Tiger Oil & Energy, Inc. - Quarter Report: 2017 June (Form 10-Q)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
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 June 30, 2017
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
Commission file number 333-141875
TIGER OIL AND ENERGY, INC.
(Exact name of Registrant as specified in its charter)
NEVADA | 20-5936198 |
(State
or other jurisdiction of incorporation or organization) |
(IRS Employer Identification No.) |
7230 Indian Creek Ln., Ste 201
Las Vegas, NV 89149
(Address of principal executive offices)
(702) 839-4029
(Registrant’s telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 [ ]
Indicate by checkmark 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 during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
[X] Yes [ ] No (Not Required)
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in rule 12b-2 of the Exchange Act.
Large accelerated filer [ ] | Accelerated filer [ ] |
Non-accelerated filer [ ] | Smaller reporting company [X] |
(Do not check if a smaller reporting company) |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]
APPLICABLE ONLY TO CORPORATE ISSUERS
As of August 8, 2017, the Company had 37,105,062 issued and outstanding shares of its common stock and 22,013 issued shares of preferred stock.
TIGER OIL AND ENERGY, INC.
INDEX
Page | ||
PART I - FINANCIAL INFORMATION: | 2 | |
Item 1. | Financial Statements | F-1 |
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 3 |
Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 5 |
Item 4. | Controls and Procedures | 5 |
PART II - OTHER INFORMATION | 5 | |
Item 1. | Legal Proceedings | 5 |
Item 1A. | Risk Factors | 6 |
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 6 |
Item 3. | Defaults Upon Senior Securities | 6 |
Item 4. | Mine Safety Disclosures | 6 |
Item 5. | Other Information | 6 |
Item 6. | Exhibits | 6 |
Signatures | 7 |
1 |
PART I — FINANCIAL INFORMATION
The accompanying interim unaudited financial statements of Tiger Oil and Energy, Inc. (a Nevada corporation) are condensed and, therefore, do not include all disclosures normally required by accounting principles generally accepted in the United States of America. These statements should be read in conjunction with the Company’s most recent annual financial statements for the year ended December 31, 2016 included in a 10-K filed with the U.S. Securities and Exchange Commission (“SEC”) on April 17, 2017. In the opinion of management, all adjustments necessary for a fair presentation have been included in the accompanying interim financial statements and consist of only normal recurring adjustments. The results of operations presented in the accompanying interim financial statements for the three and six months ended June 30, 2017 are not necessarily indicative of the operating results that may be expected for the full year ending December 31, 2017.
2 |
TIGER OIL AND ENERGY, INC.
FINANCIAL STATEMENTS
Page(s) | ||||
Condensed Consolidated Balance Sheets as of June 30, 2017 (Unaudited) and December 31, 2016 | F-2 | |||
Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2017 and 2016 (Unaudited) | F-3 | |||
Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2017 and 2016 (Unaudited) | F-4 | |||
Notes to the Condensed Consolidated Financial Statements | F-5 |
F-1 |
TIGER OIL AND ENERGY, INC. | ||||||||
Consolidated Balance Sheets | ||||||||
June 30, | December 31, | |||||||
2016 | 2015 | |||||||
(Unaudited) | ||||||||
ASSETS | ||||||||
CURRENT ASSETS | ||||||||
Cash and cash equivalents | $ | 57 | $ | 272 | ||||
Prepaid expenses and deposits | 200 | 200 | ||||||
Total Current Assets | 257 | 472 | ||||||
OTHER ASSETS | ||||||||
Oil and gas properties, net (full cost method) | — | — | ||||||
TOTAL ASSETS | $ | 257 | $ | 472 | ||||
LIABILITIES AND STOCKHOLDERS' DEFICIT | ||||||||
CURRENT LIABILITIES | ||||||||
Accounts payable and accrued expenses | $ | 128,055 | $ | 114,380 | ||||
Accounts payable - related party | 45,000 | 33,000 | ||||||
Notes payable | — | — | ||||||
Notes payable - related party | 71,500 | 61,500 | ||||||
Convertible notes payable | 600,000 | 600,000 | ||||||
Total Current Liabilities | 844,555 | 808,880 | ||||||
LONG-TERM LIABILITIES | ||||||||
Asset retirement obligation | 12,732 | 12,323 | ||||||
Total Long-Term Liabilities | 12,732 | 12,323 | ||||||
TOTAL LIABILITIES | 857,287 | 821,203 | ||||||
STOCKHOLDERS' DEFICIT | ||||||||
Preferred stock - 1,000,000 shares authorized, | ||||||||
$0.001 par value; 22,013 and 42,013 shares issued and outstanding respectively | 22 | 42 | ||||||
Common stock - 74,000,000 shares authorized, | ||||||||
$0.001 par value; 37,105,062 and 42,728,159 | ||||||||
shares issued and outstanding, respectively | 37,105 | 42,728 | ||||||
Additional paid-in capital | 4,682,464 | 4,676,821 | ||||||
Accumulated deficit | (5,576,621 | ) | (5,540,322 | ) | ||||
Total Stockholders' Deficit | (857,030 | ) | (820,731 | ) | ||||
TOTAL LIABILITIES AND STOCKHOLDERS' | ||||||||
DEFICIT | $ | 257 | $ | 472 | ||||
The accompanying notes are an integral part of these consolidated financial statements. |
F-2 |
TIGER OIL AND ENERGY, INC. | ||||||||||||||||
Consolidated Statements of Operations | ||||||||||||||||
(Unaudited) | ||||||||||||||||
For the Three Months Ended | For the Six Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2017 | 2016 | 2017 | 2016 | |||||||||||||
REVENUES | $ | — | $ | — | $ | — | $ | — | ||||||||
OPERATING EXPENSES | ||||||||||||||||
Lease operating expense | — | — | 5,372 | — | ||||||||||||
Accretion expense | 211 | 193 | 409 | 381 | ||||||||||||
Legal and professional | 1,200 | 13,687 | 2,700 | 24,190 | ||||||||||||
General and administrative | 7,790 | 6,493 | 15,153 | 13,448 | ||||||||||||
Total Operating Expenses | 9,201 | 20,373 | 23,634 | 38,019 | ||||||||||||
LOSS FROM OPERATIONS | (9,201 | ) | (20,373 | ) | (23,634 | ) | (38,019 | ) | ||||||||
OTHER INCOME (EXPENSE) | ||||||||||||||||
Interest expense | (8,371 | ) | (8,175 | ) | (16,557 | ) | (16,186 | ) | ||||||||
Gain on settlement of debt | 3,092 | — | 3,892 | — | ||||||||||||
Total Other Income | ||||||||||||||||
(Expense) | (5,279 | ) | (8,175 | ) | (12,665 | ) | (16,186 | ) | ||||||||
LOSS BEFORE TAXES | (14,480 | ) | (28,548 | ) | (36,299 | ) | (54,205 | ) | ||||||||
Provision for income taxes | — | — | — | — | ||||||||||||
NET LOSS | $ | (14,480 | ) | $ | (28,548 | ) | $ | (36,299 | ) | $ | (54,205 | ) | ||||
BASIC AND DILUTED LOSS | ||||||||||||||||
PER SHARE | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | ||||
BASIC AND DILUTED | ||||||||||||||||
WEIGHTED AVERAGE | ||||||||||||||||
NUMBER OF SHARES | ||||||||||||||||
OUTSTANDING | 37,105,062 | 42,728,159 | 39,232,524 | 42,728,159 |
The accompanying notes are a integral part of these consolidated financials statements.
F-3 |
TIGER OIL AND ENERGY, INC. | ||||||||
Consolidated Statements of Cash Flows | ||||||||
(Unaudited) | ||||||||
For the Six Months Ended June 30, | ||||||||
2017 | 2016 | |||||||
OPERATING ACTIVITIES | ||||||||
Net loss | $ | (36,299 | ) | $ | (54,205 | ) | ||
Adjustments to Reconcile Net Loss to Net | ||||||||
Cash Used by Operating Activities: | ||||||||
Depreciation, amortization and accretion expense | 409 | 381 | ||||||
Gain on settlement of debt | 3,892 | — | ||||||
Changes in operating assets and liabilities: | ||||||||
Accounts payable and accrued liabilities | 9,783 | 6,304 | ||||||
Accounts payable - related party | 12,000 | 14,000 | ||||||
Net Cash Used in Operating Activities | (10,215 | ) | (33,520 | ) | ||||
INVESTING ACTIVITIES | ||||||||
Proceeds from property settlement | — | — | ||||||
Net Cash Used in Investing Activities | — | — | ||||||
FINANCING ACTIVITIES | ||||||||
Proceeds from notes payable - related party | 10,000 | 19,000 | ||||||
Repayments on note payable | — | — | ||||||
Repayments of notes payable - related party | — | — | ||||||
Net Cash Provided by Financing Activities | 10,000 | 19,000 | ||||||
NET INCREASE (DECREASE) IN CASH | $ | (215 | ) | $ | (14,520 | ) | ||
CASH AT BEGINNING OF PERIOD | 272 | 15,047 | ||||||
CASH AT END OF PERIOD | $ | 57 | $ | 527 | ||||
SUPPLEMENTAL DISCLOSURES OF | ||||||||
CASH FLOW INFORMATION | ||||||||
CASH PAID FOR: | ||||||||
Income taxes | $ | — | $ | — | ||||
Interest | — | — | ||||||
NON-CASH FINANCING AND INVESTING ACTIVITIES: | ||||||||
Beneficial conversion on convertible note | $ | — | $ | — | ||||
Asset retirement obligations | $ | — | $ | — | ||||
The accompanying notes are an integral part of these consolidated financial statements. |
F-4 |
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accompanying 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 June 30, 2017, 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 December 31, 2016 audited financial statements. The results of operations for the periods ended June 30, 2017 and 2016 are not necessarily indicative of the operating results for the full year.
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. 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
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Consolidation
The accompanying consolidated financial statements included all of the accounts of the Company and its wholly-owned subsidiaries, C2R, Inc., a Nevada Corporation, and Jett Rink Oil, LLC, a Kansas Limited Liability Company. All intercompany transactions have been eliminated.
F-5 |
NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Recent Accounting Pronouncements
Management has considered all recent accounting pronouncements issued since the last audit of the Company’s financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.
Cash and Cash Equivalents
Cash and cash equivalents include cash in banks and financial instruments which mature within six months of the date of purchase.
Oil and Gas Properties
The Company uses the full cost method of accounting for oil and natural gas properties. Under this method, all acquisition, exploration and development costs, including certain payroll, asset retirement costs, other internal costs, and interest incurred for the purpose of finding oil and natural gas reserves, are capitalized. Internal costs that are capitalized are directly attributable to acquisition, exploration and development activities and do not include costs related to production, general corporate overhead or similar activities. Costs associated with production and general corporate activities are expensed in the period incurred. Proceeds from the sale of oil and natural gas properties are applied to reduce the capitalized costs of oil and natural gas properties unless the sale would significantly alter the relationship between capitalized costs and proved reserves, in which case a gain or loss is recognized.
Capitalized costs associated with impaired properties and capitalized costs related to properties having proved reserves, plus the estimated future development costs, and asset retirement costs under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 410 “Asset Retirement and Environmental Obligations” (FASB ASC 410), are amortized using the unit-of-production method based on proved reserves. Capitalized costs of oil and natural gas properties, net of accumulated amortization and deferred income taxes, are limited to the total of estimated future net cash flows from proved oil and natural gas reserves, discounted at ten percent, plus the cost of unevaluated properties. Under certain specific conditions, companies could elect to use subsequent prices for determining the estimated future net cash flows. The use of subsequent pricing is no longer allowed. There are many factors, including global events that may influence the production, processing, marketing and price of oil and natural gas. A reduction in the valuation of oil and natural gas properties resulting from declining prices or production could adversely impact depletion rates and capitalized cost limitations. Capitalized costs associated with properties that have not been evaluated through drilling or seismic analysis, including exploration wells in progress at June 30, 2017, are excluded from the unit-of-production amortization. Exclusions are adjusted annually based on drilling results and interpretative analysis.
F-6 |
NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Oil and Gas Properties (Continued)
Sales of oil and natural gas properties are accounted for as adjustments to the net full cost pool with no gain or loss recognized, unless the adjustment would significantly alter the relationship between capitalized costs and proved reserves. If it is determined that the relationship is significantly altered, the corresponding gain or loss will be recognized in the statements of operations.
Costs of oil and gas properties are depleted using the unit-of-production method. For the six months ended June 30, 2017 and 2016, the Company recognized $-0- and $-0-, respectively, of depletion expense related to oil and gas production during the period.
Ceiling Test
In applying the full cost method, the Company performs an impairment test (ceiling test) at each reporting date, whereby the carrying value of property and equipment is compared to the value of its proved reserves discounted at a ten percent interest rate of future net revenues, based on current economic and operating conditions, plus the cost of properties not being amortized, plus the lower of cost or fair market value of unproved properties included in costs being amortized, less the income tax effects related to book and tax basis differences of the properties.
Revenue Recognition
Revenues from the sale of oil and natural gas are recognized when the product is delivered at a fixed or determinable price, title has transferred, and collectability is reasonably assured. For oil sales, this occurs when the customer takes delivery of oil from the operators’ storage tanks.
Loss per Share
The Company has adopted ASC 260, “Earnings Per Share,” (“EPS”) which requires presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures, and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. In the accompanying financial statements, basic loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. The Company had 1,200,000 potential dilutive shares of common stock as of June 30, 2017 that were excluded as their effect was anti-dilutive.
NOTE 4 – OIL AND GAS PROPERTIES
On April 3, 2014, the Company signed an election to participate in the first of three wells with Toto Energy, LLC in Cowley County, Kansas. The Company will earn a 30 percent working interest and a 24.45 percent net royalty interest in the well. The Company capitalized $213,000 of cash payments made to commence operations development of the well.
On May 10, 2014, the Company signed an election to participate in the second of three wells with Toto Energy, LLC in Cowley County, Kansas. The Company will earn a 30 percent working interest and a 24.45 percent net royalty interest in the well. The Company capitalized $189,000 of cash payments made to commence operations development of the well.
F-7 |
NOTE 4 – OIL AND GAS PROPERTIES (Continued)
On July 23, 2016 the Company received $58,684 from the operator of two of its oil and gas leases. The payment received represented a partial refund of the Company’s previous $404,837 in payments made to the operator pursuant to the terms of an Authorization for Expenditures (“AFE”) Agreement. The Company’s original payments under the AFE were capitalized to oil and gas properties in 2014. All capitalized costs pursuant to the AFE were fully impaired during the year ended December 31, 2015. As the capitalized costs had been previously impaired, the $58,684 was recorded as a gain on property settlement for the period ended December 31, 2016.
Oil and gas properties are stated at cost. As of June 30, 2017 and December 31, 2016, oil and gas properties, net consisted of the following:
June 30, 2017 | December 31, 2016 | |||||||
Unproved properties | $ | 470,377 | $ | 470,377 | ||||
Impairment of oil and gas leases | (470,377 | ) | (470,377 | ) | ||||
Oil and gas properties, net | $ | — | $ | — |
NOTE 5 – CONVERTIBLE NOTES PAYABLE
On January 3, 2014, the Company received $600,000 in connection with a convertible note financing commitment, the terms of which call for the Company to receive three tranches of $200,000 each on a callable convertible note wherein the Company borrows the sum at five percent interest for one year and the investor can elect to continue to receive the interest on the note or have the Company issue the investor shares of common stock of the Company at $0.50 per share to retire the debt. The notes came due on December 12, 2014, and as of June 30, 2017 the notes were in default. At June 30, 2017 accrued interest on the notes totaled $104,493.
NOTE 6 – NOTES PAYABLE – RELATED PARTY
On June 11, 2015 the Company borrowed $5,000 from a related-party entity. Pursuant to the terms of the note, the principal accrues interest at a rate of five percent per annum, is unsecured, and was due in full on June 11, 2016. Subsequent to the initial borrowing the Company borrowed an additional $57,500 from the same lender under the same terms. On July 25, 2016 the Company paid $40,000 against the outstanding principal of the notes. Accrued interest totaling $1,340 was forgiven at the time of payment, and recorded as additional paid-in capital. At June 30, 2017 the total outstanding principal balance due to the lender was $22,500, and aggregate accrued interest on the notes totaled $1,023.
On May 6, 2015 the Company borrowed $5,000 from an unrelated third-party entity. Pursuant to the terms of the note, the principal accrued interest at a rate of five percent per annum, was unsecured, and was due in full on May 6, 2016. On July 25, 2015 the note, inclusive of all unpaid principal and interest, was transferred to and assumed by a related party. On July 25, 2016 the Company repaid the full $5,000 principal balance due under the terms of the note. Accrued interest on the note totaling $305 was forgiven at the time of payment, and recorded as additional paid-in capital. As of June 30, the note principal and interest have been satisfied in full.
F-8 |
NOTE 6 – NOTES PAYABLE – RELATED PARTY (Continued)
On March 7, 2016 the Company borrowed $10,000 from a related-party. Pursuant to the terms of the note the principal accrues interest at a rate of five percent per annum, is unsecured, and is due in full on May 6, 2017. On May 2, 2016 the Company borrowed an additional $4,000 under the same terms. On October 4, 2016 the Company borrowed an additional $25,000 under the same terms. During the six-month period ended June 30, 2017, the Company borrowed an additional $10,000 under the same terms. At June 30, 2017 the aggregate principal balance of the notes totaled $49,000 and aggregate accrued interest on the notes totaled $1,970.
NOTE 7 – ASSET RETIREMENT OBLIGATIONS
The total future asset retirement obligation is estimated by management based on the Company’s net working interests in all wells and facilities, estimated costs to reclaim and abandon wells and facilities and the estimated timing of the costs to be incurred in future periods. At June 30, 2017 and December 31, 2016 the Company estimated the undiscounted cash flows related to asset retirement obligation to total approximately $105,500. The actual costs to settle the obligation are expected to occur in approximately 25 years. Through June 30, 2017, the Company established an asset retirement obligation of $9,860 for the wells acquired by the Company, which was capitalized to the value of the oil and gas properties. The fair value of the liability at June 30, 2017 and December 31, 2016 is estimated to be $12,732 and $12,323, respectively, using a risk free rate of 9.31 percent and inflation rates between 3.87 and 4.81 percent. Total accretion expense on the asset retirement obligation was $409 and $381 for the six-month periods ended June 30, 2017 and 2016, respectively.
NOTE 8 – STOCKHOLDERS’ DEFICIT
The Company has 1,000,000 preferred shares authorized at a par value of $0.001 and 74,000,000 common shares authorized at par value of $0.001. As of June 30, 2017 the Company has 22,013 shares of preferred stock and 37,105,062 shares of common stock issued and outstanding.
On July 29, 2016 the Company repaid in full the principal balance of multiple related-party notes payable. Pursuant to this transaction, the note holders agreed to forgive an aggregate of $1,645 in accrued interest related to the notes. The Company recorded this forgiveness as a credit to additional paid-in capital, as the note holders were related parties.
During the six-month period ended June 30, 2017, the Company cancelled 20,000 shares of preferred stock, and 5,623,097 shares of common stock.
NOTE 9 – RELATED-PARTY TRANSACTIONS
At June 30, 2017 and December 31, 2016 the Company owed its Chief Financial Officer $34,000 and $28,000, respectively, in accrued director fees. An additional $60,000 and $44,000, respectively, was owed to the Company’s Chief Executive Officer in accrued director fees and notes payable.
NOTE 10 – COMMITMENTS AND CONTIGENCIES
During the year ended December 31, 2015 the Company became party to a legal action brought about by an unrelated third-party individual, wherein the plaintiff alleges the Company “participated and/or conspired in a scheme to disseminate spam emails” which were misleading in order to encourage individuals to purchase shares of the Company’s common stock at an artificial and/or inflated stock price. On October 10, 2016, the Company reached a settlement agreement whereby the Company agreed to pay $11,000 in exchange for a general release of all claims against the Company. As of October 10, 2016 the case is considered fully resolved and closed.
NOTE 11 – SUBSEQUENT EVENTS
In accordance with ASC 855-10, Company management reviewed all material events through the date of this report and there are no material subsequent events to report other than those listed below.
F-9 |
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
This 10 Q contains certain forward-looking statements and our future operating results could differ materially from those discussed herein. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. We disclaim any obligation to update any such factors or to announce publicly the results of any revisions of the forward-looking statements contained herein to reflect future events or developments.
Going Concern
The future of our company is dependent upon its ability to obtain financing and upon future profitable operations from the sale of products and services through our websites. Management has plans to seek additional capital through a private placement and public offering of its common stock, if necessary. Our auditors have included a going concern paragraph in their audit report dated April 17, 2017 included in our annual report on Form 10-K because uncertainties raise doubts about the Issuers ability to continue as a going concern.
Corporate Overview
Unless otherwise indicated, in this 10Q, references to “we,” “our,” “us,” the “Company,” “TGRO” refer to Tiger Oil and Energy, Inc., a Nevada corporation (formerly UTEC, Inc.). Future plans include the exploration, development and production of oil and gas in the United States. Our current focus is to secure financing to increase our holdings and develop our current oil and gas assets over the next twelve months.
The Company through its acquisition of Jett Rink LLC owns interests in two oil and gas wells for approximately 50 acres located in Creek County, State of Oklahoma, together with any personal property and lease equipment located thereon. These two wells are shut-in and produce no revenue.
On April 9, 2014 we elected to partner with TOTO Energy LLC and drill our first well on the Cowley County leases. The Company paid $24,000 for a 30% WI in the Stalnaker lease and agreed to spend $239,000 for our share of drilling costs of the Stalnaker 17-1 well.
On May 10, 2014 we elected to partner with TOTO Energy LLC and drill our second well on the Cowley County leases. The Company holds a 30% WI in the DeFore lease and agreed to spend $189,000 for our share of drilling costs of the DeFore 19-1 well. This well was fracked and is producing oil and revenue to the Company, although due in part to low oil prices the DeFore well did not produce or earn revenues during the three months ended March 31, 2017.
Our current focus is to secure financing to increase our holdings and develop our current oil and gas assets over the next twelve months.
For the Three Months Ended June 30, 2017 and 2016
Revenues
Revenues for the three-month period ended June 30, 2017 were $-0-, compared to $-0- for the comparable period of 2016. This lack of revenues for both periods resulted primarily from conscious decision to slow oil and gas production due to low oil and gas prices. As oil prices increase the Company anticipates increased production and revenues will be derived from the DeFore well.
3 |
Operating Expenses
Operating expenses for the three months ended June 30, 2017 and 2016 were $9,201 and $20,373, respectively. Of these operating expenses, professional fees totaled $1,200 and $13,687, respectively; general and administrative expenses totaled $7,790 and $6,493, respectively; lease operating expenses totaled $-0- and $-0-, respectively; and accretion expense totaled $211 and $193, respectively, for the three months ended June 30, 2017 and 2016. Professional fees decreased during the current period primarily due to a decrease in legal fees relating to legal defense and subsequent negotiation of a legal settlement. Lease operating expenses did not change, while general and administrative expenses increased slightly during the current period, due primarily to an increase in transfer agent fees paid during the 2017 period.
Other Income (Expenses)
During the three months ended June 30, 2017 and 2016, the Company recognized interest expense in the amount of $8,371 and $8,175, respectively. Interest expense increased primarily due to an increase in notes payable upon which interest accrues. Additionally, the Company recorded a gain on settlement of debt in the amount of $3,092 during the current period.
Net Loss
For the three months ended June 30, 2017 and 2016, the Company recognized a net loss in the amounts of $14,480 and $28,549, respectively. The slight decrease in net loss was largely the result of the decreased legal and professional fees, partially offset by increased general and administrative expenses during the current period.
For the Six Months Ended June 30, 2017 and 2016
Revenues
Revenues for the six-month period ended June 30, 2017 were $-0-, compared to $-0- for the comparable period of 2016. This lack of revenues for both periods resulted primarily from conscious decision to slow oil and gas production due to low oil and gas prices. As oil prices increase the Company anticipates increased production and revenues will be derived from the DeFore well.
Operating Expenses
Operating expenses for the six months ended June 30, 2017 and 2016 were $23,634 and $38,019, respectively. Of these operating expenses, professional fees totaled $2,700 and $24,190, respectively; general and administrative expenses totaled $15,153 and $13,448, respectively; lease operating expenses totaled $5,372 and $-0-, respectively; and accretion expense totaled $409 and $381, respectively, for the six months ended June 30, 2017 and 2016. Professional fees decreased during the current period primarily due to a decrease in legal fees relating to legal defense and subsequent negotiation of a legal settlement. Lease operating expenses increased due to some minimal preparatory work on the Company’s oil and gas properties, while general and administrative expenses increased slightly during the current period, due primarily to an increase in transfer agent fees paid during the 2017 period.
Other Income (Expenses)
During the six months ended June 30, 2017 and 2016, the Company recognized interest expense in the amount of $16,557 and $16,186, respectively. Interest expense increased primarily due to an increase in notes payable upon which interest accrues. Additionally, the Company recorded a gain on settlement of debts in the amount of $3,892 during the current period.
Net Loss
For the six months ended June 30, 2017 and 2016, the Company recognized a net loss in the amounts of $36,299 and $54,205, respectively. The decrease in net loss was largely the result of the decreased legal and professional fees, partially offset by increased general and administrative and lease operating expenses during the current period.
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Liquidity and Capital Resources
As of June 30, 2017, the Company had $257 in current assets, consisting of $57 in cash, and deposits of $200, compared to $472 in current assets at December 31, 2016, which consisted of cash of $272 and deposits of $200. Total liabilities at June 30, 2017 totaled $857,287 compared to $821,203 at December 31, 2016. At June 30, 2017 the Company had a current ratio of 0.01.
The Company estimates that it will require $400,000 to accomplish its short-term goal of bringing shut-in wells back into production and the company's sole source of liquidity to this point has been through the sale of common stock. Such funding that is required to maintain liquidity will come in the form of equity sales of common stock.
Cash used in operations totaled $10,215 and $33,520 for the six months ended June 30, 2017 and 2016, respectively. The decrease in cash used in operations results primarily from a decreased net loss for the period, and an increase in accounts payable and accrued expenses. Cash provided by investing activities totaled $-0- and $-0-, respectively, and cash provided by financing activities totaled $10,000 and $19,000 for the six months ended June 30, 2017 and 2016, respectively.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Not applicable.
Item 4. Controls and Procedures.
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
As of June 30, 2017 under the direction of the Chief Executive Officer and Chief Financial Officer, the Company evaluated the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rule 13a — 15(e) under the Securities Exchange Act of 1934, as amended. Based on the evaluation of these controls and procedures required by paragraph (b) of Sec. 240.13a-15 or 240.15d-15 the disclosure controls and procedures are not effective.
The Company maintains a set of disclosure controls and procedures designed to ensure that information required to be disclosed by us in our reports filed under the securities Exchange Act, is recorded, processed, summarized, and reported within the time periods specified by the SEC’s rules and forms. Disclosure controls are also designed with the objective of ensuring that this information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
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.
The Company has not taken any steps at this time to address these weaknesses but will formulate a plan before fiscal year ending December 31, 2017.
PART II - Other Information.
Item 1. Legal Proceedings
During the year ended December 31, 2015 the Company became party to a legal action brought about by an unrelated third-party individual, wherein the plaintiff alleges the Company “participated and/or conspired in a scheme to disseminate spam emails” which were misleading in order to encourage individuals to purchase shares of the Company’s common stock at an artificial and/or inflated stock price. On October 10, 2016, the Company reached a settlement agreement whereby the Company agreed to pay $11,000 in exchange for a general release of all claims against the Company. As of October 10, 2016 the case was considered fully resolved and closed.
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Item 1A. Risk Factors
None.
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
On January 1, 2014 the Board of Directors agreed to compensate its two directors at $1,000 per month each.
Item 6. Exhibits
Exhibits:
Exhibit No. | Document | Location | ||
31.1 | Rule 13a-41(a)/15d-14(a) Certificates | Included | ||
31.2 | Rule 13a-41(a)/15d-14(a) Certificates | Included | ||
32.1 | Section 1350 Certifications | Included |
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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.
TIGER OIL AND ENERGY, INC.
August 8, 2017
/s/ Kenneth B. Liebscher | |
Kenneth B. Liebscher, Director & CEO |
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