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EX-31.2 - EXHIBIT 32.1 SECTION 906 CERTIFICATION - Financial Gravity Companies, Inc.f10q033114_ex31z2.htm
EX-31.1 - EXHIBIT 31.1 SECTION 302 CERTIFICATION - Financial Gravity Companies, Inc.f10q033114_ex31z1.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


FORM 10-Q


(Mark One)


  X .QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2014


OR


      .TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE EXCHANGE ACT

For the Transition Period from __________to __________


Commission File Number: 333-144504


Pacific Oil Company

(Exact Name of Registrant as Specified in its Charter)


NEVADA

 

20-4057712

(State of other jurisdiction of

 

(I.R.S. Employer

incorporation or organization)

 

Identification Number)



 

9500 W. Flamingo Rd. Suite 205

 

 

Las Vegas, NV 89147

 

(Address of principal executive offices)(Zip Code)


Registrant's Phone: 1-888-303-2272


Indicate by check mark whether the issuer (1) filed all reports required to be filed by Section13 or 15(d) of the Exchange Act of 1934 during the past 12 months (or 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      . No  X .


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.


Large accelerated filer

      .

Accelerated filer

      .

Non-accelerated filer

      . (Do not check if a smaller reporting company)

Smaller reporting company

  X .


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes      . No  X .


As of July 21 2014, the issuer had 60,080,733 shares of common stock issued and outstanding.





TABLE OF CONTENTS


 

 

Page

 

 

 

PART I – FINANCIAL INFORMATION

Item 1.

Financial Statements

3

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operation

16

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

18

Item 4.

Controls and Procedures

18

 

 

 

PART II – OTHER INFORMATION

Item 1.

Legal Proceedings

19

Item 1A.

Risk Factors

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

19

Item 3.

Defaults Upon Senior Securities

19

Item 4.

Mine Safety Disclosures

19

Item 5.

Other Information

19

Item 6.

Exhibits

19

 

 

 




2




ITEM 1.

FINANCIAL STATEMENTS




PACIFIC OIL COMPANY

(An Exploration Stage Company)



CONDENSED UNAUDITED FINANCIAL STATEMENTS


FOR THE THREE AND SIX MONTH PERIODS ENDED MARCH 31, 2014 AND 2013 AND THE PERIOD FOM INCEPTION (DECEMBER 5, 2005) TO MARCH 31, 2014



CONTENTS


Condensed Balance Sheets as of March 31, 2014 (unaudited) and September 30, 2013 (restated)

4

Condensed Statements of Operations for the three and six month periods ended March 31, 2014 and 2013 and for the period from inception (Dec. 5, 2005) through March 31, 2014(unaudited)

5

Condensed Statements of Cash Flows for the six month periods ended March 31, 2014 and 2013 and for the period from inception (Dec. 5, 2005) through March 31, 2014 (unaudited)

6

Condensed Statements of Changes in Stockholders’ Deficit for the period from inception(December 5, 2005) through March 31, 2014 (unaudited)

7

Notes to the Condensed Financial Statements (unaudited)

8




3



PACIFIC OIL COMPANY

(An Exploration Stage Company)

Condensed Balance Sheets


 

March 31,

 

September 30,

 

2014

 

2013

ASSETS

(unaudited)

 

(restated)

CURRENT ASSETS

 

 

 

 

 

 

 

 

 

 

 

Cash

$

752

 

$

820

Total Current Assets

 

752

 

 

820

 

 

 

 

 

 

TOTAL ASSETS

$

752

 

$

820

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

$

8,765

 

$

17,265

Advances payable-related party

 

46,133

 

 

43,255

Note payable-related party

 

1,174

 

 

-

Convertible note payable - related party, net of discount of $0 and $57,618, respectively

 

-

 

 

20,206

Derivative liability

 

-

 

 

173,856

Total Current Liabilities

 

56,071

 

 

254,582

 

 

 

 

 

 

           Total Liabilities

 

56,701

 

 

254,582

 

 

 

 

 

 

STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

 

 

 

 

 

Preferred stock: $0.001 par value;

 

 

 

 

 

5,000,000 shares authorized, -0- and

 

 

 

 

 

-0- shares issued and outstanding, respectively

 

-

 

 

-

Common stock: $0.001 par value;

 

 

 

 

 

70,000,000 shares authorized, 60,080,733 and 57,490

 

 

 

 

 

shares issued and outstanding, respectively

 

60,080

 

 

57

Additional paid-in capital

 

668,072

 

 

130,751

Deficit accumulated during the exploration stage

 

(783,471)

 

 

(384,570)

Total Stockholders' Deficit

 

(55,319)

 

 

(253,762)

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

$

752

 

$

820


The accompanying notes are an integral part of these condensed unaudited financial statements




4



PACIFIC OIL COMPANY

(An Exploration Stage Company)

Condensed Statements of Operations (unaudited)


 

 

 

 

 

 

 

 

 

 

 

 

 

From Inception

 

For the Three

 

For the Six

(December 5, 2005)

 

Months Ended

 

Months Ended

through

 

March 31,

 

March 31,

March 31,

 

2014

 

2013

 

2014

 

2013

 

2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

REVENUES

$

-

 

$

-

 

$

-

 

$

-

 

$

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

1,371

 

 

1,488

 

 

3,465

 

 

3,213

 

 

92,405

Professional Fees

 

7,500

 

 

7,050

 

 

145,286

 

 

12,050

 

 

321,530

Total Operating Expenses

 

8,871

 

 

8,538

 

 

148,751

 

 

15,263

 

 

413,935

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHER INCOME (EXPENSE)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Related party income

 

-

 

 

-

 

 

-

 

 

 

 

 

22,409

Interest expense

 

-

 

 

(2,228)

 

 

(59,272)

 

 

(4,455)

 

 

(105,035)

Change in fair value of derivative

 

2,632

 

 

-

 

 

2,380

 

 

-

 

 

(93,652)

Loss on debt conversion

 

-

 

 

-

 

 

(193,258)

 

 

-

 

 

(193,258)

Total other income (expense)

 

2,632

 

 

(2,228)

 

 

(250,150)

 

 

(4,455)

 

 

(369,536)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET LOSS

$

(6,239)

 

$

(10,766)

 

$

(398,901)

 

$

(19,718)

 

$

(783,471)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BASIC AND DILUTED LOSS PER

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SHARE

$

(0.00)*

 

$

(0.19)

 

$

(0.01)

 

$

(0.34)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BASIC AND DILUTED WEIGHTED

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AVERAGE NUMBER OF SHARES OUTSTANDING

 

57,101,824

 

 

57,490

 

 

60,080,475

 

 

57,490

 

 

 


* denotes a loss of less than $(0.01) per share.


The accompanying notes are an integral part of these condensed unaudited financial statements




5



PACIFIC OIL COMPANY

(An Exploration Stage Company)

Condensed Statements of Cash Flows (unaudited)


 

 

 

 

 

From Inception

 

 

 

 

 

(December 5,

 

For the Six Months Ended

 

2005) Through

 

March 31,

 

March 31,

 

2014

 

2013

 

2014

OPERATING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

$

(398,901)

 

$

(19,718)

 

$

(783,471)

Adjustments to reconcile net loss to

 

 

 

 

 

 

 

 

net cash used by operating activities:

 

 

 

 

 

 

 

 

Shares for Services

 

137,786

 

 

-

 

 

138,086

Discount on Convertible Note

 

57,618

 

 

-

 

 

57,618

Change in fair value of derivative

 

(2,380)

 

 

-

 

 

93,652

Loss on conversion of debt

 

193,258

 

 

 

 

 

193,258

Imputed interest

 

1,655

 

 

4,455

 

 

47,419

Changes in operating assets and liabilities

 

 

 

 

 

 

 

 

Increase (decrease) in accounts payable

 

8,019

 

 

260

 

 

8,765

Net Cash Used in Operating Activities

 

(2,945)

 

 

(15,003)

 

 

(244,673)

 

 

 

 

 

 

 

 

 

INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Cash Provided by (Used in) Investing Activities

 

-

 

 

-

 

 

-

 

 

 

 

 

 

 

 

 

FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Borrowing from related parties

 

2,877

 

 

14,302

 

 

125,134

Repayment on related party debt

 

-

 

 

-

 

 

(1,178)

Common stock issued for cash

 

-

 

 

-

 

 

67,450

Contributed capital

 

-

 

 

-

 

 

37,500

Net Cash Provided by Financing Activities

 

2,877

 

 

14,302

 

 

228,906

 

 

 

 

 

 

 

 

 

NET INCREASE (DECREASE) IN CASH

 

(68)

 

 

(701)

 

 

(15,767)

 

 

 

 

 

 

 

 

 

CASH AT BEGINNING OF PERIOD

 

820

 

 

1,581

 

 

-

 

 

 

 

 

 

 

 

 

CASH AT END OF PERIOD

$

752

 

$

880

 

$

(15,767)

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL DISCLOSURES OF

 

 

 

 

 

 

 

 

CASH FLOW INFORMATION

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CASH PAID FOR:

 

 

 

 

 

 

 

 

Interest

$

-

 

$

-

 

$

-

Income Taxes

$

-

 

$

-

 

$

-

 

 

 

 

 

 

 

 

 

Non Cash Activities

 

 

 

 

 

 

 

 

Settlement  of accounts payable with stock

$

16,519

 

$

-

 

$

16,519

Settlement of derivatives

$

364,734

 

$

-

 

$

364,734


The accompanying notes are an integral part of these condensed unaudited financial statements



6



PACIFIC OIL COMPANY

(An Exploration Stage Company)

Condensed Statements of Stockholders’ Deficit (unaudited)


 

 

 

 

 

 

 

 

Deficit

 

 

 

 

 

 

 

 

Additional

 

Accumulated

 

Total

 

 

Common Stock

 

Paid-In

 

During the

 

Stockholders'

 

 

Shares

 

Amount

 

Capital

 

Development

 

Equity

 

 

 

 

 

 

 

 

 

 

 

Balance, December 5, 2005

 

-

$

-

$

-

$

-

$

-

 

 

 

 

 

 

 

 

 

 

 

Common stock issued for cash at

 

 

 

 

 

 

 

 

 

 

$0.00375 per share

 

40,000

 

40

 

14,960

 

-

 

15,000

Common stock issued for services

 

3,000

 

3

 

297

 

-

 

300

Common stock issued for cash

 

 

 

 

 

 

 

 

 

 

at $0.05 per share

 

10,490

 

10

 

52,440

 

-

 

52,450

Common stock issued for

 

 

 

 

 

 

 

 

 

 

contributed capital

 

4,000

 

4

 

35,496

 

-

 

35,500

Net loss from inception through

 

 

 

 

 

 

 

 

 

 

September 30, 2007

 

-

 

-

 

1,010

 

(119,691)

 

(118,681)

Balance, September 30, 2007

 

57,490

 

57

 

104,203

 

(119,691)

 

(15,431)

 

 

 

 

 

 

 

 

 

 

 

Imputed interest on related party payable

 

-

 

-

 

1,152

 

-

 

1,152

Net loss for the year September 30, 2008

 

-

 

-

 

-

 

(9,682)

 

(9,682)

Balance, September 30, 2008

 

57,490

 

57

 

105,355

 

(129,373)

 

(23,961)

 

 

 

 

 

 

 

 

 

 

 

Imputed interest on related party payable

 

-

 

-

 

1,374

 

-

 

1,374

Net loss for the year September 30, 2009

 

-

 

-

 

-

 

(1,582)

 

(1,582)

Balance, September 30, 2009

 

57,490

 

57

 

106,729

 

(130,955)

 

(24,169)

 

 

 

 

 

 

 

 

 

 

 

Contributed capital

 

-

 

-

 

2,000

 

-

 

2,000

Imputed interest on related party payable

 

-

 

-

 

1,551

 

-

 

1,551

Net loss for the year September 30, 2010

 

-

 

-

 

-

 

(21,529)

 

(21,529)

Balance, September 30, 2010

 

57,490

 

57

 

110,280

 

(152,484)

 

(42,147)

 

 

 

 

 

 

 

 

 

 

 

Imputed interest on related party payable

 

-

 

-

 

4,666

 

-

 

4,666

Net loss for the year September 30, 2011

 

-

 

-

 

-

 

(33,847)

 

(33,847)

Balance, September 30, 2011

 

57,490

 

57

 

114,946

 

(186,3-31)

 

(71,328)

 

 

 

 

 

 

 

 

 

 

 

Imputed interest on related party payable

 

-

 

-

 

6,894

 

-

 

6,894

Net loss for the year September 30, 2012

 

-

 

-

 

-

 

(34,453)

 

(34,453)

Balance, September 30, 2012

 

57,490

 

57

 

121,840

 

(220,784)

 

(98,886)

 

 

 

 

 

 

 

 

 

 

 

Imputed interest on related party payable

 

-

 

-

 

8,911

 

-

 

8,910

Net loss for the year September 30, 2013

 

-

 

-

 

-

 

(163,786)

 

(163,786)

Balance, September 30, 2013 (Restated)

 

57,490

 

57

 

130,751

 

(384,570)

 

(253,762)

 

 

 

 

 

 

 

 

 

 

 

Imputed interest on related party payable

 

-

 

-

 

1,655

 

-

 

1,655

Common stock issued for services

 

38,100,000

 

38,100

 

99,686

 

-

 

137,786

Common stock issued for related party

 

 

 

 

 

 

 

 

 

 

conversion of note payable

 

21,900,002

 

21,900

 

54,750

 

-

 

76,650

Common stock issued for services

 

23,241

 

23

 

16,496

 

-

 

16,519

Settlement of  derivatives

 

-

 

-

 

364,734

 

-

 

364,734

Net loss for period ended March 31, 2014

 

-

 

-

 

-

 

(398,901)

 

(398,901)

Balance, March 31, 2014

 

60,080,733

$

60,080

$

668,072

$

(783,471)

$

(55,319)


The accompanying notes are an integral part of these condensed unaudited financial statements




7



PACIFIC OIL COMPANY

(An Exploration Stage Company)

NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTH PERIODS ENDED MARCH 31, 2014 AND 2013 AND THE PERIOD FROM INCEPTION (DECEMBER 5, 2005) TO MARCH 31, 2014


NOTE 1 - ORGANIZATION AND BUSINESS OPERATIONS


Pacific Oil Company (“the Company”) was originally incorporated in Nevada on December 5, 2005 as Kat Racing, Inc.  On January 4, 2013, the Company changed its name to Prairie West Oil & Gas, Ltd and subsequently on July 26, 2013 to Pacific Oil Company.


The Company is an exploration stage junior energy company.


NOTE 2 - GOING CONCERN


The Company's financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern, has incurred losses of $783,471 since inception (December 5, 2005) through March 31, 2014 and had a working capital and shareholder deficit of $55,319 at March 31, 2014 . Accordingly, there is substantial doubt about the Company’s ability to continue as a going concern.  The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.


In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.


The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.


NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES


Interim Financial Statements


The accompanying financial statements have been prepared by the Company without audit in accordance with SEC rules for quarterly reports on form 10-Q. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at March 31, 2014, and for all periods presented herein, have been made.


Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's September 30, 2013 (restated) audited financial statements. The results of operations for the periods ended March 31, 2014 and 2013 are not necessarily indicative of the operating results for the full years.


Cash and cash equivalents


For purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.   



8



PACIFIC OIL COMPANY

(An Exploration Stage Company)

NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTH PERIODS ENDED MARCH 31, 2014 AND 2013 AND THE PERIOD FROM INCEPTION (DECEMBER 5, 2005) TO MARCH 31, 2014


NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)


Development Stage Company


The Company is considered an exploration stage company in the business of oil and gas, having limited operating revenues during the period presented, as defined by Accounting Standards Codification ASC 915-205 “Development-Stage Entities”. ASC 915- 205 requires companies to report their operations, shareholders equity and cash flows since inception through the date that revenues are generated from management’s intended operations, among other things.


Use of Estimates and Assumptions


The preparation of financial statements in conformity with US Generally Accepted Accounting Practices 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 reporting period. The Company regularly evaluates estimates and assumptions related to the deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.


Derivative Liability


The Company evaluates its convertible instruments, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under ASC Topic 815, “Derivatives and Hedging.” The result of this accounting treatment is that the fair value of the derivative is marked-to-market each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income (expense). Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Equity instruments that are initially classified as equity that become subject to reclassification under ASC Topic 815 are reclassified to liabilities at the fair value of the instrument on the reclassification date. We analyzed the derivative financial instruments (the Convertible Note), in accordance with ASC 815. The objective is to provide guidance for determining whether an equity-linked financial instrument is indexed to an entity’s own stock. This determination is needed for a scope exception which would enable a derivative instrument to be accounted for under the accrual method. The classification of a non-derivative instrument that falls within the scope of ASC 815-40-05 “Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock” also hinges on whether the instrument is indexed to an entity’s own stock. A non-derivative instrument that is not indexed to an entity’s own stock cannot be classified as equity and must be accounted for as a liability. There is a two-step approach in determining whether an instrument or embedded feature is indexed to an entity’s own stock. First, the instrument's contingent exercise provisions, if any, must be evaluated, followed by an evaluation of the instrument's settlement provisions. The Company utilized multinomial lattice models that value the derivative liability within the notes based on a probability weighted discounted cash flow model. The Company utilized the fair value standard set forth by the Financial Accounting Standards Board, defined as the amount at which the assets (or liability) could be bought (or incurred) or sold (or settled) in a current transaction between willing parties, that is, other than in a forced or liquidation sale.


Fair Value Measurements


The Company adopted ASC No. 820-10 (ASC 820-10), Fair Value Measurements. ASC 820-10 relates to financial assets and financial liabilities.



9



PACIFIC OIL COMPANY

(An Exploration Stage Company)

NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTH PERIODS ENDED MARCH 31, 2014 AND 2013 AND THE PERIOD FROM INCEPTION (DECEMBER 5, 2005) TO MARCH 31, 2014


NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)


Fair Value Measurements (Continued)


ASC 820-10 defines fair value, establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (GAAP), and expands disclosures about fair value measurements. The provisions of this standard apply to other accounting pronouncements that require or permit fair value measurements and are to be applied prospectively with limited exceptions.


ASC 820-10 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This standard is now the single source in GAAP for the definition of fair value, except for the fair value of leased property. ASC 820-10 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions, about market participant assumptions that are developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC 820-10 are described below:


¾

Level 1. Observable inputs such as quoted prices in active markets;


¾

Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and


¾

Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.


The carrying value of cash, accounts payable, accounts payable – related party and note payable related party approximates their fair value due to the short-term maturity of these financial instruments.


Income Taxes


Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company has adopted ASC 740 “Accounting for Income Taxes” as of its inception. Pursuant to ASC 740, the Company is required to compute tax asset benefits for net operating losses carried forward. The potential benefits of net operating losses have not been recognized in this financial statement because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.


Basic and Diluted Loss per Share


The Company computes loss per share in accordance with ASC-260, “Earnings per Share” which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive.


The Company has previously had potentially dilutive debt instruments outstanding in the form of convertible notes payable – related party. However, as the Company has incurred losses since Inception, these potentially dilutive shares of common stock have been excluded from the calculation of loss per share as their effect would have been anti-dilutive. Consequently basic and diluted loss per share were identical for the three and six months ended March 31, 2014 and 2013.


No potentially dilutive debt or equity instruments were issued or outstanding at March 31, 2014.



10



PACIFIC OIL COMPANY

(An Exploration Stage Company)

NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTH PERIODS ENDED MARCH 31, 2014 AND 2013 AND THE PERIOD FROM INCEPTION (DECEMBER 5, 2005) TO MARCH 31, 2014


NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)


Advertising


The Company follows the policy of charging the costs of advertising to expenses incurred. The Company incurred $0 in advertising costs during the three and six month period ended March 31, 2014 and 2013.


Stock-based Compensation


The Company records stock based compensation in accordance with the guidance in ASC Topic 718 (Accounting for Share Based Payments) which requires the Company to recognize expenses related to the fair value of its employee stock option awards. This eliminates accounting for share-based compensation transactions using the intrinsic value and requires instead that such transactions be accounted for using a fair-value-based method. The Company recognizes the cost of all share-based awards on a graded vesting basis over the vesting period of the award.


Revenue Recognition


The Company recognizes service revenue using four basic criteria that must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management’s judgment regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company defers any revenue for which the product has not been delivered or is subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or no refund will be required.


Correction of an error in previously issued financial statements


The Company follows guidance under ASC 250-10-45-23 for reporting any error in the financial statements of a prior period discovered after the financial statements are issued or are available to be issued. The current comparative statements as presented reflect the retroactive application of any error corrections. Those items that are reported as error corrections in the Company’s restatements of net income and retained earnings, as well as other affected balances for all periods reported there-in, are disclosed in Note 5 of the footnotes to the financial statements presented herein.


Recent Accounting Pronouncements



We are in the development stage as defined under the then current Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 915-205 “Development-Stage Entities” and among the additional disclosures required as a development stage company are that our financial statements were identified as those of a development stage company, and that the statements of operations, stockholders’ deficit and cash flows disclosed activity since the date of our Inception December 5, 2005)  as a development stage company. Effective June 10, 2014 FASB changed its regulations with respect to Development Stage Entities and these additional disclosures are no longer required for annual reporting periods beginning after December 15, 2014 with the option for entities to early adopt these new provisions. We have not elected to early adopt these provisions and consequently these additional disclosures are included in these financial statements.


The Company does not believe that other than disclosed above, recently issued, but not yet adopted, accounting pronouncements will have a material impact on its financial position, results of operations or cash flows.



11



PACIFIC OIL COMPANY

(An Exploration Stage Company)

NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTH PERIODS ENDED MARCH 31, 2014 AND 2013 AND THE PERIOD FROM INCEPTION (DECEMBER 5, 2005) TO MARCH 31, 2014


NOTE 4 - RELATED PARTY TRANSACTIONS


In support of the Company’s efforts and cash requirements, it may rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by shareholders. Amounts represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note.  


The Company had received $43,255 and $46,133 as of September 30, 2013 (restated) and March 31, 2014 as advances from related parties to fund ongoing operations. In addition, as of March 31, 2014, a related party payable balance is $ $1,174. All of the related party accounts and note payable are non-interest bearing, unsecured and due upon demand.


NOTE 5 - CORRECTION OF AN ERROR IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS


The Company follows guidance under ASC 250-10-45-23 for reporting any error in the financial statements of a prior period discovered after the financial statements are issued or are available to be issued. The error resulted from the Company not properly reporting convertible debt to a related party and the associated derivative liability. The current comparative statements as presented reflect the retroactive application of any error corrections. Those items that are reported as error corrections in the Company’s restatements of net income and retained earnings, as well as other affected balances for all periods reported there-in, are disclosed in Note 5 of the footnotes to the financial statements presented herein.


PACIFIC OIL COMPANY

(An Exploration Stage Company)

Balance Sheet and Statement of Operations (restated)


BALANCE SHEET

 

 

 

09/30/13

 

 

 

 

 

As Filed

 

Adjustments

 

 

Restated Actual

Assets

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

  Cash

$

820

$

-

 

$

820

Total current assets

 

820

 

-

 

 

820

 

 

 

 

 

 

 

 

Total Assets

$

820

$

-

 

$

820

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

  Accounts payable and accrued liabilities

$

746

$

16,519

(a)

$

17,265

  Account Payable-related party

 

121,079

 

(77,824)

(b)

 

43,255

  Derivative Liability

 

-

 

173,856

(b)

 

173,856

  Convertible note payable - related party, net of discount $57,618

 

-

 

20,206

(b)

 

20,206

Total current liabilities

 

121,825

 

132,757

 

 

254,582

 

 

 

 

 

 

 

 

Total Liabilities

 

121,825

 

132,757

 

 

254,582

 

 

 

 

 

 

 

 




12




Stockholders' Deficit

 

 

 

 

 

 

 

Common Stock, $0.001 par value 300,000,000 Common Shares

 

 

 

 

 

 

 

Authorized 57,490 Common Shares issued and outstanding

 

 

 

 

 

 

 

as of September 30, 2013

 

57

 

-

 

 

57

Additional paid-in capital

 

130,751

 

-

 

 

130,751

Deficit accumulated during development stage

 

(251,813)

 

(132,757)

(a, b)

 

(384,570)

Total stockholders’ deficit

 

(121,005)

 

(132,757)

 

 

(253,762)

 

 

 

 

 

 

 

 

Total liabilities and stockholders’ deficit

$

820

 

-

 

$

820

 

 

 

 

 

 

 

 

STATEMENT OF OPERATIONS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

$

-

 

-

 

$

-

 

 

 

 

 

 

 

 

OPERATING EXPENSE

 

 

 

 

 

 

 

Professional Fees

 

15,050

 

16,519

(a)

 

31,569

General and administrative expense

 

7,069

 

-

 

 

7,069

TOTAL OPERATING EXPENSE

 

22,119

 

16,519

 

 

38,638

 

 

 

 

 

 

 

 

OTHER INCOME (EXPENSE)

 

 

 

 

 

 

 

Related party income

 

-

 

-

 

 

-

Change in fair value of derivative

 

-

 

(96,032)

(b)

 

(96,032)

Interest Expense

 

(8,910)

 

(20,206)

(b)

 

(29,116)

Total Other Income (Expense)

 

(8,910)

 

(116,238)

 

 

(125,148)

 

 

 

 

 

 

 

 

LOSS BEFORE INCOME TAXES

 

(31,029)

 

(132,757)

 

 

(163,786)

 

 

 

 

 

 

 

 

Provision for income tax

 

-

 

-

 

 

-

 

 

 

 

 

 

 

 

Net Income (Loss)

$

(31,029)

$

(132,757)

 

$

(163,786)

 

 

 

 

 

 

 

 

Basic & Diluted (Loss) per Common Share:

$

(0.54)

$

(2.31)

 

$

(2.85)

 

 

 

 

 

 

 

 

Basic & Diluted Weighted Average Number of Common Shares:

 

57,490

 

57,490

 

 

57,490

 

 

 

 

 

 

 

 

(a)  Relates to account payable

 

 

 

 

 

 

 

(b)  Relates to derivative liability

 

 

 

 

 

 

 




13



PACIFIC OIL COMPANY

(An Exploration Stage Company)

NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTH PERIODS ENDED MARCH 31, 2014 AND 2013 AND THE PERIOD FROM INCEPTION (DECEMBER 5, 2005) TO MARCH 31, 2014


NOTE 6 – DERIVATIVE LIABILITIES


As discussed in Note 7 under Convertible Debentures, the Company issued convertible notes payable that provide for the issuance of convertible notes with variable conversion provisions. The conversion terms of the convertible notes are variable based on certain factors, such as the future price of the Company’s common stock. The number of shares of common stock to be issued is based on the future price of the Company’s common stock. The number of shares of common stock issuable upon conversion of the promissory note is indeterminate. Due to the fact that the number of shares of common stock issuable could exceed the Company’s authorized share limit, the equity environment is tainted and all additional convertible debentures and warrants are included in the value of the derivative. Pursuant to ASC 815-15 Embedded Derivatives, the fair values of the variable conversion option and warrants and shares to be issued were recorded as derivative liabilities on the issuance date.


The fair values of the Company’s derivative liabilities were estimated at the issuance date and are revalued at each subsequent reporting date, using a lattice model. The Company recorded current derivative liabilities of $2,632 and $173,856 at December 31, 2013 and September 30, 2013, respectively. The change in fair value of the derivative liabilities resulted in a loss of $252 and $0 for the three months ended December 31, 2013 and 2012, respectively, which has been reported as other income (expense) in the statements of operations. The loss of $252 for the three months ended December 31, 2013 consisted of a loss of $252 attributable to the fair value of attributable to the fair value of the convertible notes and settlement of derivative liability from conversion of $171,476.Effective January 1, 2014, the Company, with the consent of the holder of the remaining note convertible – related party totaling $1,174, amended the terms of the note payable to remove the conversion feature. The remaining $2,632 balance of the derivative liability relating to the note payable was credited as other income on removal of the conversion feature from the note payable – related party.


The following presents the derivative liability value at March 31, 2014 and September 30, 2013:


 

 

March 31,

2014

 

September 30,

2013

Convertible Note - Related party

 

$

-

 

$

173,856

 

 

 

 

 

 

 

 

 

$

-

 

$

173,856


The following is a summary of changes in the fair market value of the derivative liability during the three and six months ended March 31, 2014 and the year ended September 30, 2013:


Balance, September 30, 2012

$

-

Increase in derivative value due to issuance of convertible note

 

168,812

Change in fair market value of derivative liabilities due to the mark to market adjustment

 

5,044

Balance, September 30, 2013

 

173,856

Debt Conversion

 

(171,476)

Change in fair market value of derivative liabilities due to the mark to market adjustment

 

252

Balance, December 31, 2013

 

2,632

Cancellation of the conversion feature

 

(2,632)

Balance at March 31, 2014

$

-



14



PACIFIC OIL COMPANY

(An Exploration Stage Company)

NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTH PERIODS ENDED MARCH 31, 2014 AND 2013 AND THE PERIOD FROM INCEPTION (DECEMBER 5, 2005) TO MARCH 31, 2014


NOTE 6 – DERIVATIVE LIABILITIES (CONTINUED)


Key inputs and assumptions used to value the convertible debentures and warrants issued during the three months ended December 31, 2013 and the year ended September 30, 2013:


·

The underlying stock price was used as the fair value of the common stock;

·

The note amount as of issuance 7/1/13 and 9/30/13 was $77,823.50. The principal amounts of $20,650, $7,000, $10,500, $10,500, $8,750 and $8,750 were converted out by the various Note assignees on 10/4/13. The remaining principal balance as of 12/31/13 was $1,173.50.

·

Capital raising events are not a factor for this Note since it was unlikely that the Company would raise capital at less than 50% of market during the term which would reset the conversion feature;

·

It was assumed that the Company would not file a registration statement and it would not become effective.

·

The Issue would redeem based on availability of alternative financing, 0% of the time increasing 1.0% monthly to a maximum of 10%;

·

The Holder would convert over a six month term;

·

The projected annual volatility for each valuation period was based on the historic volatility of the company;

·

Events of default were not modeled since there was no penalty for default


NOTE 7 – CONVERTIBLE NOTE – RELATED PARTIES


The Company and the related party agreed to convert the reaming balance of the convertible note to a non-convertible note. The remaining convertible note of $1,174 was reclassified as a note payable during the period ended March 31, 2014.


NOTE 8 – COMMON STOCK


On October 1, 2013 the Company issued 38,100,000 shares to Anthony Sarvucci which resulted in a change in control of the Company. The shares were valued at $137,786 or $0.00362 per share, and were recorded as professional fees for stock based compensation.


On October 4, 2013, the Company issued 29,100,002 as a result of a conversion on a note payable.  The total debt relieved was $76,650.  The Company issued 21,889,489 additional shares outside the term of the conversion; the excess shares were valued at $193,258 or $0.0088 per share, which is recorded as a loss on debt conversion. These shares were valued by a valuation expert as there had been no orderly trades of the Company’s stock to date.


On December 31, 2013, the Company issued 23,241 common stock in settlement of accounts payable relating to services provided to the Company. The Company valued the shares based on fair market value services provided to the Company and recorded an expense of $16,519 in the prior period as disclosed in Note 5 above.


NOTE 9 – SUBSEQUENT EVENTS


There are no events subsequent to period ended March 31, 2014 through the date these financial statements are available to be issued on July 24, 2014 that would warrant further disclosures.




15



ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


FORWARD-LOOKING STATEMENTS


This Form 10-Q includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts, included or incorporated by reference in this Form 10-Q which address activities, events or developments which the Company expects or anticipates will or may occur in the future, including such things as future capital expenditures (including the amount and nature thereof); finding suitable merger or acquisition candidates; expansion and growth of the Company's business and operations; and other such matters are forward-looking statements. These statements are based on certain assumptions and analyses made by the Company in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate under the circumstances. However, whether actual results or developments will conform with the Company's expectations and predictions is subject to a number of risks and uncertainties, including general economic, market and business conditions; the business opportunities (or lack thereof) that may be presented to and pursued by the Company; changes in laws or regulation; and other factors, most of which are beyond the control of the Company.


These forward-looking statements can be identified by the use of predictive, future-tense or forward-looking terminology, such as "believes," "anticipates," "expects," "estimates," "plans," "may," "will," or similar terms. These statements appear in a number of places in this Filing and include statements regarding the intent, belief or current expectations of the Company, and its directors or its officers with respect to, among other things: (i) trends affecting the Company's financial condition or results of operations for its limited history; (ii) the Company's business and growth strategies; and, (iii) the Company's financing plans. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve significant risks and uncertainties, and that actual results may differ materially from those projected in the forward-looking statements as a result of various factors. Such factors that could adversely affect actual results and performance include, but are not limited to, the Company's limited operating history, potential fluctuations in quarterly operating results and expenses, government regulation, technological change and competition.


Consequently, all of the forward-looking statements made in this Form 10-QSB are qualified by these cautionary statements and there can be no assurance that the actual results or developments anticipated by the Company will be realized or, even if substantially realized, that they will have the expected consequence to or effects on the Company or its business or operations. The Company assumes no obligations to update any such forward-looking statements.


The Company has a limited operating history upon which an evaluation of the Company, its current business and its prospects can be based. The Company's prospects must be considered in light of the risks, uncertainties, expenses and difficulties frequently encountered by companies in their early stages of development. Such risks include inadequate funding the company's inability to anticipate and adapt to a developing market, the failure of the company's infrastructure, changes in laws that adversely affect the company's business, the ability of the Company to manage its operations, including the amount and timing of capital expenditures and other costs relating to the expansion of the company's operations, the introduction and development of different or more extensive communities by direct and indirect competitors of the Company, including those with greater financial, technical and marketing resources, the inability of the Company to attract, retain and motivate qualified personnel and general economic conditions.


The Company expects that its operating expenses will increase significantly, especially as it implements its business plan. To the extent that increases in its operating expenses precede or are not followed by commensurate increases in revenues, or that the Company is unable to adjust operating expense levels accordingly, the Company's business, results of operations and financial condition would be materially and adversely affected. There can be no assurances that the Company can achieve or sustain profitability or that the Company's operating losses will not increase in the future.


GENERAL DESCRIPTION OF BUSINESS


Pacific Oil Company is an exploration stage junior energy company.


The Company was originally incorporated in Nevada on December 5, 2005 as Kat Racing, Inc.  On January 4, 2013, the Company changed its name to Prairie West Oil & Gas, Ltd and subsequently on July 26, 2013 to Pacific Oil Company.




16



RESULTS OF OPERATIONS FOR THE THREE MONTHS AND THE SIX MONTHS ENDED MARCH 31, 2014 COMPARED TO THE THREE AND SIX MONTHS ENDED MARCH 31, 2013


The Company has achieved no revenue or profits to date reflecting its exploration stage and the Company anticipates that it will continue to incur net losses for the foreseeable future.


The Company incurred a net loss of $6,239 for the three months ended March 31, 2014, compared with a net loss of $10,766 for the three months ended March 31, 2013. The year to year variance was due to imputed interest on related party loans of $2,228 being expensed for the period ending March 31, 2013 as compared to a credit of $2,632 relating to the change in fair value of the derivative liability recognized in the period ending March 31, 2014.


The Company incurred a net loss of $398,901 for the six months ended March 31, 2014, compared with a net loss of $19,718 for the six months ended March 31, 2013. The year to year variance was largely due to the loss on debt conversion of $193,258, and professional fees of $137,786 related to stock based compensation that was recognized the period ending March 31, 2014.

 

LIQUIDITY AND CAPITAL RESOURCES


As at March 31, 2014 the Company’s current assets, comprising solely of cash, were $752 compared to $820 in current assets, also solely cash, at September 30, 2013. As at March 31, 2014, the Company’s current liabilities were $56,071 compared to $254,582 at September 30, 2013.


Stockholder’s deficit was $55,319 as of March 31, 2014 compared to stockholders’ deficit of $253,762 as of March 31, 2014.   


The Company's financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern, has incurred losses of $783,471 since inception (December 5, 2005) through March 31, 2014 and had a working capital and shareholder deficit of $55,319 at March 31, 2014 . Accordingly, there is substantial doubt about the Company’s ability to continue as a going concern.  The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.


In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.


The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.


Cash Flows from Operating Activities


For the six month period ended March 31, 2014, net cash flows used in operating activities was $2,945 compared to $15,003 used in operating activities in the six months ended March 31, 2013.  During the six months ended March 31, 2014 the Company incurred a loss of $398,901 which was largely offset for cash flow purposes by $389,937 in non-cash expenses and an $8,019 increase in the balance of its accounts payable. By comparison during the six months ended March 31, 2013 the Company incurred a loss of $19,718 which was partially offset for cash flow purposes by $4,455 in non-cash expenses and a $260 increase in the balance of our accounts payable


Cash Flows from Investing Activities


We neither used, nor provided cash flow from investing activities during the six month periods ended March 31, 2014 or 2013.



17



Cash Flows from Financing Activities


During the six months ended March 31, 2014 the Company received $2,877 in borrowings from related parties as compared to $14,302 in borrowings from related parties during the six months ended March 31, 2014. The decrease in funding in funding between the two periods reflects the decrease in the amount of funds used in operating activities between the two periods.


CRITICAL ACCOUNTING POLICIES


In Financial Reporting release No. 60, "CAUTIONARY ADVICE REGARDING DISCLOSURE ABOUT CRITICAL ACCOUNTING POLICIES" ("FRR 60"), the Securities and Exchange Commission suggested that companies provide additional disclosure and commentary on their most critical accounting policies. In FRR 60, the SEC defined the most critical accounting policies as the ones that are most important to the portrayal of a company's financial condition and operating results, and require management to make its most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain. Based on this definition, our most critical accounting policies include: non-cash compensation valuation that affects the total expenses reported in the current period and the valuation of shares. The methods, estimates and judgments we use in applying these most critical accounting policies have a significant impact on the results we report in our financial statements.


ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


As a "smaller  reporting  company" as defined by Item 10 of Regulation  S-K, the Company is not required to provide information required by this Item.


CONTROLS AND PROCEDURES


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 in our reports filed under the Securities Exchange Act of 1934 , as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, including our president (also our principal executive officer) and our secretary, treasurer and chief financial officer (also our principal financial and accounting officer) to allow for timely decisions regarding required disclosure.


As of March 31, 2014 we carried out an evaluation, under the supervision and with the participation of our president (also our principal executive officer and our chief financial officer), of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our President and Chief Financial Officer concluded that our disclosure controls and procedures were not effective in providing reasonable assurance in the reliability of our corporate reporting as of the end of the period covered by this Quarterly Report due to certain deficiencies that existed in the design or operation of our internal controls over financial reporting and that may be considered to be material weaknesses.


CHANGES IN INTERNAL CONTROLS.


There was no change in our internal controls or in other factors that could affect these controls during our last fiscal quarter that has materially affected, or is reasonably likely to materially affect our internal control over financial reporting.



18



PART II OTHER INFORMATION


ITEM 1.

LEGAL PROCEEDINGS


The Company was not subject to any legal proceedings during the three and six months ended March 31, 2014 or 2013 and, to the best of its knowledge; no legal proceedings are pending or threatened.

 

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS


There were no sales of unregistered equity securities during the three and six months ended March 31, 2014 or 2013.


ITEM 3.

DEFAULTS UPON SENIOR SECURITIES


There were no senior securities issued or outstanding during the three and six months ended March 31, 2014 or 2013.


ITEM 4.

MINE SAFETY DISCLOSURES


Not applicable.


ITEM 5.

OTHER INFORMATION


None.


ITEM 6.

EXHIBITS


The following documents are included or incorporated by reference as exhibits to this report.


Exhibit

 

 

Number

 

Description

31.1

 

Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 

32.1

 

Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002




19



SIGNATURES


In accordance with Section 13 or 15 (d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: July 29, 2014



Pacific Oil Company

Registrant



By: /s/ Anthony Sarvucci

Anthony Sarvucci

Chief Executive Officer



20