PINX:AWSS Quarterly Report 10-Q Filing - 8/31/2012

Effective Date 8/31/2012

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 2012 Commission file number 000-54253 AMERIWEST PETROLEUM CORP. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 575 Anton Blvd., Suite 300 Costa Mesa, CA 92626 (Address of principal executive offices, including zip code) (714)276-0202 (Telephone number, including area code) Check whether the issuer (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 last 90 days. YES [X] NO [ ] Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES [X] NO [ ] Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer, "accelerated filer," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [X] NO [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 37,500,000 shares as of October 15, 2012. <PAGE> ITEM 1. FINANCIAL STATEMENTS The financial statements for the period ended August 31, 2012 immediately follow. 2 <PAGE> AMERIWEST MINERALS CORP. (An Exploration Stage Company) Balance Sheets -------------------------------------------------------------------------------- (unaudited) As of As of August 31, 2012 May 31, 2012 --------------- ------------ <S> <C> <C> ASSETS CURRENT ASSETS Cash $ 21,338 $ 21,721 ---------- ---------- TOTAL CURRENT ASSETS 21,338 21,721 ---------- ---------- TOTAL ASSETS $ 21,338 $ 21,721 ========== ========== LIABILITIES & STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts Payable $ 95 $ 80 Accured Liabilities 5,202 4,452 Loan Payable 50,000 50,000 Loan Payable - Related Party 10,274 10,274 ---------- ---------- TOTAL CURRENT LIABILITIES 65,571 64,806 ---------- ---------- TOTAL LIABILITIES $ 65,571 $ 64,806 STOCKHOLDERS' EQUITY Common stock, $.001 par value, 450,000,000 shares authorized; 37,500,000 shares issued and outstanding as of August 31, 2012 and May 31, 2012 37,500 37,500 Additional paid-in capital 42,500 42,500 Deficit accumulated during exploration stage (124,233) (123,085) ---------- ---------- TOTAL STOCKHOLDERS' EQUITY (DEFICIT) (44,233) (43,085) ---------- ---------- TOTAL LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT) $ 21,338 $ 21,721 ========== ========== The accompanying notes are an integral part of these unaudited financial statements. 3 <PAGE> AMERIWEST MINERALS CORP. (An Exploration Stage Company) Statements of Expenses (unaudited) -------------------------------------------------------------------------------- May 30, 2007 Three Months Three Months (inception) ended ended through August 31, 2012 August 31, 2011 August 31, 2012 --------------- --------------- --------------- <S> <C> <C> <C> General & Administrative Expenses $ 398 $ 1,282 $ 27,628 Impairment of Mineral Properties -- -- 16,328 Impairment of Asset -- -- 24,000 Professional Fees -- 3,500 51,075 ------------ ------------ ------------ Net Operating Loss 398 4,782 119,031 Other Expenses Interest Expense 750 1,500 5,202 ------------ ------------ ------------ Net Loss $ 1,148 $ 6,282 $ 124,233 ============ ============ ============ Basic and diluted net loss per share $ 0.00 $ 0.00 ============ ============ Weighted average number of common shares outstanding 37,500,000 37,500,000 ============ ============ The accompanying notes are an integral part of these unaudited financial statements. 4 <PAGE> AMERIWEST MINERALS CORP. (An Exploration Stage Company) Statements of Cash Flows (unaudited) -------------------------------------------------------------------------------- May 30, 2007 Three Months Three Months (inception) ended ended through August 31, 2012 August 31, 2011 August 31, 2012 ---------- ---------- ---------- <S> <C> <C> <C> CASH FLOWS FROM OPERATING ACTIVITIES Net loss $ (1,148) $ (6,282) $ (124,233) Adjustments to reconcile net loss to net cash used in operating activities: Loss on Disposal of asset -- -- 24,000 Changes in operating assets and liabilities: Increase in Accounts Payable and Accrued Liabilities 765 1,275 5,297 ---------- ---------- ---------- NET CASH USED IN OPERATING ACTIVITIES (383) (5,007) (94,936) CASH FLOWS FROM INVESTING ACTIVITIES Purchase of Bioreactor Pod -- -- (24,000) ---------- ---------- ---------- NET CASH USED IN INVESTING ACTIVITIES -- -- (24,000) CASH FLOWS FROM FINANCING ACTIVITIES Loan Payable -- -- 100,000 Loan Payable - Related Party -- -- 10,274 Loan Repayment -- -- (50,000) Issuance of common stock for cash -- -- 80,000 ---------- ---------- ---------- NET CASH PROVIDED BY FINANCING ACTIVITIES -- -- 140,274 ---------- ---------- ---------- NET CHANGE IN CASH (383) (5,007) 21,338 CASH AT BEGINNING OF PERIOD 21,721 90,421 -- ---------- ---------- ---------- CASH AT END OF PERIOD $ 21,338 $ 85,414 $ 21,338 ========== ========== ========== The accompanying notes are an integral part of these unaudited financial statements. 5 <PAGE> AMERIWEST PETROLEUM CORP. (An Exploration Stage Company) Notes to Unaudited Financial Statements As of August 31, 2012 -------------------------------------------------------------------------------- NOTE 1. BASIS OF PRESENTATION The accompanying unaudited interim financial statements of Ameriwest Petroleum, Inc., have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in Ameriwest's Form 10-K filed with SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for fiscal 2012 as reported in the Form 10-K have been omitted. NOTE 2. GOING CONCERN As of August 31, 2012, Ameriwest has not generated revenues and has accumulated losses since inception. The continuation of Ameriwest as a going concern is dependent upon the continued financial support from its shareholders, its ability to obtain necessary equity financing to continue operations, and the attainment of profitable operations. These factors raise substantial doubt regarding Ameriwest's ability to continue as a going concern. NOTE 3. LOAN PAYABLE - RELATED PARTY As of August 31, 2012, there is a loan payable due to William Muran, sole officer and director of the Company, for $10,274, that is non-interest bearing, unsecured, with no specific repayment terms. NOTE 4. NOTE PAYABLE As of August 31, 2012, there is a loan payable to an unrelated party for $50,000 principal and $5,202 accrued interest. The loan bears interest at 6% per annum and is due December 2012. 6 <PAGE> ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION FORWARD LOOKING STATEMENTS This report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking states are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or out predictions. RESULTS OF OPERATIONS We are still in our exploration stage and have generated no revenues to date. The Company carried out the first phase of exploration on the Key 1-4 Mineral Claims, SW Goldfield Hills Area, Esmeralda County, Nevada, USA consists of approximately 83 acres. The results of Phase I were not promising and management determined it was in the best interests of the shareholders to abandon the property and we allowed the Claim to lapse in September 2009. On November 4, 2009 the Company signed a Letter of Intent with Suntech Energy of British Columbia to establish the basic terms to be used in a future asset purchase between the Company and Suntech Energy. The Agreement was to become effective on or before March 31, 2010. The letter of intent expired without having concluded the Agreement. On November 13, 2009, the Company purchased a bioreactor pod for $24,000 to use in a test process. If the results prove positive then the Company will proceed with acquiring the license rights for those pods. As of November 30, 2010, the Company has not been able to take possession and implement the testing of the bioreactor pod due to legal problems the manufacturer is experiencing. The Company therefore felt it was appropriate to write off the asset during the period ended November 30, 2010. As a result of the above noted events, we are now investigating other properties on which exploration could be conducted and other business opportunities to enhance shareholder value. We incurred operating expenses of $398 and $4,782 for the three months ended August 31, 2012 and 2011, respectively. These expenses consisted of $398 and $1,282, respectively, in general operating expenses and $0 and $3,500 in professional fees, respectively. There were $750 and $1,500 in interest expense, respectively, which resulted in Net Losses of $1,148 and $6,282 which we incurred in connection with the day to day operation of our business and the preparation and filing of our reports with the U.S. Securities and Exchange Commission. Our net loss from inception (May 30, 2007) through August 31, 2012 was $124,233. 7 <PAGE> As of August 31, 2012, there is a loan payable to the director for $10,274, that is non-interest bearing, unsecured, with no specific terms of repayment. As of August 31, 2012, there is a loan payable to an unrelated party in the amount of $50,000 with $5,202 in accrued interest. The loan bears interest at 6% per annum and is due in December 2012. The following table provides selected financial data about our company for the quarter ended August 31, 2012 and the year ended May 31, 2012. Balance Sheet Data: 08/31/12 05/31/12 ------------------- -------- -------- Cash $ 21,338 $ 21,721 Total assets $ 21,338 $ 21,721 Total liabilities $ 65,571 $ 64,806 Shareholders' deficit $(44,233) $(43,085) LIQUIDITY AND CAPITAL RESOURCES Our cash balance at August 31, 2012 was $21,338. We are an exploration stage company and have generated no revenue to date. Management believes our current cash balance will be sufficient to fund our operating activities over the next 12 months. PLAN OF OPERATION We are now investigating other properties on which exploration could be conducted and other business opportunities to enhance shareholder value. If we are unable to find another property or business opportunity, our shareholders will lose some or all of their investment and our business will likely fail. OFF-BALANCE SHEET ARRANGEMENTS We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors. ITEM 4. CONTROLS AND PROCEDURES. EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES We maintain "disclosure controls and procedures," as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the "Exchange Act"), that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such 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. We conducted an evaluation (the "Evaluation"), under the supervision and with the participation of our Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), of the effectiveness of the design and operation of our disclosure controls and procedures ("Disclosure Controls") as of the end of the period covered by this report pursuant to Rule 13a-15 of the Exchange Act. Based on this Evaluation, our CEO and CFO concluded that our Disclosure Controls were ineffective as of the end of the period covered by this report because of identification of a material weakness in our internal control over financial reporting which is identified in our Management's Report on Internal Control Over Financial Reporting included with our Annual Report on Form 10-K for the fiscal year ended May 31, 2012, which we view as an integral part of our disclosure controls and procedures. 8 <PAGE> CHANGES IN INTERNAL CONTROLS We have also evaluated our internal controls for financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of their last evaluation. LIMITATIONS ON THE EFFECTIVENESS OF CONTROLS Our management, including our CEO and CFO, does not expect that our Disclosure Controls and internal controls will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management or board override of the control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected. CEO AND CFO CERTIFICATIONS Appearing immediately following the Signatures section of this report there are Certifications of the CEO and the CFO. The Certifications are required in accordance with Section 302 of the Sarbanes-Oxley Act of 2002 (the Section 302 Certifications). This Item of this report, which you are currently reading is the information concerning the Evaluation referred to in the Section 302 Certifications and this information should be read in conjunction with the Section 302 Certifications for a more complete understanding of the topics presented. 9 <PAGE> PART II. OTHER INFORMATION ITEM 6. EXHIBITS The following exhibits are included with this quarterly filing: Exhibit No. Description ----------- ----------- 3.1 Articles of Incorporation (Incorporated by reference to our Registration Statement on form SB-2 filed on 8/8/07, SEC file #333-145225) 3.2 Bylaws (Incorporated by reference to our Registration Statement on form SB-2 filed on 8/8/07, SEC file #333-145225) 31 Sec. 302 Certification of Principal Executive & Financial Officer 32 Sec. 906 Certification of Principal Executive & Financial Officer 101 Interactive data files pursuant to Rule 405 of Regulation S-T. 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. October 15, 2012 Ameriwest Petroleum Corp. /s/ William J. Muran -------------------------------------------------- By: William J. Muran (Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, President, Secretary, Treasurer & Sole Director) 10

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PINX:AWSS Quarterly Report 10-Q Filing - 8/31/2012
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