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 SECURITIES EXCHANGE ACT
OF 1934 For the quarterly period ended March 31, 2009
___ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF SECURITIES EXCHANGE ACT
OF 1934 For the transition period from _____________ to _______________
Commission file number: 0-26402
THE AMERICAN ENERGY GROUP, LTD.
(Exact name of Registrant as specified in its charter)
Nevada 87-0448843
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1 Gorham Island
Suite 303
Westport, Connecticut 06880
(Address of principal executive offices) (Zip code)
203-222-7315
(Registrant's telephone number including area code)
---------------------------
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to section 12(g) of the Act:
Common Stock, Par Value $.001 Per Share
---------------------------
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90 days. Yes [X] No ___
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the issuer has filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes [X] No ___
APPLICABLE ONLY TO CORPORATE ISSUERS
As of May 15, 2009, the number of Common shares outstanding was 30,965,369
Transitional Small Business Issuer Format (Check one) Yes___ No [X]
THE AMERICAN ENERGY GROUP, LTD.
INDEX TO FORM 10-Q
PART I-FINANCIAL INFORMATION PAGE
Item 1. Financial Statements .............................................................. 3
Item 2. Management's Discussion and Analysis of Financial Condition
And Results of Operations.......................................................... 7
Item 3. Quantitative and Qualitative Disclosures About Market Risk......................... 10
Items 4 and 4T. Controls and Procedures............................................................ 10
PART II-OTHER INFORMATION
Item 1. Legal Proceedings.................................................................. 10
Item 1A Risk Factors....................................................................... 11
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds........................ 11
Item 3. Defaults and Senior Securities..................................................... 11
Item 4. Submission of Matters to a Vote of Security Holders................................ 11
Item 5. Other Information.................................................................. 11
Item 6. Exhibits........................................................................... 11
2
PART I-FINANCIAL INFORMATION
THE AMERICAN ENERGY GROUP, LTD.
Balance Sheets
Assets
------
March 31,
2009 June 30,
(Unaudited) 2008
-------------- --------------
Current Assets
- --------------
Cash $ 14,925 $ 26,984
Funds reserved for acquisitions 1,282,000 1,653,945
-------------- --------------
Total Current Assets 1,296,925 1,680,929
-------------- --------------
Property and Equipment
- ----------------------
Office equipment 27,421 27,421
Leasehold improvements 26,458 26,458
Accumulated depreciation (17,598) (12,370
-------------- --------------
Net Property and Equipment 36,281 41,509
-------------- --------------
Other Assets
- ------------
Security deposit 26,209 26,209
-------------- --------------
Total Assets $ 1,359,415 $ 1,748,647
============== ==============
Liabilities and Stockholders' Equity
------------------------------------
Current Liabilities
- -------------------
Accounts payable $ 73,622 $ 112,782
Security deposits 15,200 11,200
Accrued liabilities 455,378 310,070
-------------- --------------
Total Current Liabilities 544,200 434,052
-------------- --------------
Total Liabilities 544,200 434,052
-------------- --------------
Stockholders' Equity
- --------------------
Common stock, par value $0.001 per share;
authorized 80,000,000 shares; 30,965,369 and
30,718,752 shares issued and outstanding, respectively 30,945 30,719
Capital in excess of par value 8,685,400 8,484,018
Accumulated deficit (7,901,130) (7,200,142)
-------------- --------------
Total Stockholders' Equity 815,215 1,314,595
-------------- --------------
Total Liabilities and Stockholders' Equity $ 1,359,415 $ 1,748,647
============== ==============
The accompanying notes are an integral part of these financial statements.
3
THE AMERICAN ENERGY GROUP, LTD.
Statements of Operations
For the Three Months and Nine Months Ended March 31, 2009 and 2008
Unaudited
Three Months Ended Nine Months Ended
------------------ -----------------
March 31, March 31, March 31, March 31,
2009 2008 2009 2008
Revenue $ 0 $ 0 $ 0 $ 0
- ------- ------------ ------------ ------------ ------------
Expenses
- --------
Administrative salaries 115,200 124,500 363,078 362,700
Legal and professional 149,622 46,723 215,733 174,774
General and administrative 36,785 43,824 94,076 107,243
Office overhead expenses 12,280 1,688 18,097 5,067
Depreciation 1,742 760 5,228 22,305
------------ ------------ ------------ ------------
Total Expenses 315,629 217,495 696,212 672,089
------------ ------------ ------------ ------------
Net Operating Loss (315,629) (217,495) (696,212) (672,089)
------------ ------------ ------------ ------------
Other Income and (Expense)
- --------------------------
Interest income 0 0 0 1,742
Interest expense (1,651) (1,442) (4,776) (3,221)
------------ ------------ ------------ ------------
Net Other Income (Expense) (1,651) (1,442) (4,776) (1,479)
------------ ------------ ------------ ------------
Net Loss Before Tax (317,280) (218,937) (700,988) (673,568)
Income Tax 0 0 0 0
------------ ------------ ------------ ------------
Net Loss $ (317,280) $ (218,937) $ (700,988) $ (673,568)
============ ============ ============ ============
Basic Loss Per Common Share $ (.01) $ (.01) $ (.02) $ (.02)
============ ============ ============ ============
Weighted Average Number
Of Shares Outstanding 30,937,191 30,610,394 30,824,974 30,575,059
============ ============ ============ ============
The accompanying notes are an integral part of these financial statements.
4
THE AMERICAN ENERGY GROUP, LTD.
Statements of Cash Flows
For the Nine Months Ended March 31, 2009 and 2008
(Unaudited)
2009 2008
----- ----
Cash Flows From Operating Activities
- ------------------------------------
Net loss $(700,988) $(673,568)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation 5,228 5,067
Common stock issued for services 140,860 3,500
Changes in operating assets and liabilities:
(Increase) decrease in security deposits 4,000 5,200
Increase (decrease) in accounts payable (39,160) 7,905
Increase (decrease) in accrued expenses
and other current liabilities 206,056 289,296
--------- ---------
Net Cash Used In Operating Activities (384,004) (362,600)
--------- ---------
Cash Flows From Investing Activities
- ------------------------------------
Funds (reserved for) / released from acquisitions 371,945 262,855
Expenditures for property and equipment (--) (11,161)
--------- ---------
Net Cash Provided By Investing Activities 371,945 251,694
--------- ---------
Cash Flows From Financing Activities
- ------------------------------------
Net Cash Provided By Financing Activities 0 0
--------- ---------
Net Decrease in Cash (12,059) (110,906)
Cash and Cash Equivalents, Beginning of Period 26,984 112,957
--------- ---------
Cash and Cash Equivalents, End of Period $ 14,925 $ 2,051
========= =========
Cash Paid For:
- --------------
Interest $ 4,776 $ 3,221
Taxes $ -- $ --
Non-Cash Financing Activities:
- ------------------------------
Common stock issued for payment of debt $ 60,748 $ 116,923
Commons stock issued for services rendered $ 140,860 $ 3,500
The accompanying notes are an integral part of these financial statements.
5
THE AMERICAN ENERGY GROUP, LTD.
Notes to the Financial Statements
March 31, 2009
Note 1 - General
- ----------------
The accompanying unaudited condensed financial statements have been prepared by
the Company pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted in accordance with such rules and
regulations. The information furnished in the interim condensed financial
statements include normal recurring adjustments and reflects all adjustments,
which, in the opinion of management, are necessary for a fair presentation of
such financial statements. Although management believes the disclosures and
information presented are adequate to make the information not misleading, it is
suggested that these interim condensed financial statements be read in
conjunction with the Company's audited financial statements and notes thereto
included in its June 30, 2008 Annual Report on Form 10-KSB. Operating results
for the three months and nine months ended March 31, 2009 are not necessarily
indicative of the results that may be expected for the year ending June 30,
2009.
Note 2 - Basic Loss Per Share of Common Stock
- ---------------------------------------------
Three Months Ended Nine Months Ended
------------------ -----------------
March 31, March 31, March 31, March 31,
2009 2008 2009 2008
Net Loss (numerator) $ (317,280) $ (218,937) $ (700,988) $ (673,568)
------------ ------------ ------------ ------------
Weighted Average
Shares (denominator) 30,937,191 30,610,394 30,824,974 30,575,059
------------ ------------ ------------ ------------
Per Share Amount $ (0.01) $ (0.01) $ (0.02) $ (0.02)
============ ============ ============ ============
The basic loss per share of common stock is based on the weighted average number
of shares issued and outstanding during the period of the financial statements.
Stock warrants convertible into 3,942,326 shares of common stock are not
included in the basic calculation because their inclusion would be antidilutive,
thereby reducing the net loss per common share.
Note 3 - Common Stock
- ---------------------
During July 2008, the Company issued 14,614 shares of common stock for
payables of $13,000.
During August 2008, the Company issued 8,125 shares of common stock for
services of $6,500.
During October 2008, the Company issued 55,674 shares of common stock for
payables of $47,748.
During October 2008, the Company issued 20,077 shares of common stock for
services of $18,660
During November 2008, the Company issued 9,420 shares of common stock for
services of $6,500.
During January 2009, the Company issued 128,707 shares of common stock for
services of $102,700.
During February 2009, the Company issued 10,000 shares of common stock for
services of $6,500.
6
ITEM 2- MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Forward-Looking Statements
This report contains statements about the future, sometimes referred to
as "forward-looking" statements. Forward-looking statements are typically
identified by the use of the words "believe," "may," "will," "should," "expect,"
"anticipate," "estimate," "project," "propose," "plan," "intend" and similar
words and expressions. We intend the forward-looking statements to be covered by
the safe harbor provisions for forward-looking statements contained in Section
27A of the Securities Act and Section 21E of the Exchange Act. Statements that
describe our future strategic plans, goals or objectives are also
forward-looking statements.
Readers of this report are cautioned that any forward-looking statements,
including those regarding the Company or its management's current beliefs,
expectations, anticipations, estimations, projections, proposals, plans or
intentions, are not guarantees of future performance or results of events and
involve risks and uncertainties, such as:
.. The future results of drilling individual wells and other exploration and
development activities;
.. Future variations in well performance as compared to initial test data;
.. Future events that may result in the need for additional capital;
.. Fluctuations in prices for oil and gas;
.. Future drilling and other
exploration schedules and sequences for various wells and other activities;
.. Uncertainties regarding future political, economic, regulatory, fiscal,
taxation and other policies in Pakistan;
.. Our future ability to raise necessary
operating capital.
The forward-looking information is based on present circumstances and on our
predictions respecting events that have not occurred, which may not occur or
which may occur with different consequences from those now assumed or
anticipated. Actual events or results may differ materially from those discussed
in the forward-looking statements as a result of various factors, including the
risk factors detailed in this report. The forward-looking statements included in
this report are made only as of the date of this report. We are not obligated to
update such forward-looking statements to reflect subsequent event or
circumstances.
Overview
Prior to our bankruptcy proceedings initiated on June 28, 2002, we were
an active oil and gas exploration and development company. The foreclosure of
our Fort Bend County, Texas oil and gas leases by the secured creditor in early
calendar 2003 resulted in the loss of our only revenue producing asset. We
intend to initiate new business activities by prudent management of our Pakistan
overriding royalty interest and our Galveston, Texas interests and if we are
successful in generating working capital from these investments or from sales of
securities, we intend to pursue investment opportunities in the oil and gas
business.
Drilling of the first well in Pakistan as to which our overriding
royalty pertains, named the Haseeb No. 1 Well, was successfully completed by
Hycarbex-American Energy, Inc. ("Hycarbex"), the owner and operator of the Yasin
2768-7 Block, in the fourth quarter of the fiscal year ended June 30, 2005. All
testing to date by Hycarbex indicates that the Haseeb No. 1 well will be a
significant commercial gas well. Hycarbex's current revised estimates of the
commencement of gas sales indicate that sales into the pipeline are expected to
begin during the first six (6) months of 2009 based upon the timing estimates
for the completion of contractual documents, gas allocation notification,
construction of the surface facilities and physical connection to the gas sales
line. These contractual and construction matters, as well as governmental delays
in the appointment of a permanent Minister for the Ministry of Petroleum and
Natural Resources. caused Hycarbex to modify its previous estimates as to the
timing of pipeline connection. The Pakistan government recently mandated that
the Ministry process the approval requests pending before the Ministry. As a
result of this government action, Hycarbex obtained the required approval from
the Ministry and then engaged Energy Processing Services (Pvt) Limited ("EPS")
to construct the surface treatment facility on a rental/gas processing fee
basis. EPS is an affiliated company of Specialty Process Equipment Corporation
("SPEC"), a worldwide specialist in design, engineering and custom fabrication
of processing facilities based in Houston, Texas, with manufacturing facilities
in Houston, Texas, United Arab Emirates and Pakistan. EPS has completed the
design work on the Haseeb #1 surface treatment facility and several items of
equipment have been procured. EPS will continue its equipment procurement and
fabrication in the SPEC facility located in Lahore, Pakistan and is expected to
complete the fabrication and assembly during the first quarter of calendar 2009.
Upon completion of the surface treatment facility, the Haseeb Well # 1 will be
connected to the pipeline and begin the sale of gas to Sui Southern Gas Company.
On January 30, 2009, Hycarbex announced that the Pakistan Ministry of Petroleum
and Natural Resources assigned to the Haseeb # 1 Well a provisional gas
allocation for the extended well test (EWT) period pursuant to Hycarbex's
application dated February 27, 2008. The allocation authorizes the sale of up to
28 million cubic feet of gas per day (MMCFD) to the Sui Southern Gas Company.
7
On November 20, 2008, Hycarbex commenced a new exploratory well on a
geologic structure within the Yasin Block which has not been previously tested.
The well is named the Yasin Exploratory Well No. 1 and will target the Sui Main
Limestone at a depth of approximately 1,110 meters (3,642 feet) and the deeper
Pab Sandstone at 1,550 meters (5,085 feet). The target structure was identified
by Hycarbex using seismic results which were completed in December 2007.
According to Hycarbex, the seismic analysis indicates the presence of an
identified Sui Main Limestone reservoir with an estimated closure of 23.4 square
kilometers (9 square miles) and vertical relief of 40 msec., and a Pab Sandstone
reservoir with an estimated closure of 21.49 square kilometers (8.3 square
miles) and vertical relief of 30 msec. Results of the drilling have not been
announced by Hycarbex as of the date of this report.
Results of Operations
Our operations for the nine months ended March 31, 2009 reflected a net
operating loss of $700,988 as compared to $673,568 for the nine months ended
March 31, 2008, related to salaries, office rental and overhead charges and
legal and professional fees. There were no revenues from operations and our sole
business during the fiscal quarter consisted of management of our Pakistan and
Texas assets. All of our previously owned producing oil and gas leases were
foreclosed by the first lien lender in early calendar 2003. As a result, since
emerging from bankruptcy, we have had no recurring income stream and have been
solely dependent upon cash infusion from the sale of securities and loans which
occurred during prior fiscal periods. These proceeds have been and will continue
to be used to finance salaries, legal and accounting expenses and administrative
overhead until the commencement of royalty revenues from gas sales from the
Haseeb No. 1 Well. Current estimates by Hycarbex indicate that the sale of gas
will commence during the first nine (9) months of calendar 2009, based upon
execution of the gas sales agreement announced May 5, 2009, but these are
estimates only which may be further revised by Hycarbex.
Liquidity and Capital Resources
After emerging from bankruptcy, we funded our operations through
private loans, all of which have been repaid, and through the private sale of
securities. During the fourth quarter of the fiscal year ended June 30, 2006, we
sold $3.95M of our Common stock. Of this amount, we deposited $2,100,000 with
Hycarbex in trust for future acquisitions of additional royalty interests in
Pakistan. Based upon prior estimates received from Hycarbex, we previously
anticipated that gas sales from the Haseeb No. 1 Well would begin by
mid-calendar 2007, which did not occur. The most recent estimates for pipeline
connection received from Hycarbex indicate a connection during the first nine
(9) months of 2009 after completion of construction of surface facilities.
Execution of the gas sales agreement was announced May 5, 2009. These
contractual and construction matters have caused Hycarbex to modify its previous
estimates as to the timing of pipeline connection and there can be no assurance
that the current timing estimates will be met.
The depletion of available cash on hand resulting from the delay in the
royalty stream from gas sales has created the need for additional operating
capital to meet future requirements. We expect to meet these operating capital
requirements in the near term by withdrawing a portion of the $2,100,000 deposit
in escrow with Hycarbex in Pakistan which is sufficient to meet our needs. As of
March 31, 2009, we have withdrawn a total of $818,000 of the escrow deposit. We
expect to replenish the escrow deposit with funds derived from future royalty
sales.
During the fourth quarter of the fiscal year ended June 30, 2005, we
registered 2,000,000 Common shares on a Form S-8 Registration Statement for
issuance to key consultants. We anticipate that some critical services rendered
by third party consultants during the 2009 fiscal year will be paid with common
stock instead of cash assets.
8
Business Strategy and Prospects
We believe that there have been positive developments resulting from
the bankruptcy proceedings. We have eliminated our debt burden, diminished our
labor force and significantly reduced all facets of general and administrative
overhead. The cancellation and reissuance of new securities have reduced the
outstanding shares from over sixty six million shares to just under thirty one
million shares, a number which both permits the issuance of additional
securities in the future as needed to obtain strategic assets or funding from
investors, and which provides an opportunity for enhanced shareholder value if
the current assets become cash generating assets, as anticipated. Our
registration of 2,000,000 Common shares on Form S-8 during the fiscal year ended
June 30, 2005 continues to provide a means of compensating key consultants.
On April 20, 2006, we executed a Compromise Settlement Agreement with
Smith Energy 1986A Partnership ("Smith Energy") and Howard A. Smith pertaining
to our Galveston County, Texas oil and gas leases. Under the terms of the
Compromise Settlement Agreement, American Energy Group acquired all of Smith
Energy's 3% overriding royalty interest in the deep zones greater than 10,000
feet as well as the right to review valuable 3D seismic data covering the
leases. American Energy also acquired from Smith Energy affirmation of American
Energy's right to operate the oil and gas leases as to wells drilled to depths
greater than 10,000 feet. The Agreement also affords American Energy access
under mutually agreed terms to existing Smith Energy facilities in connection
with American Energy's future operations, such as roads and salt water disposal
facilities. American Energy Group relinquished to Smith Energy Group under the
agreement its claims to the 15% back-in interest in the zones above 10,000 feet.
This settlement provides us the opportunity to deal in the sale or exploration
of the deeper zones under the oil and gas leases.
On May 12, 2006, we entered into a Non-exclusive Agency Agreement with
Hycarbex - American Energy, Inc. an entity for which our Director, Dr. Iftikhar
Zahid, serves as president, under which Hycarbex will attempt to locate for the
Company, and to negotiate on behalf of the Company, royalty purchase
opportunities within the Republic of Pakistan. The Agreement provides for a
finder's fee to Hycarbex equal to $50,000 for each royalty purchase which is
actually consummated. We may, in our discretion, deposit funds with Hycarbex
which are to be used solely for such acquisition purposes and subject to our
approval of the transaction. As of March 31, 2009, we had a total of $1,282,000
on deposit with Hycarbex. The intended uses of the deposited funds are potential
royalty or concession purchases which may be consummated in Pakistan. In the
event that no acquisitions are consummated, then we are entitled, at any time,
to terminate the agency relationship and the funds will be returned.
We will continue to manage our Pakistan royalty and our Galveston
County, Texas oil and gas leases. While we await production revenues from the
sale of gas from the Haseeb No. 1 well in Pakistan and the results of the Yasin
Exploratory Well # 1 and other Hycarbex-planned exploration projects on the
Yasin 2768-7 Block. We have also begun efforts to locate and acquire other
royalty interests on one or more additional oil and gas concessions in Pakistan,
using a portion of the proceeds of the $3.95M institutional private offering
consummated in 2006.
Pakistan Overriding Royalty/Recent Political Developments
Through our former Hycarbex subsidiary (before the sale of that
subsidiary), we expended in excess of $10,000,000.00 on drilling and seismic on
the Jacobabad and Yasin Concessions in the Republic of Pakistan comprised of
over 2,200 square kilometers. While we did not obtain a commercial discovery
well in any of our previous Pakistan drilling efforts, we have announced the
success of the Haseeb No. 1 well drilled in the fourth quarter of 2005 based
upon all available test results and based upon the proved reserve estimates in a
recently released reserve report conducted by GSM, Inc. covering the Haseeb #1
Gas Field. The Yasin Exploratory Well #1 has likewise begun on a large geologic
structure with tremendous potential. We strongly believe that the concession
acreage contains oil and gas producing physical structures which are worthy of
further exploration. If successfully developed, our reserved 18% overriding
royalty interest will likely be a good source of cash revenues because the
royalty, by its nature, entitles us to share in gross, rather than net,
production. We expect to use these anticipated revenues for further investment
in other revenue generating assets or business activities. The financial risks
inherent in oil and gas drilling in Pakistan will no longer be borne by us
because an overriding royalty interest is not subject to such costs.
9
While continuous production and favorable hydrocarbon prices are
necessary for the overriding royalty interest to demonstrate real value, we are
optimistic that the recent successful drilling of the Haseeb # 1 Well, the
proximity of a pipeline for gas sales, the near term completion of a surface
treatment facility, the favorable provisional gas allowable for the extended
well test on the Haseeb #1 Well, recently authorized by the Pakistan Government
and the additional seismic, geologic and technical data collected will enhance
the chances of continued success on the concession despite the customary risks
inherent with oil and gas drilling in general.
On February 18, 2008, Asif Ali Zardari succeeded Pervez Musharraf as
President. This change in the political party in power has resulted in numerous
personnel realignments within the several governmental ministries, many of which
have not been completed as of the date of this report. Isolated incidents of
violence and political protest continue to occur within the country according to
international news sources. Other than previous delays encountered by Hycarbex
in obtaining governmental approval of a surface facility construction contract
for the Haseeb 1 Well, these political events have not impacted our ownership of
the overriding royalty or the ongoing business practices within the country,
including oil and gas exploration, development and production by Hycarbex and
other major foreign and domestic operators doing business in Pakistan. We cannot
predict the effect of future political events or political changes upon
Hycarbex's operations and our expectations of deriving revenues from our
overriding royalty through the sale of gas into Pakistan's pipeline
infrastructure.
Galveston County, Texas Leases
We believe that the deeper zones which we currently hold may have
development potential. We are exploring the various opportunities to realize
value from these deep rights, including potential sale. We have not yet
determined the best course for these assets. These leases are held in force by
third party production and, therefore, the leases do not require development of
these rights by a certain date.
Off Balance Sheet Arrangements
We had no off balance sheet arrangements during the quarter ended March
31, 2009.
ITEM 3-QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company is not a party to nor does it engage in any activities
associated with derivative financial instruments, other financial instruments
and/or derivative commodity instruments.
ITEMS 4 AND 4T - CONTROLS AND PROCEDURES
In conjunction with this Report on Form 10-Q and the certification of
the disclosures herein, and as required by Rule 13a-15 under the Securities
Exchange Act of 1934 (the "Exchange Act"), the Company's principal executive
officer and principal financial officer, Pierce Onthank, evaluated the
effectiveness of the Company's disclosure controls and procedures and the
Company's internal control over financial reporting as of March 31, 2009. The
assessment was conducted in accordance with the Internal Control--Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission. Based on this assessment, the Company's management concluded that
there was no material weakness in the Company's internal control over financial
reporting, and concluded that the Company's disclosure controls and procedures
and the Company's financial control over financial reporting are effective as of
March 31, 2009. There have been no changes in the Company's internal controls
over financial reporting identified in connection with the evaluation required
by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 which occurred during
the fiscal quarter ended March 31, 2009, that have materially affected or are
reasonably likely to materially affect the internal control over financial
reporting. This report does not include an attestation report of the Company's
registered public accounting firm pursuant to temporary rules of the Securities
and Exchange Commission because the attestation rules are not yet applicable to
the Company.
PART II-OTHER INFORMATION
ITEM 1-LEGAL PROCEEDINGS
There were no legal proceedings affecting the Company during the
quarter ended March 31, 2009.
10
ITEM 1A-RISK FACTORS
Not applicable.
ITEM 2-UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
There were no sales of unregistered securities during the quarter ended
March 31, 2009.
ITEM 3-DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4-SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There were no matters submitted to a vote of security holders during
the quarter ended March 31, 2009.
ITEM 5-OTHER INFORMATION
None.
ITEM 6-EXHIBITS
The following documents are filed as Exhibits to this report:
Exhibit 31.1 - Certification by R. Pierce Onthank, President,
Chief Executive Officer and Principal Financial Officer pursuant
to Rule 13a-14(a) or Rule 15d-14(a);
Exhibit 32.1 - Certification by R. Pierce Onthank, President,
Chief Executive Officer and Principal Financial Officer pursuant
to Section 906 of Sarbanes-Oxley Act of 2002, Section 1350(a)
and (b).
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
THE AMERICAN ENERGY GROUP, LTD.
By:/s/ R. Pierce Onthank
---------------------
R. Pierce Onthank, President,
Chief Executive Officer,
Principal Financial Officer
and Director
DATED: May 15, 2009
11