Sino American Oil (OILY) 10-Q 15 May 23 2023 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Mar. 31, 2023	May 08, 2023
Details
Registrant CIK	0001367408
Fiscal Year End	--09-30
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	000-52304
Entity Registrant Name	SINO AMERICAN OIL CO
Entity Incorporation, State or Country Code	WY
Entity Tax Identification Number	02-3717729
Entity Address, Address Line One	2123 Pioneer Ave
Entity Address, City or Town	Cheyenne
Entity Address, State or Province	WY
Entity Address, Postal Zip Code	82001
City Area Code	360
Local Phone Number	631-6022
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		134,584,500
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2

BALANCE SHEETS

BALANCE SHEETS - USD ($)	Mar. 31, 2023	Sep. 30, 2022
Current Assets
Cash	$ 923	$ 0
Total Assets	923	0
Current Liabilities
Accounts payable, current	135,119	105,317
Accrued interest, current	0	5,217
Accrued compensation - related party, current	225,000	225,000
Accrued compensation, current	225,000	225,000
Loans payable, current	114,102	199,492
Loans payable - related party, current	182,517	115,529
Total Current Liabilities	881,738	875,555
Total Liabilities	881,738	875,555
Shareholders' Deficit
Preferred stock Series A value	0	0
Preferred stock Series B value	0	0
Common stock value	13,458	13,466
Common stock to be issued	20,000	20,000
Common stock held in escrow	(5,000,000)	(5,000,000)
Additional paid-in capital	7,196,657	7,196,649
Accumulated deficit	(3,110,930)	(3,105,670)
Total Stockholders' Deficit	(880,815)	(875,555)
Total Liabilities and Stockholders' Deficit	$ 923	$ 0

BALANCE SHEETS - Parenthetical

BALANCE SHEETS - Parenthetical - $ / shares	Mar. 31, 2023	Sep. 30, 2022
BALANCE SHEETS
Preferred Stock, No Par Value	$ 0.001	$ 0.001
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Shares Outstanding	0	492,640
Preferred stock Par Value, Series B	$ 0.001	$ 0.001
Preferred stock Authorized, Series B	10,000,000
Preferred stock Outstanding, Series B	0	0
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	2,000,000,000	2,000,000,000
Common Stock, Shares, Issued	134,584,500	134,664,500

STATEMENTS OF OPERATIONS

STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		6 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022
Operating Expenses
Consulting expense	$ 0	$ 45,000	$ 0	$ 90,000
Consulting expense - related party	0	45,000	0	90,000
General and administrative expense	36,766	46,219	95,866	80,603
Total operating expenses	36,766	136,290	95,866	260,603
Loss from operations	(36,766)	(136,290)	(95,866)	(260,603)
Other Income (Expense)
Gain (loss) on forgiveness of debt	91,393	0	91,393	0
Interest expense	0	(770)	(787)	(1,557)
Total other income (expense)	91,393	(770)	90,606	(1,557)
Income (loss) before provision for income taxes	54,627	(136,989)	(5,260)	(262,160)
Provision for income taxes	0	0	0	0
Net income (loss)	$ 54,627	$ (136,989)	$ (5,260)	$ (262,160)
Net income (loss) per share, basic and diluted	$ 0	$ 0	$ 0	$ 0
Weighted average shares outstanding, basic and diluted	134,584,500	116,941,167	134,585,819	114,244,665

STATEMENTS OF CHANGES IN STOCKH

STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($)	Preferred Stock	Common Stock	Additional Paid-in Capital	Deferred Compensation, Share-Based Payments	Shares held in escrow	Retained Earnings	Total
Equity Balance at Sep. 30, 2021	$ 493	$ 11,394	$ 2,091,470	$ 20,000		$ (2,658,636)	$ (535,279)
Equity Balance, Shares at Sep. 30, 2021	492,640	113,944,500
Net loss	$ 0	$ 0	0	0		(125,171)	(125,171)
Equity Balance at Dec. 31, 2021	$ 493	$ 11,402	2,091,470	20,000		(2,783,807)	(660,442)
Equity Balance, Shares at Dec. 31, 2021	492,640	114,024,500
Shares issued for services, value	$ 0	$ 8	0	0		0	8
Shares issued for services, shares	0	80,000
Equity Balance at Sep. 30, 2021	$ 493	$ 11,394	2,091,470	20,000		(2,658,636)	(535,279)
Equity Balance, Shares at Sep. 30, 2021	492,640	113,944,500
Net loss							(262,160)
Equity Balance at Mar. 31, 2022	$ 493	$ 13,152	2,091,470	20,000		(2,920,796)	(795,681)
Equity Balance, Shares at Mar. 31, 2022	492,640	131,524,500
Equity Balance at Dec. 31, 2021	$ 493	$ 11,402	2,091,470	20,000		(2,783,807)	(660,442)
Equity Balance, Shares at Dec. 31, 2021	492,640	114,024,500
Net loss	$ 0	$ 0	0	0		(136,989)	(136,989)
Equity Balance at Mar. 31, 2022	$ 493	$ 13,152	2,091,470	20,000		(2,920,796)	(795,681)
Equity Balance, Shares at Mar. 31, 2022	492,640	131,524,500
Shares issued for services, value	$ 0	$ 1,750	0	0		0	1,750
Shares issued for services, shares	0	17,500,000
Equity Balance at Sep. 30, 2022	$ 0	$ 13,466	7,196,649	20,000	$ (5,000,000)	(3,105,670)	(875,555)
Equity Balance, Shares at Sep. 30, 2022	0	134,664,500
Stock cancelled, value	$ 0	$ (8)	8	0	0	0	0
Stock cancelled, shares	0	(80,000)
Net loss	$ 0	$ 0	0	0	0	(59,887)	(59,887)
Equity Balance at Dec. 31, 2022	$ 0	$ 13,458	7,196,657	20,000	(5,000,000)	(3,165,557)	(935,442)
Equity Balance, Shares at Dec. 31, 2022	0	134,584,500
Equity Balance at Sep. 30, 2022	$ 0	$ 13,466	7,196,649	20,000	(5,000,000)	(3,105,670)	(875,555)
Equity Balance, Shares at Sep. 30, 2022	0	134,664,500
Net loss							(5,260)
Equity Balance at Mar. 31, 2023	$ 0	$ 13,458	7,196,657	20,000	(5,000,000)	(3,110,930)	(880,815)
Equity Balance, Shares at Mar. 31, 2023	0	134,584,500
Equity Balance at Dec. 31, 2022	$ 0	$ 13,458	7,196,657	20,000	(5,000,000)	(3,165,557)	(935,442)
Equity Balance, Shares at Dec. 31, 2022	0	134,584,500
Net loss	$ 0	$ 0	0	0	0	54,627	54,627
Equity Balance at Mar. 31, 2023	$ 0	$ 13,458	$ 7,196,657	$ 20,000	$ (5,000,000)	$ (3,110,930)	$ (880,815)
Equity Balance, Shares at Mar. 31, 2023	0	134,584,500

STATEMENTS OF CASH FLOWS

STATEMENTS OF CASH FLOWS - USD ($)	6 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash Flows from Operating Activities
Net income (loss)	$ (5,260)	$ (262,160)
Adjustments to reconcile net loss to net cash used by operating activities
Shares issued for services rendered	0	8
Shares issued for services - related party	0	1,750
Gain (loss) on forgiveness of debt	(91,393)	0
Changes in operating assets and liabilities
Increase (decrease) accounts payable	29,801	8,775
Increase (decrease) accrued interest	787	1,557
Increase (decrease) accrued compensation	0	90,000
Increase (decrease) accrued compensation, related	0	90,000
Net cash used by operating activities	(66,065)	(70,070)
Cash Flows from Financing Activities
Proceeds from loans payable	0	31,848
Proceeds from loans payable, related	66,988	40,000
Net cash provided by financing activities	66,988	71,848
Net change in cash	923	1,778
Cash at beginning of period	0	10
Cash at end of period	923	1,788
Cash paid during the period for
Cash paid for interest	0	0
Cash paid for taxes	$ 0	$ 0

Business Description and Histor

Business Description and History	6 Months Ended
	Mar. 31, 2023
Notes
Business Description and History	NOTE 1 - DESCRIPTION OF BUSINESS AND HISTORY Sino American Energy Company (the “Company”) was incorporated as Raphael Industries Ltd. on October 31, 2005 under the laws of the State of Nevada. On November 11, 2010 the Company changed its name to Sino American Oil Company in anticipation of the Company’s new business direction, the exploration for oil and gas. The company has re-domiciled its corporate status from Nevada to Wyoming in August 2018.

Significant Accounting Policies

Significant Accounting Policies	6 Months Ended
	Mar. 31, 2023
Notes
Significant Accounting Policies	NOTE 2 - SUMMARY OF SIGNIFICANT POLICIES Basis of presentation The Company’s unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying unaudited financial statements have been prepared by the Company without audit. 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, 2023, and for the related periods presented have been reflected. The results are not necessarily indicative of the results to be expected for the full year ending September 30, 2023. These unaudited financial statements should be read in conjunction with the financial statements and footnotes included in the Company’s Annual Report on Form 10-K for the year ended September 30, 2022, filed with the Securities and Exchange Commission. Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. These estimates and judgments are based on historical information, information that is currently available to the Company and on various other assumptions that the Company believes to be reasonable under the circumstances. Actual results could differ from those estimates. Stock-based Compensation We account for equity-based transactions with employees and non-employees under the provisions of FASB ASC Topic 718, “Compensation - Stock Compensation” (Topic 718), which establishes that equity-based payments to employees and non-employees are recorded at the grant date the fair value of the equity instruments the entity is obligated to issue when the employees and non-employees have rendered the requisite service and satisfied any other conditions necessary to earn the right to benefit from the instruments. Topic 718 also states that observable market prices of identical or similar equity or liability instruments in active markets are the best evidence of fair value and, if available, should be used as the basis for the measurement for equity and liability instruments awarded in these share-based payment transactions. However, if observable market prices of identical or similar equity or liability instruments are not available, the fair value shall be estimated by using a valuation technique or model that complies with the measurement objective, as described in FASB ASC Topic 718. Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Going Concern Disclosure

Going Concern Disclosure	6 Months Ended
	Mar. 31, 2023
Notes
Going Concern Disclosure	NOTE 3 - GOING CONCERN The accompanying unaudited financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has no source of revenue, has suffered recurring losses since inception and has no assurance of future profitability. The Company will continue to require financing from external sources to finance its operating and investing activities until sufficient positive cash flows from operations can be generated. There is no assurance that financing or profitability will be achieved, accordingly, there is substantial doubt about the Company’s ability to continue as a going concern. The financial statements of the Company do not include any adjustments that may result from the outcome of these uncertainties.

Loan Payable Disclosure

Loan Payable Disclosure	6 Months Ended
	Mar. 31, 2023
Notes
Loan Payable Disclosure	NOTE 4 - LOAN PAYABLE On September 1, 2021, the Company entered into a loan agreement with Home Run Oil and Gas, Inc. (“Home Run”). Home Run loaned the company $114,103 ($150,000 CAD). The loan in non-interest bearing and is due on or before November 30, 2021. During Q2 of FY 2023 this loan and all accrued interest were forgiven in full for a gain on forgiveness of debt of 91,393.

Common Stock Disclosure

Common Stock Disclosure	6 Months Ended
	Mar. 31, 2023
Notes
Common Stock Disclosure	NOTE 5 - COMMON STOCK On October 3, 2022, the Company cancelled 80,000 shares of common stock previously issued to Dennis Eubanks on November 15, 2021, per the terms of a MOU between the Company and Estacado Energy, LLC. The Company chose not to proceed with the acquisition applicable to the MOU.

Preferred stock Disclosure

Preferred stock Disclosure	6 Months Ended
	Mar. 31, 2023
Notes
Preferred stock Disclosure	NOTE 6 - PREFERRED STOCK Effective June 3, 2019, the Company amended its article of incorporation and authorized 10,000,000 shares of Series A preferred stock, par value $0.001 and 10,000,000 shares of Series B preferred stock, par value $0.001. Series A Preferred Stock Each share of Series A is convertible into 1,000 shares of common. As of March 31, 2023, there are no outstanding shares of the Series A Preferred Stock. Series B Preferred Stock Effective July 14, 2021, the Company designated its Series B Preferred Stock as voting only shares at 1,000 votes per share.

Commitments and Contingencies D

Commitments and Contingencies Disclosure	6 Months Ended
	Mar. 31, 2023
Notes
Commitments and Contingencies Disclosure	NOTE 7 - COMMITMENTS AND CONTINGENCIES On July 19, 2022, the Company entered into an Acquisition Agreement (the “Agreement”) with Tritium Inc., a corporation organized under the laws of the Province of Alberta, Canada (“Tritium”) and the shareholders of Tritium (the “Shareholders”) after obtaining requisite approval from the Company’s board of directors, which determined that the transaction was in the best interests of the Company and its stockholders. Pursuant to the Agreement, the Company will acquire 100% of the shares of Tritium through a wholly-owned subsidiary of the Company, Sino Acquisition Corp. The Company will also acquire all assets of Tritium in the transaction. In exchange for 100% of the shares of Tritium, the Company issued five million (5,000,000) shares of common stock at $1.00 a share for a total transaction value of USD $5,000,000. In July 2022, Tritium acquired a 22% ownership in Base Element Energy Inc., a corporation organized under the laws of the Province of Alberta, Canada. The acquisition is subject to the delivery of U.S. GAAP audited financial statements from Tritium and the transfer of title and ownership of the company and its assets to the Company. The Company is in the process of updating its SEDAR filings in Canada to remain compliant in Alberta and meet the requirement of the ASE. This acquisition will be subject to the Company being fully compliant with the Securities regulators of both the U.S. and Canada. Until all terms and conditions of the Agreement have been met and the acquisition is considered closed the 5,000,000 shares of common stock are being held in escrow.

Related Party Transactions Disc

Related Party Transactions Disclosure	6 Months Ended
	Mar. 31, 2023
Notes
Related Party Transactions Disclosure	NOTE 8 - RELATED PARTY TRANSACTIONS On April 18, 2017, the Company entered into a Convertible Loan Agreement with Kim Halvorson, former CEO and Director. The loan agreement was entered into pursuant to Ms. Halvorson’s agreement to fund the initial expenses of the Company. Per the terms of the agreement any funds loaned to the company or paid out on behalf of the Company will be convertible into shares of common stock at $0.0001 per share. The loans are due on demand and non-interest bearing. During the year ended September 30, 2021, Ms. Halvorson and Triage MicroCap Advisors LLC (“Triage”) (a company owned by Ms. Halvorson) loaned the Company an $33,684 and converted $8,707 into 8,680,000 shares of common stock. During the quarter ended March 31, 2022, Ms. Halvorson loaned the Company an additional $20,000. As of March 31, 2023, the balance due to Ms. Halvorson is $69,309. During the year ended September 30, 2021, Mr. Tang, advance the Company $494 to pay general operating expenses. The advance is non-interest bearing and due on demand. During the quarter ended March 31, 2022, Mr. Tang loaned the Company an additional $20,000. As of March 31, 2023, the balance due to Mr. Tang is $20,494. Since March 14, 2022, Mr. Aleksandrov, Director, has advanced the Company a total of $92,713 to pay for general operating expenses.

Subsequent Events

Subsequent Events	6 Months Ended
	Mar. 31, 2023
Notes
Subsequent Events	NOTE 9 - SUBSEQUENT EVENTS Management has evaluated subsequent events pursuant to the requirements of ASC Topic 855, Subsequent Events, from the balance sheet date through the date the financial statements were issued and has determined that no material subsequent events exist.

Significant Accounting Polici_2

Significant Accounting Policies: Basis of Accounting, Policy (Policies)	6 Months Ended
	Mar. 31, 2023
Policies
Basis of Accounting, Policy	Basis of presentation The Company’s unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying unaudited financial statements have been prepared by the Company without audit. 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, 2023, and for the related periods presented have been reflected. The results are not necessarily indicative of the results to be expected for the full year ending September 30, 2023. These unaudited financial statements should be read in conjunction with the financial statements and footnotes included in the Company’s Annual Report on Form 10-K for the year ended September 30, 2022, filed with the Securities and Exchange Commission.

Significant Accounting Polici_3

Significant Accounting Policies: Use of Estimates (Policies)	6 Months Ended
	Mar. 31, 2023
Policies
Use of Estimates	Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. These estimates and judgments are based on historical information, information that is currently available to the Company and on various other assumptions that the Company believes to be reasonable under the circumstances. Actual results could differ from those estimates.

Significant Accounting Polici_4

Significant Accounting Policies: Stock-based Compensation Policy (Policies)	6 Months Ended
	Mar. 31, 2023
Policies
Stock-based Compensation Policy	Stock-based Compensation We account for equity-based transactions with employees and non-employees under the provisions of FASB ASC Topic 718, “Compensation - Stock Compensation” (Topic 718), which establishes that equity-based payments to employees and non-employees are recorded at the grant date the fair value of the equity instruments the entity is obligated to issue when the employees and non-employees have rendered the requisite service and satisfied any other conditions necessary to earn the right to benefit from the instruments. Topic 718 also states that observable market prices of identical or similar equity or liability instruments in active markets are the best evidence of fair value and, if available, should be used as the basis for the measurement for equity and liability instruments awarded in these share-based payment transactions. However, if observable market prices of identical or similar equity or liability instruments are not available, the fair value shall be estimated by using a valuation technique or model that complies with the measurement objective, as described in FASB ASC Topic 718.

Significant Accounting Polici_5

Significant Accounting Policies: Recent Accounting Pronouncements (Policies)	6 Months Ended
	Mar. 31, 2023
Policies
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Loan Payable Disclosure (Detail

Loan Payable Disclosure (Details) - USD ($)	3 Months Ended		6 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 31, 2023	Mar. 31, 2022	Sep. 30, 2022
Loans payable, current	$ 114,102		$ 114,102		$ 199,492
Gain (loss) on forgiveness of debt	$ 91,393	$ 0	$ 91,393	$ 0
Home Run Oil and Gas
Loans payable, current					$ 114,103

Common Stock Disclosure (Detail

Common Stock Disclosure (Details)	6 Months Ended
	Mar. 31, 2023 shares
Details
Common stock sold for cash, shares cancelled	80,000

Preferred stock Disclosure (Det

Preferred stock Disclosure (Details) - $ / shares	6 Months Ended
	Mar. 31, 2023	Sep. 30, 2022
Details
Preferred A authorized	10,000,000	10,000,000
Preferred A par value	$ 0.001	$ 0.001
Preferred stock Authorized, Series B	10,000,000
Preferred stock Par Value, Series B	$ 0.001	$ 0.001
Preferred stock Authorized, Series A	Series A is convertible into 1,000 shares of common
Preferred stock Authorized, Series B	Series B Preferred Stock as voting only shares at 1,000 votes per share

Commitments and Contingencies_2

Commitments and Contingencies Disclosure (Details) - Tritium - USD ($)	12 Months Ended
	Sep. 30, 2022	Mar. 31, 2023
Business aquisition, perc of stock acquired		100%
Business aquisition, equity stock issued	5,000,000
Business aquisition, value of equity issued per share		$ 1
Business aquisition, value of equity issued		$ 5,000,000

Related Party Transactions Di_2

Related Party Transactions Disclosure (Details) - USD ($)	6 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Sep. 30, 2021	Sep. 30, 2022
Proceeds from loans payable, related	$ 66,988	$ 40,000
Loans payable - related party, current	182,517			$ 115,529
Triage MicroCap Advisors LLC
Proceeds from loans payable, related		20,000	$ 33,684
Debt converted to common stock, noncash			$ 8,707
Shares issued for debt, shares			8,680,000
Loans payable - related party, current	69,309
Richard Tang
Loans payable - related party, current	20,494
Advance from officer		$ 20,000	$ 494
Boriss Aleksandrov
Advance from officer	$ 92,713