U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
(Mark One)
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Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the quarterly period ended |
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Transition Report under Section 13 or 15(d) of the Exchange Act |
For the Transition Period from to |
Commission File Number:
(Exact Name of Registrant as Specified in its Charter)
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(State of other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification Number) |
(Address of principal executive offices) (Zip Code)
Registrant's Phone:
Alpha Energy, Inc.
Former name or former address, if changed since last report
Indicate by check mark whether the issuer (1) filed all reports required to be filed by Section13 or 15(d) of the Exchange Act of 1934 during the past 12 months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).
Indicate by check mark whether the registrant is a large, accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer |
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Accelerated filer |
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Smaller reporting company |
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Emerging Growth Company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
None |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
The number of shares outstanding of the registrant’s common stock, par value $0.001 per share, as of November 15, 2023, was
TABLE OF CONTENTS |
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PART I – FINANCIAL INFORMATION |
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Item 1. |
Financial Statements |
3 |
Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operation |
13 |
Item 3. |
Quantitative and Qualitative Disclosures about Market Risk |
14 |
Item 4. |
Controls and Procedures |
14 |
PART II – OTHER INFORMATION |
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Item 1. |
Legal Proceedings |
14 |
Item 1A. |
Risk Factors |
15 |
Item 2. |
Unregistered Sales of Equity Securities and Use of Proceeds |
15 |
Item 3. |
Defaults Upon Senior Securities |
15 |
Item 4. |
Mine Safety Disclosures |
15 |
Item 5. |
Other Information |
15 |
Item 6. |
Exhibits |
16 |
ITEM 1. FINANCIAL STATEMENTS
Page(s) |
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Consolidated Balance Sheets (unaudited) |
4 |
Consolidated Statements of Operations (unaudited) |
5 |
Consolidated Statements of Stockholders' Deficit (unaudited) |
6 |
Consolidated Statements of Cash Flows (unaudited) |
7 |
Notes to the Consolidated Financial Statements (unaudited) |
8 |
Truleum, Inc.
(Formerly Alpha Energy, Inc.)
Consolidated Balance Sheets
(Unaudited)
September 30, 2023 |
December 31, 2022 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
$ | $ | ||||||
Joint interest billing receivable |
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Prepaid assets and other current assets |
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Total current assets |
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Noncurrent assets: |
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Property and equipment, net |
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Oil and gas property, unproved, full cost |
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Total noncurrent assets |
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Total assets |
$ | $ | ||||||
Liabilities and Stockholders' Deficit |
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Current liabilities: |
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Accounts payable and accrued expenses |
$ | $ | ||||||
Accounts payable and accrued expenses - related parties |
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Advances - related party |
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Interest payable - related parties |
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Convertible credit line payable - related party |
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Convertible note payable |
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Total current liabilities |
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Senior secured convertible notes payable, related party, net of discount of $ |
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Asset retirement obligation |
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Total liabilities |
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Commitments and contingencies |
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Stockholders' deficit: |
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Preferred stock, |
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Series A convertible preferred stock, $ |
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Common stock, $ |
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Additional paid-in capital |
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Accumulated deficit |
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Total stockholders' deficit |
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Total liabilities and stockholders' deficit |
$ | $ |
See accompanying notes to the unaudited consolidated financial statements.
Truleum, Inc.
(Formerly Alpha Energy, Inc.)
Consolidated Statements of Operations
For the three and nine months ended September 30, 2023 and 2022
(Unaudited)
Three months ended |
Nine months ended | |||||||||||||||
September 30, 2023 |
September 30, 2022 |
September 30, 2023 |
September 30, 2022 |
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Oil and gas sales |
$ | $ | $ | $ | ||||||||||||
Lease operating expenses |
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Gross loss |
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Operating expenses: |
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Professional services |
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Board of director fees |
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General and administrative |
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Total operating expenses |
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Loss from operations |
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Other income (expense): |
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Other income |
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Interest expense |
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Gain on change in fair value of derivative liabilities |
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Total other income (expense) |
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Net loss |
$ | ( |
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Loss per share: |
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Basic |
$ | ( |
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Diluted |
$ | ( |
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Weighted average shares outstanding: |
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Basic |
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Diluted |
See accompanying notes to the unaudited consolidated financial statements.
Truleum, Inc.
(Formerly Alpha Energy, Inc.)
Consolidated Statements of Stockholders' Deficit
For the nine months ended September 30, 2023 and 2022
(Unaudited)
Common Stock |
Additional |
Accumulated |
Total Stockholders' |
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Shares |
Amount |
Paid-in Capital |
Deficit |
Deficit |
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Balance, December 31, 2022 |
$ | $ | $ | ( |
) | $ | ( |
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Stock-based compensation |
- | |||||||||||||||||||
Net loss |
- | ( |
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Balance, March 31, 2023 |
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Shares issued for the settlement of accounts payable, related party |
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Stock-based compensation |
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Net loss |
- | ( |
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Balance, June 30, 2023 |
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Stock-based compensation |
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Net loss |
- | ( |
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Balance, September 30, 2023 |
$ | $ | $ | ( |
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Balance, December 31, 2021 |
$ | $ | $ | ( |
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Stock-based compensation |
- | |||||||||||||||||||
Net loss |
- | ( |
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Balance, March 31, 2022 |
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Stock-based compensation |
- | |||||||||||||||||||
Net loss |
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Balance, June 30, 2022 |
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Stock issued for cash |
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Stock-based compensation |
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Net loss |
- | ( |
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Balance, September 30, 2022 |
$ | $ | $ | ( |
) | $ | ( |
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See accompanying notes to the unaudited consolidated financial statements.
Truleum, Inc.
(Formerly Alpha Energy, Inc.)
Consolidated Statements of Cash Flows
For the nine months ended September 30, 2023 and 2022
(Unaudited)
September 30, 2023 |
September 30, 2022 | |||||||
Cash flows from operating activities: |
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Net loss |
$ | ( |
) | $ | ( |
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Adjustments to reconcile net loss to net cash used in operating activities: |
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Stock-based compensation |
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Depreciation expense |
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Amortization of debt discount |
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Asset retirement obligation expense |
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Gain on change in fair value of derivative liabilities |
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Changes in operating assets and liabilities: |
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Accounts receivable |
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Joint interest billing receivable |
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Prepaid expenses and other current assets |
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Accounts payable |
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Accounts payable-related party |
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Interest payable |
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Net cash used in operating activities |
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Cash flows from investing activities: |
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Cash paid for purchase of property and equipment |
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Acquisition of oil and gas property |
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Net cash used in investing activities |
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Cash flows from financing activities: |
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Proceeds from convertible credit line, related party |
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Proceeds from advances, related parties |
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Repayment of advances, related parties |
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Repayment of convertible credit line payable - related party |
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Proceeds from senior secured convertible notes payable, related party |
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Proceeds from unexecuted subscription agreements |
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Net cash provided by financing activities |
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Net change in cash and cash equivalents |
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Cash and cash equivalents, at beginning of period |
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Cash and cash equivalents, at end of period |
$ | $ | ||||||
Supplemental disclosures of cash flow information: |
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Cash paid for interest |
$ | $ | ||||||
Cash paid for income taxes | $ | $ | ||||||
Supplemental disclosure of non-cash investing and financing activities: |
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Debt discount on senior secured convertible notes payable - related party |
$ | $ | ||||||
Advances and other liabilities converted to senior secured convertible notes payable, related party |
$ | $ | ||||||
Shares issued for the settlement of accounts payable, related party |
$ | $ |
See accompanying notes to the unaudited consolidated financial statements.
Truleum, Inc.
(Formerly Alpha Energy, Inc.)
Notes to the Consolidated Financial Statements
NOTE 1 – BASIS OF PRESENTATION
The interim unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States and should be read in conjunction with the audited consolidated financial statements and notes thereto for the years ended December 31, 2022 and 2021 which are included on the Form 10-K filed on April 17, 2023. In the opinion of management, all adjustments which include normal recurring adjustments, necessary to present fairly the financial position, results of operations, and cash flows for the periods shown have been reflected herein. The results of operations for the three and nine months ended September 30, 2023 are not necessarily indicative of the operating results for the full year. Certain information and footnote disclosures which would substantially duplicate the disclosures contained in the audited consolidated financial statements for the years ended December 31, 2022, and 2021 have been omitted.
On April 27, 2023, the Company amended its articles of incorporation to change their name from Alpha Energy, Inc. to Truleum, Inc.
Principles of Consolidation
Our consolidated financial statements include our accounts and the accounts of our
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 reported period. Actual results could differ from those estimates. Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company’s system of internal accounting control is designed to assure, among other items, that (1) recorded transactions are valid; (2) all valid transactions are recorded and (3) transactions are recorded in the period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the company for the respective periods being presented.
Basic and Diluted Loss per share
Net loss per share is provided in accordance with FASB ASC 260-10, “Earnings (Loss) per Share”. Basic loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. For the nine months ended September 30, 2023 and 2022, there were
Fair Value of Financial Instruments
The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risk. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement:
Level 1 – Quoted prices in active markets for identical assets or liabilities.
Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 – Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability.
The carrying amount of the Company’s financial instruments consisting of cash and cash equivalents, accounts payable, notes payable and convertible notes approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.
Reclassification
Certain reclassifications may have been made to our prior year’s financial statements to conform to our current year presentation. These reclassifications had no effect on our previously reported results of operations or accumulated deficit.
Recently Issued Accounting Standards Not Yet Adopted
The Company has reviewed all recently issued, but not yet adopted, accounting standards, in order to determine their effects, if any, on its results of operations, financial position or cash flows. Based on that review, the Company believes that there are no recently issued accounting pronouncements that will have a significant effect on its financial statements.
NOTE 2 – GOING CONCERN
The Company’s interim unaudited consolidated 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 minimal cash or other current assets and does not have an established ongoing source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.
In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.
The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
NOTE 3 – OIL AND GAS PROPERTIES
On September 6, 2023, the Company entered into a Purchase and Sale Agreement (“PSA”) with NJW Oklahoma Acquisitions Company, Inc. a wholly-owned subsidiary of Nash Oil, Gas, and Power, Inc. (“NJW”). Under the terms of the PSA, the Company will acquire leases and related assets to certain oil and gas wells located in Noble, Kay, Payne and Pawnee, Oklahoma as more fully described in the PSA (the “Ambassador Project”) in addition to the working interests therein. Under the PSA the Company is obligated to make a cash payment of $
Oil and gas properties, unproved at September 30, 2023 and December 31, 2022 consisted of the following:
Balance |
Balance |
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Account |
12/31/2022 |
9/30/2023 |
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Leasehold Improvements - Chico Rica, LLC |
$ | $ | ||||||
Leasehold Improvements - Undeveloped |
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Lease Acquisition and Development Costs - Logan County |
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Total oil and gas properties, unproved |
$ | $ |
NOTE 4 – RELATED PARTY TRANSACTIONS
Advances from Related Party
The Company received advances from AEI Management, Inc., a Company owned by a significant shareholder, totaling $
The Company received advances from Jay Leaver, President of the Company, totaling $
Accounts Payable and Accrued Expenses - Related Parties
As of September 30, 2023 and December 31, 2022, there was $
Senior Secured Convertible Notes Payable – Related Party
On February 25, 2022, the Company entered into a secured senior secured convertible note for the purchase and sale of convertible promissory notes (“Convertible Note”) in the principal amount of $
On February 25, 2022, Mr. Leaver assigned a $
As of September 30, 2023 and December 31, 2022, the senior secured convertible notes payable balance, net of discount was $
Convertible Credit Line – Related Party
On June 1, 2021, the Company entered into a new convertible credit line agreement to borrow up to $
NOTE 5 – COMMON STOCK
The Company is authorized to issue
The Company compensates each of its directors with
On September 2, 2022, the Company entered into a six-month agreement with a consultant that includes the issuance of
On October 15, 2022, the Company entered into a one-year agreement with a consultant. Per the agreement, the Company will compensate the consultant $
On April 10, 2023, the Company issued
On July 1, 2023, the Company has adopted a revised Board of Directors compensation plan providing for awards to be made under the Plan and intended to replace the current director compensation plan which had provided for monthly grants to non-employee directors of
Stock Options
The following table summarizes the stock option activity for the nine months ended September 30, 2023:
Number of Options |
Weighted Average Exercise Price Per Share |
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Outstanding at December 31, 2022 |
– | $ | – | |||||
Granted |
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Exercised |
– | – | ||||||
Forfeited and expired |
– | – | ||||||
Outstanding at September 30, 2023 |
$ |
On September 30, 2023, the Company granted
As of September 30, 2023, the outstanding stock options have a weighted average remaining term of
NOTE 6 –CONVERTIBLE NOTES PAYABLE
On March 30, 2019, the Company executed a promissory note for $
As of September 30, 2023 and December 31, 2022, the convertible note payable balance was $
Note 7 – LITIGATION
On May 23, 2023 a complaint was filed against the Company in the Probate Court of Harris County, Texas by Ernest Berger, as Independent Executor of the Estate of John Lepin. The Complaint was filed pursuant to the Texas Estates Code Section 351.054 and alleges breach of an employment agreement with John Lepin who resigned from the Company in 2022, among other claims for unpaid compensation. The Complaint seeks payment of $
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FORWARD-LOOKING STATEMENTS
The discussion and analysis below includes certain forward-looking statements that are subject to risks, uncertainties and other factors, as described in “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2022, that could cause our actual growth, results of operations, performance, financial position and business prospects and opportunities for this fiscal year and periods that follow to differ materially from those expressed in or implied by those forward-looking statements. Readers are cautioned that forward-looking statements contained in this Quarterly Report on Form 10-Q should be read in conjunction with our disclosure under the heading “Disclosure Regarding Forward-Looking Statements” below.
General Business Development
The Company was formed on September 26, 2013 in the State of Colorado.
Business Strategy
Our strategy is to acquire and develop additional properties we can restart, rework, and/or recomplete through cash and/or equity transactions. Our strategy is to acquire and develop additional producing properties in the vicinity of the Cherokee Uplift similar to our existing Logan Project that we can restart, rework, recomplete, and which have proven un-drilled potential to produce oil and natural gas. In this manner, our strategy involves acquiring existing infrastructure from historic operations. Deployment of current modern technology to enhance recompletions and drilling in previously undeveloped or underdeveloped areas is part of our strategy to enhance the value of acquired properties.
Liquidity and Capital Resources
As of September 30, 2023, we had total current assets of $111,401 and total current liabilities of $2,991,000.
The Company had $357,977 of cash used in operating activities during the nine months ended September 30, 2023, compared to $1,122,354 used in operations during the same period in 2022. Net cash used in operating activities during the nine months ended September 30, 2023 was mainly comprised of our $1,560,073 net loss during the period, adjusted by non-cash charges of $260,000 for stock-based compensation, amortization of debt discounts of $77,964, depreciation expense of $20,000 and changes in operating assets and liabilities of $841,378. Net cash used in operating activities during the nine months ended September 30, 2022 was mainly comprised of our $1,204,191 net loss during the period, adjusted by non-cash charges of $78,397 for gain on change in fair value of derivative liabilities, stock-based compensation of $237,720, amortization of debt discounts of $67,368 and changes in operating assets and liabilities of $145,776.
The Company used cash of $347,833 for investing activities during the nine months ended September 30, 2023 which primarily consisted of the acquisition of oil and gas property. The Company used cash of $1,220,512 for investing activities during the nine months ended September 30, 2022 which consisted of $1,165,212 for the acquisition of oil and gas property and cash paid for purchase of equipment of $55,300.
The Company had cash flows provided by financing activities of $620,711 during the nine months ended September 30, 2023, which consisted of $490,330 proceeds from convertible credit line from related and $130,381of advances from related party. The Company generated cash of $3,084,736 from financing activities during the nine months ended September 30, 2022 which consisted of $120,236 in proceeds from advances, related party, $500,000 from senior secured convertible notes payable from related party and $2,504,500 in proceeds from the sale of common stock, which were offset by repayments on the convertible credit line of $30,000 and $10,000 repayments of advances, related party.
Going Concern
The future of our company is dependent upon its ability to obtain financing and upon future profitable operations. Management has plans to seek additional capital through a private placement and public offering of its common stock, if necessary. See Note 2 to the unaudited consolidated financial statements for additional information.
Results of Operations
We generated revenues of $22,217 and $138,900 during the three months ended September 30, 2023 and 2022, respectively. Lease operating expenses were $84,219 and $229,099 during the three months ended September 30, 2023 and 2022, respectively. The decrease in revenue was due to the decrease in sales. Total operating expenses were $422,683 during the three months ended September 30, 2023 compared to $352,634 during the same period in 2022. The increase in operating expenses was due to a $29,925 increase in professional services and a $114,000 increase in board of director fees which were offset by a $73,876 decrease in general and administrative expenses.
We generated revenues of $129,473 and $144,139 during the nine months ended September 30, 2023 and 2022, respectively. Lease operating expenses were $333,178 and $278,533 during the nine months ended September 30, 2023 and 2022, respectively. The decrease in revenue was due to the decrease in sales. Total operating expenses were $1,195,299 during the nine months ended September 30, 2023 compared to $1,010,921 during the same period in 2022. The increase in operating expenses was due to a $112,242 increase in professional services and a $102,000 increase in board of director fees which were offset by a $29,864 decrease in general and administrative expenses.
Off-Balance sheet arrangements
As of September 30, 2023, we did not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes.
Critical Accounting Policies
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenue and expenses during the reported periods. Our accounting policies are described in Note 1 to our audited consolidated financial statements for 2022 appearing in our Annual Report on Form 10-K for the year ended December 31, 2022.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not applicable.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Under the direction and with the participation of the Company’s management, including the Company’s Chief Executive and Chief Financial Officer, the Company has conducted an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures as of September 30, 2023. The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in its periodic reports with the Securities and Exchange Commission is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and regulations, and that such information is accumulated and communicated to the Company’s management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. The Company’s disclosure controls and procedures are designed to provide a reasonable level of assurance of reaching its desired disclosure control objectives. Based on the evaluation, the Chief Executive and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were not effective as of September 30, 2023.
Changes in Internal Control over Financial Reporting
There was no change in the Company’s internal control over financial reporting that occurred during the three months ended September 30, 2023 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
On May 23, 2023 a complaint was filed against the Company in the Probate Court of Harris County, Texas by Ernest Berger, as Independent Executor of the Estate of John Lepin. The Complaint was filed pursuant to the Texas Estates Code Section 351.054 and alleges breach of an employment agreement with John Lepin who resigned from the Company in 2022, among other claims for unpaid compensation. The Complaint seeks payment of $39,247, issuance of 22, 250 shares of common stock, an indeterminate amount of royalty payments, and attorneys fees, costs and expenses, as well as interest and such other relief as the court may award. The answer was filed August 8, 2023. The company is disputing the litigation and believes at this point the result is undeterminable. As a result, no accrual has been made.
ITEM 1A. RISK FACTORS
You should carefully consider the factors discussed below in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022, which could materially affect our business, financial position, or future results of operations. The risks described below in our Annual Report are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially, adversely affect our business, financial position, or future results of operations. There have been no material changes in the risk factors set forth in the Company’s Form 10K for the period ended December 31, 2022.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable to our operations.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS
The following documents are included or incorporated by reference as exhibits to this report:
Exhibit Number |
Description |
3.1 |
|
10.1 |
|
10.2 |
|
31.1 |
|
31.2 |
|
32.1 |
|
32.2 |
|
101.INS** |
Inline XBRL Instance |
101.SCH** |
Inline XBRL Taxonomy Extension Schema |
101.CAL** |
Inline XBRL Taxonomy Extension Calculation |
101.DEF** |
Inline XBRL Taxonomy Extension Definition |
101.LAB** |
Inline XBRL Taxonomy Extension Labels |
101.PRE** |
Inline XBRL Taxonomy Extension Presentation |
104 |
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
** XBRL |
information is furnished and not filed or a part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections. |
SIGNATURES
In accordance with 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. Date: November 21, 2023
Truleum, Inc. |
|||
By: |
/s/ Jay Leaver |
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Jay Leaver, Principal Executive Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: |
/s/ Lacie Kellogg |
||
Lacie Kellogg, Chief Financial Officer (Principal Financial and Accounting Officer) |