UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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[X] | QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED July 31, 2015 |
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| OR |
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[ ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number 000-55281
BLACK ROCK PETROLEUM COMPANY
(Exact name of registrant as specified in its charter)
Nevada
(State of incorporation)
1361 Peltier Drive
Point Roberts, Washington 98281
(Address of principal executive offices)
(403) 708-2523
(Registrant's telephone number)
Indicate by check mark whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 last 90 days. YES [X] NO [ ]
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES [X] NO [ ]
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," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
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Large Accelerated Filer | [ ] | | Accelerated Filer | [ ] |
Non-accelerated Filer(Do not check if smaller reporting company) | [ ] | | Smaller Reporting Company | [X] |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [ ] NO [X]
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of September 11, 2015, there were 120,850,000 shares of the registrant's $0.00001 par value common stock issued and outstanding.
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TABLE OF CONTENTS
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PART I. FINANCIAL INFORMATION | 3 |
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ITEM 1. | FINANCIAL STATEMENTS. | 3 |
| Condensed Balance Sheets as of July 31, 2015 (unaudited) and April 30, 2015 | 3 |
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| Condensed Statements of Operations for the three months ended July 31, 2015 (unaudited) | 4 |
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| Condensed Statement of Cash Flows for the three months ended July 31, 2015 (unaudited) | 5 |
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| Notes to the Condensed Financial Statements | 6 |
ITEM 2. | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION. | 7 |
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ITEM 3. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. | 8 |
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ITEM 4. | CONTROLS AND PROCEDURES. | 8 |
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PART II. OTHER INFORMATION | 8 |
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ITEM 1. | LEGAL PROCEEDINGS. | 8 |
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ITEM 1A. | RISK FACTORS. | 8 |
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ITEM 2. | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS. | 8 |
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ITEM 3. | DEFAULTS UPON SENIOR SECURITIES. | 8 |
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ITEM 4. | MINE SAFETY DISCLOSURES. | 8 |
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ITEM 5. | OTHER INFORMATION. | 8 |
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ITEM 6. | EXHIBITS. | 9 |
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Signatures | 10 |
Exhibit Index | 11 |
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PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
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BLACK ROCK PETROLEUM COMPANY |
Balance Sheets |
(Unaudited) |
| | | | | | July 31 | | April 30 |
| | | | | | 2015 | | 2015 |
| | | | | | $ | | $ |
ASSETS | | | | | | | |
Current Assets | | | | | | | |
| Cash and cash equivalents | | | | 1,295 | | 86 |
| Total Current Assets | | | | 1,295 | | 86 |
TOTAL ASSETS | | | | | 1,295 | | 86 |
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LIABILITIES AND SHAREHOLDERS' DEFICT | | | | | |
Current Liabilities | | | | | | | |
| Accounts payable and accrued liabilities | | | 39,423 | | 40,142 |
| Due to related parties | | | | 49,786 | | 41,004 |
| Total Current Liabilities | | | | 89,209 | | 81,146 |
| | | | | | | | |
Stockholder's Deficit | | | | | | |
| Share capital | | | | | | | |
| Authorized: | | | | | | | |
| 100,000,000 preferred shares, par value $0.00001 | | | | |
| 200,000,000 common shares, par value $0.00001 | | | | |
| | | | | | | | |
| Issued and outstanding: | | | | | | |
| Nil preferred shares | | | | | | |
| 120,850,000 common shares | | | | 1,209 | | 1,209 |
| Accumulated deficit | | | | (89,123) | | (82,269) |
| Total Stockholders' Deficit | | | (87,914) | | (81,060) |
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TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | 1,295 | | 86 |
The accompanying notes are an integral part of these unaudited financial statements.
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BLACK ROCK PETROLEUM COMPANY |
Statement of Operations |
(Unaudited) |
|
| | | | | | | | | | | |
| | | | | | | Three months | | Three months | | |
| | | | | | | Ended | | Ended | | |
| | | | | | | July 31 | | July 31 | | |
| | | | | | | 2015 | | 2014 | | |
| | | | | | | $ | | $ | | |
Expenses | | | | | | | | | | |
| Accounting and legal | | | | | 3,854 | | 2,905 | | |
| Rent | | | | | | 3,000 | | 3,000 | | |
| Stock management fees | | | | | - | | 687 | | |
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Loss from operations | | | | | (6,854) | | (6,592) | | |
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Net loss and comprehensive loss for the period | | | | (6,854) | | (6,592) | | |
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Basic and diluted loss per share | | | | | (0.00) | | (0.00) | | |
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Weighted average number of common shares outstanding | | | | | | | |
| Basic and diluted | | | | | 120,850,000 | | 120,850,000 | | |
The accompanying notes are an integral part of these unaudited financial statements.
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| | | | | | | | | | | | |
BLACK ROCK PETROLEUM COMPANY |
Statement of Cash Flows |
(Unaudited) |
|
| | | | | | | | | | | |
| | | | | | | Three months | | Three months | | |
| | | | | | | Ended | | Ended | | |
| | | | | | | July 31 | | July 31 | | |
| | | | | | | 2015 | | 2014 | | |
| | | | | | | $ | | $ | | |
Cash flows from operating activities | | | | | | | | |
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Net income (loss) | | | | | (6,854) | | (6,592) | | |
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Changes in non-cash working capital | | | | | | | | |
Accounts payable and accrued liabilities | | | | (719) | | 6,142 | | |
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Net cash used in operating activities | | | | (7,573) | | (450) | | |
Cash flows from financing activities | | | | | | | | | | |
Due to related parties | | | | | 8,782 | | 450 | | |
Net cash provided by financing activities | | | | | 8,782 | | 450 | | |
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Increase (Decrease) in cash and cash equivalents | | | 1,209 | | - | | |
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Cash and cash equivalents, beginning of period | | | | 86 | | 1 | | |
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Cash and cash equivalents, end of period | | | | 1,295 | | 1 | | |
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SUPPLEMENTAL CASHFLOW INFORMATION | | | | | | | |
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Cash paid for interest | | | | | - | | - | | |
Cash paid for income taxes | | | | | - | | - | | |
The accompanying notes are an integral part of these unaudited financial statements.
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BLACK ROCK PETROLEUM COMPANY
Notes to the Financial Statements
(Unaudited)
1. INCORPORATION AND CONTINUANCE OF OPERATIONS
Black Rock Petroleum Company was formed on April 24, 2013 under the laws of the State of Nevada. We have not commenced our planned principal operations. The Company’s fiscal year end is April 30.
We have not generated any operating revenues to date.
2. GOING CONCERN
The Company's financial statements are prepared using generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has sustained losses and additional equity financing will be required by the Company to fund its development activities and to support operations. However, there is no assurance that the Company will be able to obtain additional financing. The Company has not generated any operating revenues to date. Furthermore, the Company’s existence is dependent upon management’s ability to develop profitable operations. These factors, among others, raise substantial doubt that the Company will be able to continue as a going concern. These financial statements do not include any adjustments that might result from this uncertainty.
3. DUE TO RELATED PARTY
During the three months ended July 31, 2015, the director paid certain expense on behalf of the company.
As at July 31, 2015 $49,786 was due to director. The amount due to director was unsecured, non-interest bearing and due on demand.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATION.
Limited Operating History; Need for Additional Capital
There is no historical financial information about us upon which to base an evaluation of our performance. We are an exploration stage corporation and have not generated any revenues from operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in the exploration of the property, and possible cost overruns due to price and cost increases in services.
To become profitable and competitive, we must sell oil and gas related equipment. We are seeking equity financing to provide for the capital required to drill one or two wells.
We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. Equity financing could result in additional dilution to existing shareholders.
Results of Operations
From Inception on April 24, 2013
Operations since inception consist of the plan to spin off the proposed oil and gas business and preparation of our registration statement.
Our parent corporation, Starflick.com caused its sole officer and director, Zoltan Nagy, to advance the legal and accounting fees of $25,750 for our spin-off and registration statement. We are obligated to repay Mr. Nagy said amount. The amount is not evidenced by any written documentation. The balance outstanding is non-interest bearing and is due on demand. Mr. Nagy does not intend to demand repayment until such time as we are able to pay the balance due.
Liquidity and Capital Resources
We will be able to stay in business for at least one year by drop shipping oil and gas equipment to our customers since the customer is responsible for payment in full of all equipment prior to delivery of the same. To meet our need for cash for oil and gas exploration, we will attempt to raise money from a private placement and our profits from the sale of oil and gas equipment.
Mr. Nagy is willing to advance funds to us on an as needed basis until such time as we can sustain our operations without his assistance. At the present time, we have not made any arrangements to raise additional cash, other than through as described herein. If we need additional cash and can't raise or Mr. Nagy will not advance the same, we will either have to suspend operations until we do raise the cash, or cease operations entirely. Other than as described in this paragraph, we have no other financing plans.
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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
ITEM 4. CONTROLS AND PROCEDURES.
Under the supervision and with the participation of our management, including the principal executive officer and principal financial officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer have concluded that these disclosure controls and procedures are ineffective. There were no changes in our internal control over financial reporting during the quarter ended July 31, 2015, 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.
None.
ITEM 1A. RISK FACTORS.
We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. MINE SAFETY DISCLOSURES.
None.
ITEM 5. OTHER INFORMATION.
None.
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ITEM 6. EXHIBITS.
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| | Incorporated by reference | Filed |
Exhibit | Document Description | Form | Date | Number | herewith |
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3.1 | Articles of Incorporation. | S-1 | 7/08/13 | 3.1 | |
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3.2 | Bylaws. | S-1 | 7/08/13 | 3.2 | |
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3.3 | Amended Articles of Incorporation. | S-1 | 7/08/13 | 3.3 | |
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14.1 | Code of Ethics. | 10-K/A | | 14.1 | |
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31.1 | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | | | | X |
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32.1 | Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | | | | X |
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99.2 | Audit Committee Charter. | 10-K/A | | 99.2 | |
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99.3 | Disclosure Committee Charter. | 10-K/A | | 99.3 | |
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101.INS | XBRL Instance Document. | | | | |
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101.SCH | XBRL Taxonomy Extension – Schema. | | | | |
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101.CAL | XBRL Taxonomy Extension – Calculations. | | | | |
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101.DEF | XBRL Taxonomy Extension – Definitions. | | | | |
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101.LAB | XBRL Taxonomy Extension – Labels. | | | | |
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101.PRE | XBRL Taxonomy Extension – Presentation. | | | | |
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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 on this 11th day of September, 2015.
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| BLACK ROCK PETROLEUM COMPANY |
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| BY: | ZOLTAN NAGY |
| | Zoltan Nagy |
| | President, Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer, Secretary, Treasurer and sole member of the Board of Directors |
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EXHIBIT INDEX
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| | Incorporated by reference | Filed |
Exhibit | Document Description | Form | Date | Number | herewith |
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3.1 | Articles of Incorporation. | S-1 | 7/08/13 | 3.1 | |
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3.2 | Bylaws. | S-1 | 7/08/13 | 3.2 | |
| | | | | |
3.3 | Amended Articles of Incorporation. | S-1 | 7/08/13 | 3.3 | |
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14.1 | Code of Ethics. | 10-K/A | | 14.1 | |
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31.1 | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | | | | X |
| | | | | |
32.1 | Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | | | | X |
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99.2 | Audit Committee Charter. | 10-K/A | | 99.2 | |
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99.3 | Disclosure Committee Charter. | 10-K/A | | 99.3 | |
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101.INS | XBRL Instance Document. | | | | |
| | | | | |
101.SCH | XBRL Taxonomy Extension – Schema. | | | | |
| | | | | |
101.CAL | XBRL Taxonomy Extension – Calculations. | | | | |
| | | | | |
101.DEF | XBRL Taxonomy Extension – Definitions. | | | | |
| | | | | |
101.LAB | XBRL Taxonomy Extension – Labels. | | | | |
| | | | | |
101.PRE | XBRL Taxonomy Extension – Presentation. | | | | |
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