Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 2013
or
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from _____________ to _____________
Commission File Number 000-54073
LIBERTY COAL ENERGY CORP.
(Exact name of registrant as specified in its charter)
Nevada 90-0819102
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
PO Box 551323, South Lake Tahoe, California 96155
(Address of principal executive offices) (Zip Code)
(530) 577-4141
(Registrant's telephone number, including area code)
99 - 18th Street, Suite 3000, Denver, Colorado 80202
(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. [X] YES [ ] 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 (ss.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). [X] 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 [ ] Smaller reporting company [X]
(Do not check if a smaller reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act [ ] YES [X] NO
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date. 101,653,096 common shares
issued and outstanding as of August 16, 2013
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements 3
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations 14
Item 3. Quantitative and Qualitative Disclosures About Market Risk 20
Item 4. Controls and Procedures 20
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 20
Item 1A. Risk Factors 20
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 21
Item 3. Defaults Upon Senior Securities 21
Item 4. Mine Safety Disclosures 21
Item 5. Other Information 21
Item 6. Exhibits 22
2
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Our unaudited interim financial statements for the three and nine month period
ended June 30, 2013 form part of this quarterly report. They are stated in
United States Dollars (US$) and are prepared in accordance with United States
generally accepted accounting principles.
3
Liberty Coal Energy Corp.
(An Exploration Stage Company)
Balance Sheets (Unaudited)
As of As of
June 30, September 30,
2013 2012
------------ ------------
ASSETS
ASSETS
Cash $ 21,549 $ 11,365
Prepaid expenses -- 490,450
------------ ------------
TOTAL CURRENT ASSETS 21,549 501,815
------------ ------------
Website, net of amortization -- 422
Mineral properties 355,000 160,000
------------ ------------
TOTAL OTHER ASSETS 355,000 160,422
------------ ------------
TOTAL ASSETS $ 376,549 $ 662,237
============ ============
LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 236,812 $ 82,028
Accounts payable related parties 56,689 7,504
Convertible note payable 120,182 37,500
Derivative Liability -- --
------------ ------------
TOTAL CURRENT LIAILITIES 413,683 127,032
------------ ------------
TOTAL LIABILITIES 413,683 127,032
------------ ------------
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, $0.001 par value, 1,500,000,000 shares
authorized; 89,559,189 and 316,287,267 shares issued and
outstanding as of June 30, 2013 and September 30, 2012,
respectively 89,560 316,288
Series C Preferred $0.001 par vlaue, 100,000 shares authorized;
100,000 and 0 shares issued and outstanding as of June 30, 2013
and September 30, 2012 100 --
Additional paid-in capital 1,932,780 6,317,650
Additional paid-in capital - warrants -- 4,390,203
Stock subscription receivable -- (9,196,500)
Deficit accumulated during the exploration sage (2,059,574) (1,292,436)
------------ ------------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) (37,134) 535,205
------------ ------------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT) $ 376,549 $ 662,237
============ ============
See Notes to Consolidated Financial Statements
4
Liberty Coal Energy Corp.
(An Exploration Stage Company)
Statements of Operations (Unaudited)
Cumulative Amounts
From Date of
Incorporation on
For the Three Months Ending For Nine Months Ending August 31, 2007 -
June 30, June 30, June 30, June 30, June 30,
2013 2012 2013 2012 2013
------------ ------------ ------------ ------------ ------------
REVENUES
Revenues $ -- $ -- $ -- $ -- $ --
------------ ------------ ------------ ------------ ------------
NET SALES -- -- -- -- --
OPERATING EXPENSES
Royalty Payment -- 20,000 -- 20,000 --
Development Cost -- 10,000 -- 10,000 10,000
General & administrative 7,186 2,255 14,144 24,578 88,786
Consulting services 34,500 38,500 553,200 87,500 900,139
Stock compensation -- -- 122,000 200,000 322,000
Impairment -- -- -- -- 400,570
Amortization -- 422 422 1,266 3,800
Investor relations 260 5,600 43,920 14,515 109,447
Transfer agent 1,133 507 2,181 910 24,540
Legal & accounting 8,256 10,511 25,963 23,624 191,341
Amortization of debt discount 62,803 -- 70,000 -- 70,000
Derivative expense 2,003 -- 22,476 -- 22,476
------------ ------------ ------------ ------------ ------------
Loss before income taxes 116,141 87,795 854,306 382,393 2,143,099
Provision for income taxes -- -- -- -- --
------------ ------------ ------------ ------------ ------------
LOSS FROM OPERATIONS (116,141) (87,795) (854,306) (382,393) (2,143,099)
OTHER INCOME & (EXPENSES)
Gain / loss on change of derivative 48,348 -- 92,476 92,476
Other Expense -- (315,400) -- (397,985) --
Interest expense (1,482) -- (5,308) -- (8,950)
------------ ------------ ------------ ------------ ------------
TOTAL OTHER INCOME & (EXPENSES) 46,866 (315,400) 87,168 (397,985) 83,526
------------ ------------ ------------ ------------ ------------
NET LOSS $ (69,275) $ (403,195) $ (767,138) $ (780,378) $ (2,059,574)
============ ============ ============ ============ ============
BASIC AND DILUTED LOSS PER
COMMON SHARE $ (0.01) $ -- $ (0.01) $ --
============ ============ ============ ============
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 82,331,118 58,566,667 79,210,906 57,900,000
============ ============ ============ ============
See Notes to Consolidated Financial Statements
5
Liberty Coal Energy Corp.
(An Exploration Stage Company)
Statements of Cash Flows (Unaudited)
Cumulative Amounts
From Date of
Nine months Nine months Incorporation on
ended ended August 31, 2007 -
June 30, June 30, June 30,
2013 2012 2013
------------ ------------ ------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period $ (767,138) $ (780,378) $ (2,059,574)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Amortization 422 1,266 3,800
Other expense 397,985 --
Debt discouint amortization 70,000 -- 70,000
Derivative expense 22,476 -- 22,476
Gain / loss on change of derivative (92,476) -- (92,476)
Stock Compensation 122,000 200,000 411,940
Impairment -- -- 400,570
Changes in assets and liabilities:
Decrease in prepaid expenses 490,450 14,214 449,700
Increase in accounts payable and accrued liabilities 159,665 (977) 241,694
Increase in related party payables 49,185 3,000 56,689
------------ ------------ ------------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 54,584 (164,890) (495,181)
------------ ------------ ------------
CASH FLOWS FROM INVESTING ACTIVITIES
Investment in website -- -- (3,800)
Acquisition of mineral properties (195,000) (80,000) (730,570)
------------ ------------ ------------
NET CASH (USED IN) INVESTING ACTIVITIES (195,000) (80,000) (734,370)
------------ ------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES
Stock issued for cash -- -- 1,063,000
Payments made on loans payable -- -- (100,000)
Conversions
Proceeds from loans payable 150,600 -- 288,100
------------ ------------ ------------
NET CASH PROVIDED BY FINANCING ACTIVITIES 150,600 -- 1,251,100
------------ ------------ ------------
NET INCREASE (DECREASE) IN CASH 10,184 (244,890) 21,549
CASH AT BEGINNING OF PERIOD 11,365 341,207 --
------------ ------------ ------------
CASH AT END OF PERIOD $ 21,549 $ 96,317 $ 21,549
============ ============ ============
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Income taxes paid $ -- $ -- $ --
============ ============ ============
Interest paid $ -- $ -- $ --
============ ============ ============
SUPPLEMENTAL NON-CASH INVESTING AND FINANCING INFORMATION:
Reclassified long-term loan to short-term loan $ -- $ -- $ 219,754
============ ============ ============
Notes payable for settlement of notes $ -- $ -- $ 2,183,000
============ ============ ============
Preferred stock issuance for settlement of notes payable $ -- $ -- $ 3,104,139
============ ============ ============
Common stock issued for services and prepaid expenses $ 122,000 $ 200,000 $ 661,640
============ ============ ============
Stock issued for subscription receivable $ -- $ -- $ 9,196,500
============ ============ ============
Stock issued for debt conversion $ 72,800 $ -- $ 72,800
============ ============ ============
See Notes to Consolidated Financial Statements
6
Liberty Coal Energy Corp.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - NATURE OF OPERATIONS
Liberty Coal Energy Corp. (the "Company"), incorporated in the state of Nevada
on August 31, 2007, and was developing business activities in teacher
recruiting. The Company changed its business focus in March, 2010 and now
intends to enter the business of precious mineral exploration, development, and
production. The Company has not yet commenced significant business operations
and is considered to be in the exploration stage (formerly in the development
stage).
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES
MANAGEMENT CERTIFICATION
The financial statements herein are certified by the officers of the Company to
present fairly, in all material respects, the financial position, results of
operations and cash flows for the periods presented in conformity with
accounting principles generally accepted in the United States of America,
consistently applied.
BASIS OF PRESENTATION
Certain information and footnote disclosures normally included in annual
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. We believe that the disclosures are
adequate to make the financial information presented not misleading. These
condensed financial statements should be read in conjunction with the audited
consolidated financial statements and the notes thereto for the year ended
September 30, 2012. All adjustments were of a normal recurring nature unless
otherwise disclosed. In the opinion of management, all adjustments necessary for
a fair statement of the financial position results of operations for the interim
period have been included. The results of operations for such interim periods
are not necessarily indicative of the results for the full year.
CASH AND CASH EQUIVALENTS
The Company considers all highly liquid investments with maturities of three
months or less to be cash equivalents.
FAIR VALUE OF FINANCIAL INSTRUMENTS
The Company's financial instruments consist of cash, prepaid expenses, accounts
payable and accrued liabilities, amounts due to officers and convertible notes
payable.
The carrying amount of these financial instruments approximates fair value due
either to length of maturity or interest rates that approximate prevailing
market rates unless otherwise disclosed in these financial statements. It is
management's opinion that the Company is not exposed to significant interest,
currency or credit risks arising from its other financial instruments and that
their fair values approximate their carrying values except where separately
disclosed.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles of the United States requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the year.
The more significant areas requiring the use of estimates include asset
impairment, stock-based compensation, and future income tax amounts. Management
bases its estimates on historical experience and on other assumptions considered
to be reasonable under the circumstances. However, actual results may differ
from the estimates.
7
Liberty Coal Energy Corp.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
MINERAL PROPERTIES
Costs of exploration, carrying and retaining unproven mineral lease properties
are expensed as incurred. Mineral property acquisition costs are capitalized
including licenses and lease payments. Although the Company has taken steps to
verify title to mineral properties in which it has an interest, these procedures
do not guarantee the Company's title. Such properties may be subject to prior
agreements or transfers and title may be affected by undetected defects.
Impairment losses are recorded on mineral properties used in operations when
indicators of impairment are present and the undiscounted cash flows estimated
to be generated by those assets are less than the assets' carrying amount.
LOSS PER SHARE
Basic loss per share is calculated using the weighted average number of common
shares outstanding and the treasury stock method is used to calculate diluted
earnings per share. For the years presented, this calculation proved to be
anti-dilutive.
DIVIDENDS
The Company has not adopted any policy regarding payment of dividends. No
dividends have been paid during the period shown.
INCOME TAXES
The Company provides for income taxes using an asset and liability approach.
Deferred tax assets are reduced by a valuation allowance if, based on the weight
of available evidence, it is more likely than not that some or all of the
deferred tax assets will not be realized. No provision for income taxes is
included in the statement due to its immaterial amount, net of the allowance
account, based on the likelihood of the Company to utilize the loss
carry-forward. See Note 5.
NET LOSS PER COMMON SHARE
Net loss per common share is computed based on the weighted average number of
common shares outstanding and common stock equivalents, if not anti-dilutive.
The Company has not issued any potentially dilutive common shares.
RECENTLY ADOPTED PRONOUNCEMENTS
The Company does not expect the adoption of other recently issued accounting
pronouncements to have a significant impact on the Company's results of
operations, financial position or cash flow.
RECLASSIFICATIONS
Certain balances in the prior years have been reclassified to conform to the
current year presentation.
8
Liberty Coal Energy Corp.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
NOTE 3 - MINERAL PROPERTIES
OWSLEY COUNTY KENTUCKY PROPERTY
On February 1, 2012, the Company entered into a letter of intent for the
acquisition of private mineral leasehold rights to certain coal mining property
in Owsley County, Kentucky with AMS Development LLC. and Colt Resources, Inc.
(the "Owsley Agreement").
The Owsley property covers approximately 1,000 acres and has 3,600,000 tons of
coal recoverable by surface and high wall (auger) methods. There are underground
reserves in place which are not being considered for production at this time.
The Owsley project has a permit completed and technically approved by the
Kentucky Department of Natural Resources for the first 80 acre phase. The permit
can be placed on active status and mining initiated by posting a $175,000
reclamation bond. The Company believes mining can be commenced within 90 days of
breaking ground.
In consideration for the mineral property leasehold, the Company paid $80,000 to
purchase the rights to the mining permits and operate under leasehold. It has
also paid an additional $50,000 to minimal lease payments and accrued another
$90,000 which is currently behind. These payments have been capitalized as part
of the purchase price of the property.
As part of the Owsley Agreement, the Company has agreed to enter into a purchase
agreement with AMS Development LLC & Colt Resources, Inc. The agreement provides
for the purchase of the 1,000 acres of surface property at $600,000, as well as
surface mineable coal, (3.6 million tons at $.75/ton), underground coal rights
(2.2 million tons at $.20/ton) and the discharge of a first mortgage due to a
former owner of $150,000 for a total purchase price of $3,890,000. The total
purchase price is payable through a combination of cash, a promissory note and
Liberty Coal common shares. To this date the Company has not been able to close
on this agreement.
GAMM LEASE
On May 24, 2013 Liberty Coal Energy Corp. ("Liberty") paid $15,000 down toward
the purchase of the Gamm Lease, the balance of which will be paid via a share
transaction, not to exceed approximately $30,000.
The Gamm Lease is in Caddo Parrish, in Northwest Louisiana. The 20 acre property
is located in the West 825 feet of the South One-Half of the Northwest Quarter
(S 1/2 of NW 1/4) of Section 25, Township 21 North, Range 15 West, Caddo Parish,
Louisiana.
The Gamm Lease is a previous producing property and contains 9 shallow (+/- 1700
ft.) production wells. The property is accessible by paved and dirt roads from
Oil City LA and has electric power and some existing equipment on site. Liberty
is in the process of restoring the existing wells to production and installing
wellhead production equipment.
Liberty plans to test the next formation at approx. 2500 feet with additional
wells in early 2014.
There are additional shallow oil production opportunities in the immediate area
that Liberty is considering for participation.
9
Liberty Coal Energy Corp.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
NOTE 4 - CONVERTIBLE NOTES
CONVERTIBLE NOTES PAYABLE
Principal
amount
--------
8% convertible note to Asher Enterprises, Inc., due September 16, 2013 $ 10,600
8% convertible note to Asher Enterprises, Inc., due October 28, 2013 32,500
8% convertible note to Asher Enterprises, Inc., due January 22, 2014 42,500
8% convertible note to Asher Enterprises, Inc., due March 17, 2014 32,500
--------
Total Convertible Notes 118,100
========
In January 2013, February 2013, January 2013, May 2013, and June 2013 the
Company borrowed $10,600, $32,500, 42,500 and $32,500 respectively, from Asher
Enterprises, Inc. All four notes accrue interest at the rate of 8% per annum.
They are due on September 16, 2013, October 28, 2013, January 22, 2014, and
March 17, 2014, respectively. These notes are convertible by the holder after
180 days at 65% of the average of the lowest five closing bid prices in the ten
trading day period before the conversion. The note has no financial covenants.
The notes as of June 30, 2013 have accrued interest of $2,082. As of June 30,
2013 Asher converted 70,000 of its principle from its prior notes into 9,904,522
shares of common stock.
NOTE 5 - CAPITAL STOCK
The Company has 1,500,000,000 common shares authorized at a par value of $0.001
per share.
On August 31, 2007, the Company issued 1,500,000 common shares to founders for
total proceeds of $15,000.
On May 31, 2008, the Company completed a private placement whereby it issued
960,000 common shares at $0.05 per share for total proceeds of $48,000.
On February 1, 2010, the Company completed a private placement whereby it issued
1,000,000 units for $0.25 per unit. Each unit consists of one common share and
common share purchase warrant allowing the holder to purchase a common share at
$0.25 per share expiring February 1, 2012.
On February 1, 2010, the Company issued 100,000 common shares as partial
consideration to acquire the Campbell Property.
On February 11, 2010, the Company completed a private placement whereby it
issued 1,000,000 units for $0.25 per unit. Each unit consists of one common
share and common share purchase warrant allowing the holder to purchase a common
share at $0.25 per share expiring February 1, 2012.
On March 15, 2010, the Company increased its authorized common shares from
50,000,000 shares to 1,500,000,000 shares and effected a 30 for 1 forward stock
split. All share amounts reflected in the financial statements have been
adjusted to reflect the results of the stock split.
On March 20, 2010, the Company cancelled 18,000,000 of its common stock
outstanding.
On May 11, 2011, the Company completed a private placement whereby it issued
666,667 units for $0.75 per unit. Each unit consists of one common share and
common share purchase warrant allowing the holder to purchase a common share at
$0.82 per share expiring April 30, 2013.
10
Liberty Coal Energy Corp.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
On January 18, 2012, the Company issued 2,000,000 shares @ $0.10 to its CFO and
Director as part of his compensation.
On August 17, 2012, the Company completed a financing whereby it issued
237,732,600 units for a escrowed equity line in the amount of $9,196,500. In
conjunction with this transaction the company also issued common share purchase
warrant to purchase 250,095,420 common shares at an exercise price of $0.07
expiring on August 16, 2018. As of February 21, 2013 the company has canceled
this agreement and canceled all associated shares and warrants. In conjunction
of this cancelation the Company has issued 1,100,000 shares at $0.02.
On September 10, 2012, the Company issued 17,988,000 shares of common stock to
three non-employee consultants pursuant to the Plan valued at $539,640. The
stock was issued for services to be rendered from September 1, 2012 through
February 28, 2013. As of September 30, 2012, $449,700 had been recorded as
prepaid expenses related to this stock issuance. The balance of the prepaid
consulting was expensed as of June 30, 2013.
On September 13, 2012, Liberty Coal Energy Corp. consummated a Securities
Purchase Agreement with Asher Enterprises, Inc. The agreement was entered into
pursuant to a September 4, 2012 resolution of Company's Board of Directors. The
parties agreed that Asher would acquire from the Company five promissory notes
totaling $37,500, due and payable on June 19, 2013 with interest payable at 8%.
The Notes are convertible into Common Shares of the Company, for which the
Company has reserved 10,500,000 shares.
On October 24, 2012, Liberty Coal Energy Corp. consummated a Securities Purchase
Agreement with Asher Enterprises, Inc. The agreement was entered into pursuant
to an October 24, 2012 resolution of Company's Board of Directors. The parties
agreed that Asher would acquire from the Company five promissory notes totaling
$32,500, due and payable on September 26, 2013 with interest payable at 8%. The
Notes are convertible into Common Shares of the Company, for which the Company
has reserved 14,300,000 shares.
On January 14, 2013 Liberty Coal Energy Corp. consummated a Securities Purchase
Agreement with Asher Enterprises, Inc. The agreement was entered into pursuant
to a January 14, 2013 resolution of Company's Board of Directors. Asher agreed
to purchase a Convertible Note in the amount of $10,600, due and payable on
September 26, 2013 with interest payable at 8%. The Note will be funded on
January 16, 2013. The Note is convertible into Common Shares of the Company, for
which the Company has reserved 40,000,000 shares.
On January 24, 2013 Liberty Coal Energy Corp. consummated a Securities Purchase
Agreement with Asher Enterprises, Inc. The agreement was entered into pursuant
to a January 24, 2013 resolution of Company's Board of Directors. Asher agreed
to purchase a Convertible Note in the amount of $32,500, due and payable on
October 28, 2013 with interest payable at 8%. The Note was funded on January 30,
2013. The Note is convertible into Common Shares of the Company, for which the
Company has reserved 64,800,000 shares.
On March 21, 2013 Liberty Coal Energy Corp, issued 1,212,121 shares of its
common stock on a conversion of $12,000 from its principal note from September
13, 2012.
On March 6, 2013 Liberty Coal Energy Corp. issued 100,000 Preferred Series C
shares at a value of $1.00 per share. The Series C shares have no conversion
feature and have a voting right of 537 votes per share.
On March 21, 2013 Liberty Coal Energy Corp, issued 1,212,121 shares of its
common stock on a conversion of $12,000 from its principal note from September
13, 2012.
On April 13, 2013 Liberty Coal Energy Corp, issued 2,012,987 shares of its
common stock on a conversion of $15,500 from its principal note from September
13, 2012.
On April 17, 2013 Liberty Coal Energy Corp, issued 1,493,506 shares of its
common stock on a conversion of $10,000 from its principal note from September
13, 2012 and $1,500 of accrued interest.
11
Liberty Coal Energy Corp.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
On May 1, 2013 Liberty Coal Energy Corp, issued 1,395,349 shares of its common
stock on a conversion of $12,000 from its principal note from October 31, 2012.
On May 8, 2013 Liberty Coal Energy Corp, issued 2,343,750 shares of its common
stock on a conversion of $15,000 from its principal note from October 31, 2012.
On May 28, 2013 Liberty Coal Energy Corp, issued 1,446,809 shares of its common
stock on a conversion of $5,500 from its principal note from October 31, 2012
and $1,300 of accrued interest.
As of June 30, 2013, the Company had warrants issued as follows:
Warrants
WARRANTS
Outstanding at
June 30,
Issue Date Number Price Expiry Date 2013
---------- ------ ----- ----------- --------
May 11, 2011 666,667 $0.82 May 11, 2013 --
-------- --------
TOTAL 666,667 --
======== ========
NOTE 6 - INCOME TAXES
The Company provides for income taxes using an asset and liability approach.
Deferred tax assets and liabilities are recorded based on the differences
between the financial statement and tax bases of assets and liabilities and the
tax rates in effect currently.
Deferred tax assets are reduced by a valuation allowance if, based on the weight
of available evidence, it is more likely than not that some or all of the
deferred tax assets will not be realized. In the Company's opinion, it is
uncertain whether they will generate sufficient taxable income in the future to
fully utilize the net deferred tax asset. Accordingly, a valuation allowance
equal to the deferred tax asset has been recorded.
The cumulative net operating loss carry-forward is approximately $2,059,574 at
June 30, 2013, and will expire beginning in the year 2029. The cumulative tax
effect at the expected rate of 34% of significant items comprising our net
deferred tax amount is as follows:
June 30, September 30,
2013 2012
---------- ----------
Deferred tax asset attributable to:
Net operating loss carryover $ 700,255 $ 439,428
Valuation allowance (700,255) (439,428)
---------- ----------
Net deferred tax asset $ -- $ --
========== ==========
NOTE 7 - RELATED PARTY TRANSACTION
As of June 30, 2013 and September 30, 2012, there is a balance owing to two
officers of the Company in the amount of $56,689 and 7,504, respectively. This
amount is included in accounts payable-related party.
The officers and directors of the Company are involved in other business
activities and may, in the future, become involved in other business
opportunities that become available. They may face a conflict in selecting
between the Company and other business interests. The Company has not formulated
a policy for the resolution of such conflicts.
12
Liberty Coal Energy Corp.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
NOTE 8 - GOING CONCERN
The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in the notes to the
financial statements, the Company has no established source of revenue. This
raises substantial doubt about the Company's ability to continue as a going
concern. Without realization of additional capital, it would be unlikely for the
Company to continue as a going concern. The financial statements do not include
any adjustments that might result from this uncertainty.
The Company's activities to date have been supported by equity financing. It has
sustained losses in all previous reporting periods with an inception to date
loss of $2,059,574as of June 30, 2013. Management continues to seek funding from
its shareholders and other qualified investors to pursue its business plan. In
the alternative, the Company may be amenable to a sale, merger or other
acquisition in the event such transaction is deemed by management to be in the
best interests of the shareholders.
NOTE 9 - COMMITMENTS
The Company has agreed to purchase 1,000 acres of surface property at $600,000
surface mineable coal, (3.6 million tons at $.75/ton), underground coal rights
(2.2 million tons at $.20/ton) and the discharge of a first mortgage due a
former owner of $150,000 for a total purchase price of $3,890,000. The total is
payable through a combination of cash, a promissory note and Liberty Coal common
shares.
The company needs to continue to make it minimum lease payments until such time
it can pay an initial $500,000. The minimum payments of $20,000 per month are
applied to the initial payment. At this time the Company is $150,000 behind in
its payments.
NOTE 10 - SUBSEQUENT EVENTS
On July 19, 2013 Asher Enterprises converted $3,600 to 4,044,944 shares, July
24, 2013 converted $3,500 to 4,022,989 shares and on Aug 8, 2013 they converted
$3,100 to 4,025,974 shares of its note due September 16, 2013 leaving a
principle balance of $ 400.
Liberty has a lease/purchase agreement on a Coal project in Owsley County
Kentucky. Liberty has been unable to provide sufficient capital to place the
project into production and is in arrears with the required minimum lease
payments.
On August 13, 2013, Liberty entered an agreement with Colt Resources Inc, one of
the original vendors of the property. The agreement provides a time window for
voluntary termination of the lease, and allows for either party to fund the
reclamation bond and placing the property into production. The agreement will
allow Liberty to recover 50 percent of the cost of the existing permit ($40,000)
if Colt Resources can find financing for placing the project into production. If
liberty secures financing for the property, and brings the lease payments
current, the existing lease purchase will remain in effect.
13
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS FORWARD-LOOKING STATEMENT
This quarterly report contains forward-looking statements. These statements
relate to future events or our future financial performance. In some cases, you
can identify forward-looking statements by terminology such as "may," "should,"
"expects," "plans," "anticipates," "believes," "estimates," "predicts,"
"potential" or "continue" or the negative of these terms or other comparable
terminology. These statements are only predictions and involve known and unknown
risks, uncertainties and other factors, including the risks noted herein in the
section entitled "Risk Factors," that may cause our or our industry's actual
results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements.
Although we believe that the expectations reflected in the forward-looking
statements are reasonable, we cannot guarantee future results, levels of
activity, performance or achievements. Except as required by applicable law,
including the securities laws of the United States, we do not intend to update
any of the forward-looking statements to conform these statements to actual
results.
Our financial statements are stated in United States Dollars (US$), unless
otherwise specified, and are prepared in accordance with United States Generally
Accepted Accounting Principles. All references to "common shares" refer to the
common shares in our capital stock.
As used in this quarterly report, the terms "we," "us," "our Company," and the
"Company" mean Liberty Coal Energy Corp., a Nevada corporation, unless otherwise
indicated.
CORPORATE HISTORY
The address of our principal executive office is PO Box 551323 South Lake Tahoe,
CA 96155 Our telephone number is 530-577-4141. Our common stock is quoted on the
OTC Bulletin Board under the symbol "LBTG."
We were incorporated on August 31, 2007 as "ESL Teachers Inc." under the laws of
the State of Nevada. Our original business plan was to develop and sell online
employment services specifically for both ESL Teachers and ESL operations
seeking to hire teachers worldwide. On March 15, 2010, we changed our name to
Liberty Coal Energy Corp. by way of a merger with our wholly owned subsidiary
"Liberty Coal Energy Corp." which was formed solely for the purpose of the
change of name. The change of name was to better represent the new business
direction of our Company to that of a coal exploration, development, and
production company.
In addition, on March 15, 2010, we effected a 30 for 1 forward stock split of
our authorized and issued and outstanding shares of common stock such that our
authorized capital increased from 50,000,000 shares of common stock, $0.001 par
value per share to 1,500,000,000 shares of common stock, par value $0.001 per
share.
OUR CURRENT BUSINESS
Our primary business focus is to acquire and develop advanced coal properties in
North America. We are currently holding one property- The Owsley Project in
Owsley County, Kentucky.
OWSLEY COAL PROJECT
On February 1, 2012, the Company entered into a letter of intent for the
acquisition of private mineral leasehold rights to certain coal mining property
in Owsley County, Kentucky with AMS Development LLC. and Colt Resources, Inc.
(the "Owsley Agreement").The Owsley property covers approximately 1,000 acres
and has 3,600,000 tons of coal recoverable by surface andhigh wall (auger)
methods. There are underground reserves in place which are not being considered
for producn at this time.
14
The Owsley project has a permit completed and technically approved by the
Kentucky Department of Natural Resources for the first 80 acre phase. The permit
can be placed on active status and mining initiated by posting a $175,000
reclamation bond. The Company believes mining can be commenced within 90 days of
breaking ground.
In consideration for the mineral property leasehold, the Company paid $80,000 to
purchase the rights to the mining permits and operate under a leasehold. It has
also paid an additional $50,000 to minimal lease payments and accrued another
90,000 which are currently behind. These payments have been capitalized as part
of the purchase price of the property.
As part of the Owsley Agreement, the Company has agreed to enter into a purchase
agreement with AMS Development LLC & Colt Resources, Inc., pursuant to which AMS
& Colt would receive The agreement provides for the purchase of the 1,000 acres
of surface property at $600,000, as well as surface mineable coal, (3.6 million
tons at $.75/ton), underground coal rights (2.2 million tons at $.20/ton) and
the discharge of a first mortgage due to a former owner of $150,000 for a total
purchase price of $3,890,000. The total purchase price is payable through a
combination of cash, a promissory note and Liberty Coal common shares. To this
date the Company has not been able to close on this agreement.
We are an exploration stage company with limited operations and no revenues from
our business activities.
The following is a discussion and analysis of our results of operations for the
quarter ended June 30, 2013, and the factors that could affect our future
financial condition and results of operations.
GAMM LEASE
On June 13, 2013, Liberty Coal Energy Corp. ("Liberty") paid $15,000 down toward
the purchase of the Gamm Lease, the balance of which will be paid via a share
transaction, not to exceed approximately $30,000.
The Gamm Lease is in Caddo Parrish, in Northwest Louisiana. The 20 acre property
is located in the West 825 feet of the South One-Half of the Northwest Quarter
(S 1/2 of NW 1/4) of Section 25, Township 21 North, Range 15 West, Caddo Parish,
Louisiana.
The Gamm Lease is a previous producing property and contains 9 shallow (+/- 1700
ft.) production wells. The property is accessible by paved and dirt roads from
Oil City LA and has electric power and some existing equipment on site. Liberty
is in the progress of restoring the existing wells to production and installing
wellhead production equipment.
Liberty plans to test the next formation at approx. 2500 feet with additional
wells in early 2014.
There are additional shallow oil production opportunities in the immediate area
that Liberty is considering for participation.
GOING CONCERN CONSIDERATION
Our registered independent auditors included an explanatory paragraph in their
report on our financial statements as of and for the years ended September 30,
2012 and 2011, regarding concerns about our ability to continue as a going
concern.
RESULTS OF OPERATIONS
The following summary of our results of operations should be read in conjunction
with our financial statements for the quarter ended June 30, 2013 which are
included herein.
15
THREE MONTHS ENDED JUNE 30, 2013 COMPARED TO THE THREE MONTHS ENDED JUNE 30,
2012
The following table summarizes key items of comparison for the three months
ended June 30, 2013 and 2012:
Three Months Ended June 30,
2013 2012
---------- ----------
Amortization $ -- $ 422
General and administrative 7,186 2,255
Legal and accounting 8,256 10,511
Investor relations 260 5,600
Consulting 34,500 38,500
Royalty Payment -- 20,000
Transfer agent 1,133 507
Development Cost -- 10,000
Amortization of debt discount 62,803 --
Derivative expense 2,003 --
Gain / loss on change of derivative 48,348 --
Other expenses -- (315,400)
Interest Expense 1,482 2,111
---------- ----------
NET LOSS $ 69,275 $ 403,195
========== ==========
We had a net loss of $69,725 for the quarter ended June 30, 2013, which was a
decrease of $333,920 compared to the net loss of $403,195, for the quarter ended
June 30, 2012. The variance change in our results over the two periods is
primarily through the write off of our Wyoming projects of $315,400.
NINE MONTHS ENDED JUNE 30, 2013 COMPARED TO THE NINE MONTHS ENDED JUNE 30, 2012
The following table summarizes key items of comparison for the Nine months ended
June 30, 2013 and 2012:
Nine Months Ended June 30,
2013 2012
---------- ----------
Amortization $ 422 $ 422
Royalty Payment -- 20,000
Development Cost -- 10,000
General and administrative 14,144 24,578
Legal and accounting 25,963 23,624
Investor relations 43,920 43,920
Consulting 553,200 87,500
Stock Compensation 122,000 200,000
Transfer agent 2,181 910
Amortization of debt discount 70,000 --
Derivative expense 22,476 --
Gain / loss on change of derivative (92,476) --
Other expense 397,985
(Interest expense) 5,308 --
---------- ----------
$ 767,138 $ 780,378
NET LOSS ========== ==========
We had a net loss of $767,138 for the nine months ended June 30, 2013, which was
a decrease of $13,240 compared to the net loss of $780,378, for the nine months
ended June 30, 2012. The slight variance in our results over the two periods is
primarily the result of management's activities around the Company's projects
and a 3rd party consulting expense as the Company expensed $449,700 of these
contracts from prepaid expenses in the prior year the company had to write of a
project in Wyoming for $397,985 during the nine months ended June 30, 2013.
16
PERIOD FROM INCEPTION, AUGUST 31, 2007 TO JUNE 30, 2013
Since inception, we have an accumulated deficit of $2,059,574 We expect to
continue to incur losses as a result of continued exploration and development of
our coal mining interests.
LIQUIDITY AND CAPITAL RESOURCES
Our balance sheet as of June 30, 2013, reflects assets of $289,075. We had cash
in the amount of $6,200 and a working capital deficit in the amount of
$(308,660) as of June 30, 2013.
Nine Months Nine Months
Ended Ended
June 30, June 30,
2013 2012
---------- ----------
Net Cash Provided by (Used in) Operating Activities $ 54,584 $ (164,890)
Net Cash (Used in) Investing Activities (195,000) (80,000)
Net Cash Provided by Financing Activities 150,600 --
---------- ----------
Increase (Decrease) in Cash $ 10,184 $ (244,890)
========== ==========
Our current cash requirements are significant due to planned exploration and
development of our current coal mining property interests, and we anticipate
generating losses. In order to execute on our business strategy, including the
exploration and development of our current coal interest, we will require
additional working capital, commensurate with the operational needs of our
planned projects and obligations. Our management believes that we should be able
to raise sufficient amounts of working capital through debt or equity offerings,
as may be required to meet our short-term obligations. However, changes in our
operating plans, increased expenses, acquisitions, or other events, may cause us
to seek additional equity or debt financing in the future. We anticipate
continued and additional operations on our properties. Accordingly, we expect to
continue to use debt and equity financing to fund operations for the next twelve
months, as we look to expand our asset base and fund exploration and development
of our properties.
There are no assurances that we will be able to raise the required working
capital on terms favorable, or that such working capital will be available on
any terms when needed. Any failure to secure additional financing may force us
to modify our business plan. In addition, we cannot be assured of profitability
or continued operations in the future.
OPERATING ACTIVITIES
Net cash flow provided by operating activities during the nine months ended June
30, 2013 was $54,584, a change of $219,474 from the $(164,890) net cash used in
operating activities during the nine months ended June 30, 2012.
INVESTING ACTIVITIES
Net Investing activities during the nine months ended June 30, 2013 used
$(195,000) of cash, an increase of $115,000 from the $(80,000) cash used in
Investing Activities during the nine months ended June 30, 2012.
FINANCING ACTIVITIES
Net Financing activities during the nine months ended June 30, 2013 brought in
$150,600, an increase of $150,600 from the nil cash broughtin by Financing
Activities during the three months ended June 30, 2012.
17
APPLICATION OF CRITICAL ACCOUNTING POLICIES MANAGEMENT CERTIFICATION
The financial statements herein are certified by the officers of the Company to
present fairly, in all material respects, the financial position, results of
operations and cash flows for the periods presented in conformity with
accounting principles generally accepted in the United States of America,
consistently applied.
CASH AND CASH EQUIVALENTS
The Company considers all highly liquid investments with maturities of three
months or less to be cash equivalents.
FAIR VALUE OF FINANCIAL INSTRUMENTS
The Company's financial instruments consist of cash, prepaid expenses, accounts
payable and accrued liabilities, amounts due to officers and convertible notes
payable.
The carrying amount of these financial instruments approximates fair value due
either to length of maturity or interest rates that approximate prevailing
market rates unless otherwise disclosed in these financial statements. It is
management's opinion that the Company is not exposed to significant interest,
currency or credit risks arising from its other financial instruments and that
their fair values approximate their carrying values except where separately
disclosed.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles of the United States requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the year.
The more significant areas requiring the use of estimates include asset
impairment, stock-based compensation, and future income tax amounts. Management
bases its estimates on historical experience and on other assumptions considered
to be reasonable under the circumstances. However, actual results may differ
from the estimates.
MINERAL PROPERTIES
Costs of exploration, carrying and retaining unproven mineral lease properties
are expensed as incurred. Mineral property acquisition costs are capitalized
including licenses and lease payments. Although the Company has taken steps to
verify title to mineral properties in which it has an interest, these procedures
do not guarantee the Company's title. Such properties may be subject to prior
agreements or transfers and title may be affected by undetected defects.
Impairment losses are recorded on mineral properties used in operations when
indicators of impairment are present and the undiscounted cash flows estimated
to be generated by those assets are less than the assets' carrying amount.
LOSS PER SHARE
Basic loss per share is calculated using the weighted average number of common
shares outstanding and the treasury stock method is used to calculate diluted
earnings per share. For the years presented, this calculation proved to be
anti-dilutive.
DIVIDENDS
The Company has not adopted any policy regarding payment of dividends. No
dividends have been paid during the period shown.
18
INCOME TAXES
The Company provides for income taxes using an asset and liability approach.
Deferred tax assets are reduced by a valuation allowance if, based on the weight
of available evidence, it is more likely than not that some or all of the
deferred tax assets will not be realized. No provision for income taxes is
included in the statement due to its immaterial amount, net of the allowance
account, based on the likelihood of the Company to utilize the loss
carry-forward.
NET LOSS PER COMMON SHARE
Net loss per common share is computed based on the weighted average number of
common shares outstanding and common stock equivalents, if not anti-dilutive.
The Company has not issued any potentially dilutive common shares.
RECENT ACCOUNTING PRONOUNCEMENTS
CODIFICATION OF GAAP
In June 2009, the FASB issued guidance to establish the Accounting Standards
Codification TM ("Codification") as the source of authoritative accounting
principles recognized by the FASB to be applied by nongovernmental entities in
the preparation of financial statements in conformity with GAAP. Rules and
interpretive releases of the SEC under authority of federal securities laws are
also sources of authoritative GAAP for SEC registrants. The FASB will no longer
issue new standards in the form of Statements, FASB Staff Positions, or Emerging
Issues Task Force Abstracts; instead, the FASB will issue Accounting Standards
Updates ("ASU"). ASUs will not be authoritative in their own right as they will
only serve to update the Codification. The issuance of SFAS 168 and the
Codification does not change GAAP. The guidance became effective for the Company
for the period ending October 31, 2009. The adoption of the guidance did not
have an impact on the Company's financial statements.
BUSINESS COMBINATIONS
The Company adopted the changes issued by the FASB that requires the acquiring
entity in a business combination to recognize all (and only) the assets acquired
and liabilities assumed in the transaction; establishes the acquisition-date
fair value as the measurement objective for all assets acquired and liabilities
assumed; and requires the acquirer to disclose additional information needed to
evaluate and understand the nature and financial effect of the business
combination.
The Company also adopted the changes issued by the FASB which requires assets
and liabilities assumed in a business combination that arise from contingencies
be recognized on the acquisition date at fair value if it is more likely than
not that they meet the definition of an asset or liability; and requires that
contingent consideration arrangements of the target assumed by the acquirer be
initially measured at fair value.
RECLASSIFICATIONS
Certain balances in the prior years have been reclassified to conform to the
current year presentation.
REVENUES
We have not generated revenues since inception.
19
OFF-BALANCE SHEET ARRANGEMENTS
We have no off-balance sheet arrangements.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As a "smaller reporting issuer," we are not required to provide the information
required by this Item.
ITEM 4. CONTROLS AND PROCEDURES
MANAGEMENT'S REPORT ON DISCLOSURE CONTROLS AND PROCEDURES
Our management evaluated, with the participation of our chief executive officer
and chief financial officer (our principal executive officer, principal
financial officer and principal accounting officer), the effectiveness of the
design and operation of our disclosure controls and procedures as of the end of
the period covered by this quarterly report. Based on this evaluation, our chief
executive officer and our chief financial officer (our principal executive
officer, principal financial officer and principal accounting officer) concluded
that our disclosure controls and procedures are effective as of June 30,2013 to
ensure that information we are required to disclose in reports that we file or
submit under the Securities Exchange Act of 1934 (i) is recorded, processed,
summarized and reported within the time periods specified in the Securities and
Exchange Commission's rules and forms, and (ii) is accumulated and communicated
to our management, including our chief executive officer and our chief financial
officer (our principal executive officer, principal financial officer and
principal accounting officer), as appropriate, to allow timely decisions
regarding required disclosure. Our disclosure controls and procedures are
designed to provide reasonable assurance that such information is accumulated
and communicated to our management. Our disclosure controls and procedures
include components of our internal control over financial reporting.
Management's assessment of the effectiveness of our internal control over
financial reporting is expressed at the level of reasonable assurance that the
control system, no matter how well designed and operated, can provide only
reasonable, but not absolute, assurance that the control system's objectives
will be met.
CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING
There have been no changes in our internal controls over financial reporting
that occurred during the period covered by this quarterly report, that have
materially affected, or are reasonably likely to materially affect, our internal
control over financial reporting.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
We know of no material, existing or pending legal proceedings against our
Company, nor are we involved as a plaintiff in any material proceeding or
pending litigation. There are no proceedings in which any of our directors,
officers or affiliates, or any registered beneficial shareholder, is an adverse
party or has any material interest adverse to our interest.
ITEM 1A. RISK FACTORS
Not applicable.
20
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
On October 24, 2012, Liberty Coal Energy Corp. consummated a Securities Purchase
Agreement with Asher Enterprises, Inc. The agreement was entered into pursuant
to a October 24, 2012 resolution of Company's Board of Directors. The parties
agreed that Asher would acquire from Company five promissory notes totaling
$32,500, due and payable on September 26, 2013 with interest payable at 8%. The
Notes are convertible into Common Shares of the Company, for which the Company
has reserved 14,300,000 shares
On January 14, 2013 Liberty Coal Energy Corp. consummated a Securities Purchase
Agreement with Asher Enterprises, Inc. The agreement was entered into pursuant
to a January 14, 2013 resolution of Company's Board of Directors. Asher agreed
to purchase a Convertible Note in the amount of $10,600, due and payable on
September 26, 2013 with interest payable at 8%. The Note was funded on January
16, 2013. The Note is convertible into Common Shares of the Company, for which
the Company has reserved 40,000,000 shares.
On January 24, 2013 Liberty Coal Energy Corp. consummated a Securities Purchase
Agreement with Asher Enterprises, Inc. The agreement was entered into pursuant
to a January 24, 2013 resolution of Company's Board of Directors. Asher agreed
to purchase a Convertible Note in the amount of $32,500, due and payable on
October 28, 2013 with interest payable at 8%. The Note was funded on January 30,
2013 The Note is convertible into Common Shares of the Company, for which the
Company has reserved 64,800,000 shares.
On April 12, 2013 Liberty Coal Energy Corp. consummated a Securities Purchase
Agreement with Asher Enterprises, Inc. The agreement was entered into pursuant
to an April 12, 2013 resolution of Company's Board of Directors. Asher agreed to
purchase a Convertible Note in the amount of $42,500, due and payable on January
22, 2014 with interest payable at 8%. The Note was funded on May 2, 2013 The
Note is convertible into Common Shares of the Company.
On June 13 , 2013 Liberty Coal Energy Corp. consummated a Securities Purchase
Agreement with Asher Enterprises, Inc. The agreement was entered into pursuant
to a June 13, 2013 resolution of Company's Board of Directors. Asher agreed to
purchase a Convertible Note in the amount of $32,500, due and payable on
March17, 2014 with interest payable at 8%. The Note was funded on June 25, 2013
The Note is convertible into Common Shares of the Company, for which the Company
has reserved 635,000,000 shares in the aggregate..
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
None
ITEM 5. OTHER INFORMATION
None.
21
Exhibit No. Description
----------- -----------
3.1 Articles of Incorporation (Incorporated by reference to our
Registration Statement on Form SB-2 originally filed on January
23, 2008).
3.2 By-laws (Incorporated by reference to our Registration Statement
on Form S1/A filed on February 27, 2008).
3.3 Articles of Merger (Incorporated by reference to our Current
Report on Form 8-K filed on March 29, 2010).
3.4 Certificate of Change (Incorporated by reference to our Current
Report on Form 8-K filed on March 29, 2010).
10.1 Form of Subscription Agreement (Incorporated by reference to our
Quarterly Report on Form 10-Q filed on May 16, 2011)
10.2 Second Amended Agreement by and between Liberty Coal Energy Corp.
and Rocking Hard Investments, LLC, dated May 2, 2010 (Incorporated
by reference to our Quarterly Report on Form 10-Q filed on May 16,
2011)
31.1* Certification of Chief Executive Officer pursuant to Section 302
of the Sarbanes-Oxley Act of 2002.
31.2* Certification of Chief Financial Officer 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.
32.2* Certification of Chief Financial Officer pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
101* Interactive data files pursuant to Rule 405 of Regulation S-T.
----------
* Filed herewith
SIGNATURES
Pursuant to the requirements 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.
LIBERTY COAL ENERGY CORP.
Date: August 19, 2013 /s/ Robert T. Malasek
--------------------------------------
ROBERT T. MALASEK
Chief Financial Officer, Secretary and
Director (Principal Financial Officer
& Principal Accounting Officer)
2
