideration for this line of credit, the company issued
warrants for 300,000 shares of common stock at an exercise price of $1.00 per
share, exercisable for five (5) years. The Company issued 3,000,000 shares of
preferred stock as collateral which are being held in trust.
As of March 31, 2013, there has been $43,902 received on this line of credit.
This amount is due to be repaid in September 2013. Upon receipt of these funds,
the money was then advanced to the distribution company for use in production
of the liquor brands in relation to purchase orders received from distributors.
The owner of the distribution company is a minority shareholder in the company.
All funds advanced to the distribution company for the production of the brands
are personally guaranteed by the shareholder.
NOTE 7 - SUBSEQUENT EVENTS
The company entered into various marketing and consulting agreements in
relation to the promotion of the liquor company brands subsequent to March 31,
2013 for 2,140,000 restricted common shares, valued at $192,600. These shares
have not yet been issued by the transfer agent.
The Company has evaluated subsequent events through May 15, 2013, 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/A,
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, 2012, as filed with the Securities and Exchange Commission on
April 12, 2013.
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 company additionally receives trademark privilege fees in relation to its
ownership in various liquor brands, namely Le Flav Vodka.
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/A.
OVERVIEW
RESULTS OF OPERATIONS
REVENUES
For the three months ended March 31, 2013 the company generated revenues on
producing oil and gas properties in the amount of $261. For the three months
ended March 31, 2012 the company generated $303 in revenues from producing oil
and gas properties.
OPERATING EXPENSES
The company recorded a $19,195 gain on settlement of debt in relation to the
settling of debt to third party's at less than the face value of the debt.
THREE MONTHS ENDED
Lease Operating - Lease operating expense for the three months ended March 31,
2013 totaled $80 as compared to $137 for the three months ended March 31, 2012.
The decrease is directly related to the decrease in interest the Company holds.
General and Administrative - General and administrative expenses were $3,903
for the three months ended March 31, 2013, compared to $2,601 for the three
months ended March 31, 2012.
Professional Fees - Professional fees for the three months ended March 31, 2013
were $3,506 as compared to $47,212 for the three months ended March 31, 2012.
The decrease was related to the decreased use of consultants.
Consulting fees - Consulting fees for the three months ended March 31, 2013
were $50,900 as compared to $0 for the three months ended March 31, 2012. The
increase was related to the increased use of consultants.
OTHER INCOME AND EXPENSES THREE MONTHS ENDED
Interest Expense - Interest expense for the three months ended March 31, 2013
totaled $1,416 as compared to $0 for the three months ended March 31, 2012. The
increase is directly related to the increased use of loans in order to fund
operations.
Interest Income - Interest income for the three months ended March 31, 2013
totaled $1,891 as compared to $0 for the three months ended March 31, 2012.
NET LOSS ATTRIBUTABLE TO COMMON STOCK
The company realized a net loss of $38,458 for the three months ended March 31,
2013, compared to a net loss of $49,647 for the three months ended March 31,
2012, a decrease of $11,191. The decrease in net loss is partially attributable
to the gain on debt settlement as compared to the three months ended March 31,
2012.
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 2013, we had cash in the amount of $3,760 and a working capital
deficit of $482,498. In addition, our stockholders' deficit was $244,148 at
March 31, 2013.
Our accumulated deficit increased from $15,922,521 at December 31, 2012 to
$15,960,979 at March 31, 2013.
Our operations provided net cash of $1,539 during the three months ended March
31, 2013, compared to earning net cash of $24 during the three months ended
March 31, 2012, an increase of $1,515.
Net cash used by investing activities was ($2,041,736) for the three months
ended March 31, 2013, compared to providing net cash of $0 for the three months
ended March 31, 2012.
Our financing activities provided net cash of $2,043,902 during the three
months ended March 31, 2013, compared to using net cash of ($40) during the
nine month ended March 31, 2012.
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
March 31, 2013, the end of the period covered by this Quarterly Report on Form
10-Q/A. 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 March 31,
2013, 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 March 31, 2013, 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: May 22, 2013
By: /s/ Jason F. Griffith
---------------------
Jason F. Griffith
Chief Executive Officer,
and Chief Financial Office
