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EX-32.1 - CERTIFICATION - Galt Petroleum, Inc.galt_ex321.htm


UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-Q
 
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended March 31, 2013
   
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from ___________ to ___________
   
Commission File Number 333-182600
 
Galt Petroleum, Inc.
(Exact name of registrant as specified in its charter)
 
Nevada
 
45-3247640
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification No.)
 
175 South Main Street, 15th Floor
(Address of principal executive offices, including zip code)
 
(801) 719-7258
(Registrant’s telephone number, including area code)
 
n/a
(Former name, former address and former fiscal year, if changed since last report)
 
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   
o
 
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   
o
 
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  o
Accelerated filer  ¨
Non-accelerated filer  o
Smaller reporting company  x
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). 
Yes   
o
No   
x
 
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. 

As of July 10, 2013, the issuer had 4,003,600 outstanding shares of common stock, $0.001 par value.
 


 
 

 
GALT PETROLEUM, INC.
FORM 10-Q
 
For the Quarterly Period Ended March 31, 2013
 
INDEX
 
     
Page
 
         
 
PART I – FINANCIAL INFORMATION
     
         
Item 1
Financial Statements
     
 
Condensed Balance Sheets as of March 31, 2013 and December 31, 2012 (Unaudited)
    3  
 
Condensed Statements of Operations for the Three Months Ended March 31, 2013 and 2012 (Unaudited)
    4  
 
Condensed Statements of Cash Flows for the Three Months Ended March 31, 2013 and 2012 (Unaudited)
    5  
 
Notes to Condensed Financial Statements (Unaudited)
    6  
           
Item 2
Management’s Discussion and Analysis of Financial Condition and Results of Operations
    9  
           
Item 3
Quantitative and Qualitative Disclosures About Market Risk
    12  
           
Item 4
Controls and Procedures
    12  
           
 
PART II – OTHER INFORMATION
       
           
Item 1
Legal Proceedings
    13  
           
Item 6
Exhibits
    14  
         
Signatures
    15  

 
2

 

PART I – FINANCIAL INFORMATION
 
ITEM 1.  FINANCIAL STATEMENTS

GALT PETROLEUM, INC.
Condensed Balance Sheets
(Unaudited)
 
   
March 31,
   
December 31,
 
   
2012
   
2012
 
             
ASSETS
           
Current assets:
           
Cash
  $ 12,303     $ 2,379  
Total current assets
    12,303       2,379  
                 
Property and Equipment, Successful Efforts Method
               
Unproved properties, net of accumulated depreciation of
               
$41,232 and $37,754, respectively
    46,470       49,948  
Total assets
  $ 58,773     $ 52,327  
                 
LIABILITIES AND STOCKHOLDERS’ DEFICIT
               
Current liabilities:
               
Accounts payable
  $ 59,048     $ 83,536  
Accrued expenses
    56,779       36,264  
Related party notes payable
    1,000       1,000  
Convertible notes payable
    807,961       752,962  
Total current liabilities
    924,788       873,762  
                 
Long-term liabilities:
               
Asset retirement obligation
    27,922       27,300  
Total long-term liabilities
    27,922       27,300  
                 
Total liabilities
    952,710       901,062  
                 
Stockholders’ deficit:
               
Common stock - $.001 par value; 100,000,000 shares authorized;
               
4,001,800 and 4,000,000 shares outstanding, respectively
    4,002       4,000  
Additional paid-in capital
    264,725       263,127  
Accumulated deficit
    (1,162,664 )     (1,115,862 )
Total stockholders' deficit
    (893,937 )     (848,735 )
Total liabilities and stockholders' deficit
  $ 58,773     $ 52,327  
 
The accompanying notes are an integral part of these financial statements.
 
 
3

 
 
GALT PETROLEUM, INC.
Condensed Statements of Operations
(Unaudited)
 
   
For the Three Months Ended
 
   
March 31,
 
   
2013
   
2012
 
             
Revenue:
           
Oil and gas revenues
  $ 45,846     $ 62,108  
Total Revenue
    45,846       62,108  
                 
Expenses:
               
Exploration costs
    15,861       21,521  
Lease operating expenses
    8,740       10,686  
Production taxes
    2,113       3,173  
Depreciation of oil and gas properties
    3,478       2,275  
Accretion of discount on asset retirement obligation
    622       622  
General and administrative expenses (including related party
         
expenses of $6,000 and $28,300, respectively)
    14,713       53,289  
Total Expenses
    45,528       91,566  
                 
Income (Loss ) from operations
    319       (29,458 )
                 
Other Income (Expense):
               
Interest income
    895       -  
Interest expense
    (48,014 )     (106,095 )
Net Other Expense
    (47,119 )     (106,095 )
                 
                 
Net loss
  $ (46,801 )   $ (135,553 )
                 
Basic and diluted loss per common share
  $ (0.01 )   $ (0.03 )
                 
Weighted-average basic and diluted shares outstanding
    4,000,307       4,000,000  
 
The accompanying notes are an integral part of these financial statements.
 
 
4

 
 
GALT PETROLEUM, INC.
Condensed Statements of Stockholders' Deficit
For the Three Months Ended March 31, 2012 and 2013
 
   
Common Stock
   
Additional
Paid-in
   
Accumulated
   
Total
Stockholders'
 
   
Shares
   
Amount
   
Capital
   
Deficit
   
Deficit
 
                               
Balances at December 31, 2011
    4,000,000     $ 4,000     $ 177,250     $ (516,879 )   $ (335,629 )
Related party notes forgiven
    -       -       85,877       -       85,877  
Net loss for the three months ended March 31, 2012
    -       -       -       (135,553 )     (135,553 )
Balances at March 31, 2012
    4,000,000     $ 4,000     $ 263,127     $ (652,432 )   $ (385,305 )
                                         
Balances at December 31, 2012
    4,000,000     $ 4,000     $ 263,127     $ (1,115,862 )   $ (848,735 )
Common shares issued  for cash
    1,800       2       1,598       -       1,600  
Net loss for the three months ended March 31, 2013
    -       -       -       (46,801 )     (46,801 )
                                         
Balances at March 31, 2013
    4,001,800     $ 4,002     $ 264,725     $ (1,162,664 )   $ (893,937 )
 
The accompanying notes are an integral part of these financial statements.
 
 
5

 
 
GALT PETROLEUM, INC.
Condensed Statements of Cash Flows
(Unaudited)
 
   
For the Three Month Ended
 
   
March 31,
 
   
2013
   
2012
 
             
Cash Flows from Operating Activities:
           
Net loss
  $ (46,801 )   $ (135,553 )
Adjustments to reconcile net loss to net cash used in operating activities:
               
Accretion of  discount on asset retirement obligation
    622       622  
Depreciation of oil and gas properties
    3,478       2,275  
Interest expense from adjusting convertible notes payable to fair value
    27,500       100,000  
Changes in assets and liabilities:
               
Prepaid expenses
    -       (63,700 )
Accounts payable
    (24,490 )     (7,072 )
Accrued interest
    20,515       6,095  
Related party accrued management fees
    -       (4,000 )
Net Cash Used in Operating Activities
    (19,176 )     (101,333 )
Cash Flows from Financing Activities:
               
Proceeds from related party revolving note payable
    -       90  
Proceed for issuance of common shares
    1,600       -  
Proceeds from notes payable
    27,500       100,000  
Net Cash Provided by Financing Activities
    29,100       100,090  
Net Increase (Decrease) in Cash
    9,924       (1,243 )
Cash, Beginning of Period
    2,379       1,730  
Cash, End of Period
  $ 12,303     $ 487  
                 
Supplemental Disclosures of Cash flow information:
               
Cash paid for interest
  $ -     $ -  
 
The accompanying notes are an integral part of these financial statements.
 
 
6

 
 
NOTE 1 – BASIS OF PRESENTATION AND BUSINESS CONDITION

The accompanying unaudited condensed financial statements of Galt Petroleum, Inc., the Company, for the three months ended March 31, 2013 and 2012 were prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission. Consequently, certain information has been condensed in accordance with such rules and regulations. Therefore the condensed financial statements do not include all disclosures required to be made in conformity with accounting principles generally accepted in the United States of America. In the opinion of management, the accompanying condensed financial statements contain all adjustments, consisting of normal recurring accruals, necessary for a fair presentation of financial position, the results of operations and cash flows. The results of operations for the three-month period ended March 31, 2013 are not necessarily indicative of the results to be expected for the full year ending December 31, 2013. These interim condensed financial statements should be read in conjunction with the annual financial statements included in the Form 10-K for the year ended December 31, 2012.
 
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company incurred losses of $46,801 and $135,553 during the three months ended March 31, 2013 and 2012, respectively, and used $19,176 and $101,333 of cash in its operating activities during the three months ended March 31, 2013 and 2012, respectively. Through March 31, 2013, the Company accumulated a deficit of $1,162,664. At March 31, 2013, the Company had a working capital deficit of $912,485, including current liabilities of $924,788. At March 31, 2013, the Company had a stockholders’ deficit of $893,737. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.  The financial statements do not include any adjustments that might result from the outcome of this uncertainty.  Losses to date have been accumulated in connection with the Company’s efforts to reactivate old wells.  The Company is seeking additional financing.  If additional financing is not obtained, any additional exploration efforts will be deterred.

NOTE 2 – NOTES PAYABLE

Convertible Notes Payable – The Company borrowed $89,000 from Evolution Capital from September to December 2011 pursuant to the terms of convertible promissory notes. The notes bear interest at 12% per annum and had maturity dates from March to June 2012. During 2012, the maturity dates of the notes were extended to December 31, 2012. The Company borrowed an additional $187,481 from Evolution Capital from May through December 2012 pursuant to the terms of convertible promissory notes. The notes bear interest at 12% per annum and have maturity dates from December 2012 to June 2013. At any time before the notes are paid in full, Evolution has the right to convert the unpaid principal balance of notes into shares of the Company’s common stock at a discount of 50% of the average of the lowest three days’ trading prices of the common stock during the ten days prior to the conversion date. If the notes become in default, interest accrues at the default rate of 24% per annum. Of the total $276,481 notes above, $226,481 of the notes are currently in default and is accruing interest rate of 24% per annum. Additionally, all of the convertible notes payable contain terms permitting the note holder to collect upon default an amount equal to 150% of all outstanding principal, unpaid interest, and default interest.

On January 4, 2012 the Company borrowed $100,000 from an unrelated third party pursuant to a convertible promissory note. The note bears interest at 12% per annum and had a maturity date of June 20, 2012. The note holder has the right to convert the unpaid principal balance of the note at any date before the note is paid in full into shares of the Company’s common stock at a discount of 50% of the average of the lowest three days’ trading prices of common stock during the ten days prior to the conversion date. This note is currently in default and is accruing interest at the default rate of 24% per annum. Additionally, the convertible note payable contain terms permitting the noted holder to collect upon default an amount equal to 150% of all outstanding principal, unpaid interest, and default interest.
 
 
7

 

The Company borrowed an additional $27,500 from Evolution Capital during March 2013 pursuant to the  terms of a convertible promissory note.  The notes bear interest at 12% per annum and has a maturity date of September 2013. The note holder has the right to convert the note before the note is paid on full, into shares of the Company’s common stock at a discount of 50% of the average of the lowest three days’ trading prices of common stock of the ten days prior to the conversion date.
 
Since the notes are convertible into a variable number of shares based on a fixed monetary value, the Company followed the guidance in ASC 480-10-25-14. This guidance requires the notes to be classified as a liability and reported at their full fair value, which is the fixed monetary value of shares into which the notes are convertible. The excess of the amount recognized as a liability for the convertible debt over the proceeds received upon issuance was recognized as interest expense on the dates of issuance.

Convertible notes payable at March 31, 2013 and December 31, 2012 are summarized as follows:
 
   
March 31,
   
December 31,
 
   
2013
   
2012
 
   
(unaudited)
       
             
$100,000 convertible note payable; unsecured; in default; bearing interest at 24%
  $ 200,000     $ 200,000  
                 
$303,980 convertible notes payable; unsecured; bearing interest at 12% to 24%; due December 15, 2012 through September 14, 2013
    607,961       552,962  
                 
Total Convertible Notes Payable
  $ 807,961     $ 752,962  

NOTE 3 – RELATED PARTY REVOLVING NOTE PAYABLE AND MANAGEMENT FEE

Note Payable – The Company borrowed $1,000 from a director of the Company during October 2012.  The note bears interest at 4% per annum and matures in October 2013.

Management Fees – The Company has a management consulting agreement with related parties whose owners are directors of the Company. During the three months ended March 31, 2013 and 2012 the Company paid $6,000 and $28,300, respectively, in management fees to these entities.

NOTE 4 – SUBSEQUENT EVENTS

On April 9, 2013, the Company borrowed $11,000 pursuant to a convertible promissory note. The note bears interest at 12% per annum and has a maturity date of October 9, 2013. The lender had the right to immediately convert the note before the maturity date, into shares of the Company’s common stock at a discount of 50% of the average of the lowest three days’ trading prices of common stock of the ten days prior to the conversion date.

On April 19, 2013, the Company borrowed $16,500 pursuant to a convertible promissory note. The note bears interest at 12% per annum and has a maturity date of October 19, 2013. The lender had the right to immediately convert the note before the maturity date, into shares of the Company’s common stock at a discount of 50% of the average of the lowest three days’ trading prices of common stock of the ten days prior to the conversion date.
 
On July 8, 2013, the Company borrowed $11,000 pursuant to a convertible promissory note. The note bears interest at 12% per annum and has a maturity date of April 8, 2014. The lender had the right to immediately convert the note before the maturity date, into shares of the Company’s common stock at a discount of 50% of the average of the lowest three days’ trading prices of common stock of the ten days prior to the conversion date.

Subsequent to March 31, 2013, the Company has issued 1,800 shares of common stock with a par value of $.001 for $1,800 in cash.
 
 
8

 
 
ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 
Results of Operations
 
For the Three-month Periods Ended March 31, 2013 and 2012

The following tables set forth key components of our results of operations for the periods indicated, both in dollars and as a percentage of sales revenue for the periods indicated in dollars.
 
   
Three Months Ended
March 31, 2013
   
Three Months Ended
March 31, 2012
 
             
Statement of Operations Items-
           
             
Revenues
  $ 45,846       62,108  
                 
Exploration costs
  $ 15,861       21,521  
                 
Lease operating expenses
  $ 8,740       10,686  
                 
General and administrative expenses
  $ 14,713       53,289  
                 
Net Other Expense
  $ (47,119 )     (106,095 )
                 
Net loss
  $ (46,801 )     (135,553 )

The decline in revenue is primarily attributed to the fact that Bray-Conn Resources, LLC, the former owner of Galt’s oil assets, completed a prolific well in the second quarter of 2011, and the oil production rate has decreased due to the naturally occurring decline rate of new wells, which resulted in higher initial revenues that have substantially fallen now that the well production has stabilized. Lease operating expenses consist primarily of maintenance expenses for existing producing wells. Exploration costs consist primarily of costs associated with rehabilitating and bringing into production existing wells. The decreases in lease operating expenses, explorations costs, and general and administrative expenses are primarily attributed to increasing operational efficiencies investing in more robust equipment and supplies, and price negotiation and cost cutting efforts respectively.
 
 
9

 

Additionally, the following tables set forth key components of our balance sheet as of March 31, 2013 and December 31, 2012, both in dollars.
 
   
As of
March 31,
2013
   
As of
December 31,
2012
 
             
Balance Sheets Items-
           
             
Cash
  $ 12,303       2,379  
                 
Total current assets
  $ 12,303       2,379  
                 
Total assets
  $ 58,773       52,327  
                 
Accounts payable
  $ 59,048       83,536  
                 
Accrued interest
  $ 56,779       36,264  
                 
Convertible notes payable
  $ 807,961       752,962  
                 
Total current liabilities
  $ 924,788       873,762  
                 
Total liabilities
  $ 952,710       901,062  
                 
Stockholders' equity (deficit)
  $ (893,937 )     (848,735 )
 
Our increase in assets and liabilities is primarily attributed to expanding operations during the first quarter of 2013.

Liquidity and Capital Resources

Our balance sheet as of March 31, 2013 only reflects assets of $58,773 and relatively low levels of cash or cash equivalents, and our cash and cash equivalents from inception to date have been insufficient to provide the working capital necessary to expand operations.  At March 31, 2013 we had (1) a balance on our revolving line of credit of $1,000 bearing interest at 4% per annum; (2) $100,000 in an unsecured convertible note payable, in default, bearing interest at 24% per annum, and convertible into our common stock at a 50% discount; (3) $303,980 in convertible notes payable bearing interest at 12% per annum and convertible into our common stock at a 50% discount.  Additionally, all of our convertible notes payable contain terms permitting our creditors to collect upon default an amount equal to 150% of all outstanding principal, unpaid interest, and default interest.
 
 
10

 
 
If the holders of our defaulted notes demand immediate repayment, we would expect cash and cash equivalents and expected cash flows from operations to be insufficient to cover operating expenses for the next quarter.  The holders of our defaulted notes have granted us extensions of maturity dates in the past, and we hope to secure an extension of several of our notes during the second and third quarters of 2013.  However, we may not be able to do so.  If we are able to secure extensions of our note maturity dates, or if the holders of our defaulted notes do not demand immediate repayment, we would expect cash and cash equivalents and expected cash flows from operations to be sufficient to cover operating expenses for the next twelve months were we to discontinue all expansion and well rehabilitation efforts.
 
We plan to continue expansion efforts, and we anticipate generating losses and, therefore, may be unable to continue operations in the future.  We will require additional capital to expand, and to acquire such capital we will have to issue debt or equity or enter into a strategic arrangement with a third party for funding. There can be no assurance that additional capital will be available to us.  We currently have no agreements, arrangements or understandings with any person to obtain additional funds through bank loans, lines of credit or any other sources.
 
Subsequent Events
On April 9, 2013, the Company borrowed $11,000 pursuant to a convertible promissory note. The note bears interest at 12% per annum and has a maturity date of October 9, 2013. The lender had the right to immediately convert the note before the maturity date, into shares of the Company’s common stock at a discount of 50% of the average of the lowest three days’ trading prices of common stock of the ten days prior to the conversion date.

On April 19, 2013, the Company borrowed $16,500 pursuant to a convertible promissory note. The note bears interest at 12% per annum and has a maturity date of October 19, 2013. The lender had the right to immediately convert the note before the maturity date, into shares of the Company’s common stock at a discount of 50% of the average of the lowest three days’ trading prices of common stock of the ten days prior to the conversion date.

On July 8, 2013, the Company borrowed $11,000 pursuant to a convertible promissory note. The note bears interest at 12% per annum and has a maturity date of April 8, 2014. The lender had the right to immediately convert the note before the maturity date, into shares of the Company’s common stock at a discount of 50% of the average of the lowest three days’ trading prices of common stock of the ten days prior to the conversion date.
 
Subsequent to March 31, 2013, the Company has issued 1,800 shares of common stock with a par value of $.001 for $1,800 in cash.

Emerging Growth Company
We are an “emerging growth company” under the federal securities laws and are subject to reduced public company reporting requirements. In addition, Section 107 of the JOBS Act also provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We are choosing to take advantage of the extended transition period for complying with new or revised accounting standards. As a result, our financial statements may not be comparable to those of companies that comply with public company effective dates.

Critical Accounting Policies
Our financial statements are based on the application of accounting principles generally accepted in the United States (“GAAP”). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue, and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.

Our significant accounting policies are summarized in Note 1 of our financial statements. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause an effect on our results of operations, financial position or liquidity for the periods presented in this report.

Revenue Recognition
Revenue derived from the sale of produced crude oil and natural gas and related production taxes are recorded in the month the product is delivered to the purchaser.

Accounts receivable are stated at the amount management expects to collect. Management provides for probable uncollectible amounts through a charge to earnings and a credit to an allowance based on an assessment of the collectability of the receivable. At December 31, 2012 and 2011, there were no accounts receivable, and accordingly, no allowance for doubtful accounts.
 
 
11

 

Off Balance Sheet Arrangements
We have no off-balance sheet arrangements.

Recent Accounting Pronouncements
From time to time, new accounting pronouncements are issued by FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption.
 
ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 
As the Company is a “smaller reporting company,” this item is not applicable.
 
ITEM 4.  CONTROLS AND PROCEDURES
 
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit to the Securities and Exchange Commission under the Exchange Act, is recorded, processed, summarized, and reported within the time periods specified by the Securities and Exchange Commission’s rules and forms, and that information is accumulated and communicated to our management, including our principal executive and principal financial officer (whom we refer to in this periodic report as our Certifying Officer), as appropriate to allow timely decisions regarding required disclosure. The Company’s Chief Executive Officer and Chief Financial Officer has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the year ended March 31, 2013 covered by this Form 10-Q. Based upon such evaluation, the Chief Executive Officer and Chief Financial Officer has concluded that, as of the end of such period, the Company’s disclosure controls and procedures were effective as required under Rules 13a-15(e) and 15d-15(e) under the Exchange Act.

Management’s Report on Internal Control over Financial Reporting
As a smaller reporting company and emerging growth company, we are not required to provide a report on the effectiveness of our internal controls over financial reporting until our second annual report (our report on the fiscal year ending December 31, 2013), and we will be exempt from the auditor attestation requirements concerning any such report so long as we are an emerging growth company or a smaller reporting company. We have not yet evaluated whether our internal control procedures are effective, and therefore there is a greater likelihood of undiscovered errors in our internal controls or reported financial statements as compared to issuers that have conducted such evaluations.
 
 
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PART II – OTHER INFORMATION
 
 
 
ITEM 1.  LEGAL PROCEEDINGS
 
From time to time, we may be involved in litigation relating to claims arising out of our operations in the normal course of business. As of June 21, 2013, there were no pending or threatened lawsuits
 
ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 
None.
 
ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
 
None.
 
ITEM 4.  MINE SAFETY DISCLOSURES
 
None.
 
ITEM 5.  OTHER INFORMATION
 
None.
 
 
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ITEM 6.  EXHIBITS
 
Number
 
Description
     
3.1
 
Articles of Incorporation (incorporated by reference to our Form S-1 Registration Statement filed on July 10, 2012)
     
3.2
 
Bylaws (incorporated by reference to our Form S-1 Registration Statement filed on July 10, 2012)
     
5.1
 
Opinion of Vincent & Rees, L.C. (incorporated by reference to our Form S-1 Registration Statement amendment filed on August 13, 2012)
     
14.1
 
Code of Ethics (incorporated by reference to our Form S-1 Registration Statement filed on July 10, 2012)
     
31.1
 
Certification of Principal Executive Officer required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
     
31.2
 
Certification of Principal Financial Officer required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
     
32.1
 
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63
     
32.2
 
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63
     
101.INS**
 
XBRL Instance Document
     
101.SCH**
 
XBRL Taxonomy Extension Schema Document
     
101.CAL**
 
XBRL Taxonomy Extension Calculation Linkbase Document
     
101.DEF**
 
XBRL Taxonomy Extension Definition Linkbase Document
     
101.LAB**
 
XBRL Taxonomy Extension Label Linkbase Document
     
101.PRE**
 
XBRL Taxonomy Extension Presentation Linkbase Document
 
** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
 
 
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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
Galt Petroleum, Inc.
     
Date: July 11, 2013
By:
/s/ Cary Valerio
 
   
Cary Valerio
   
Chief Executive Officer
   
Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Date: July 11, 2013
 
/s/ Cary Valerio
 
   
Cary Valerio, Chief Executive Officer,
Chief Financial Officer, and Director
     
Date: July 11, 2013
 
/s/ Mark Baca
 
   
Mark Baca, Director
 
 
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