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Just don't see this going anywhere soon
Ugly deficit of $5,000,000 and the only thing to do is issue shares
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During the fiscal year ended September 30, 2006 the Company began operating the Lindley lease located in Montgomery County, Kansas. While production has been minimal, the Company believes that additional development work on the lease can be advantageous. The Company also entered into farmout agreements on leases located in Jefferson County, Kansas and Chautauqua County, Kansas. At year-end a test well had been drilled on the Jefferson County lease (the Noll lease) and production casing has been set, and further completion procedures are planned.
The Company continues to seek additional working capital which will allow the Company to retain larger interests in the properties. Until we acquire this additional working capital, the Company will be forced to operate using the farmout method which results in a lower working and net revenue interest to the Company.
During the current fiscal year the Company continued to raise needed funds through the sale of common stock to existing shareholders. During the year we sold 663,456 shares and received $91,600 in proceeds from these sales. In order to continue operations the Company will need to continue to raise additional funds from common stock sales or other sources.
As shown in the accompanying financial statements, American Resources incurred recurring net losses of $401,267 and $217,319 in years ended September 30, 2007 and 2006, respectively, has an accumulated deficit of $4,535,812 and has minimal working capital. These conditions raise substantial doubt as to American Resource's ability to continue as a going concern. Management is trying to raise additional capital through sales of common stock. The financial statements do not include any adjustments that might be necessary if American Resources is unable to continue as a going concern.
As of September 30, 2007 the Company has been able to place $50,000 in long-term debt with a maturity of three years bearing interest at ten per cent per annum.
These notes are convertible into shares of the Company's stock which collateralizes the notes. The Company continues to seek these and other sources of financing.
Subsequent Events
On November 1, 2007 the Company's Board of Directors elected to declare a 10% stock dividend effective for shareholders of record as of November 30, 2007. The dividend shares are scheduled to be issued shortly. The dividend resulted in the issuance of 1,097,036 new shares.
In October of 2007 the Company sold 160,000 of its common shares for $25,000 to an investor. The investor received options exercisable at $0.15625 per share for 160,000 shares expiring in October 2008. Additionally an additional 403,500 shares were issued for consulting services valued at $79,770. An additional $10,000 in long-term debt was incurred with the same parameters as the above discussed long-term debt and the issuance of 80,000 shares as collateral.
In the period subsequent to December 31, 2007 the Company issued 200,000 shares for consulting services valued at $26,000, and sold 562,500 shares for cash of $45,000. The purchasers of the 562,500 shares also received one-year options for the purchase of 281,250 shares at $0.08 per share.
Currently the Company is attempting to finalize a gas supply and repurchase agreement with one of the largest gas producers and marketers in southeast Kansas. When finalized, American Resources will use the supplied gas in its gas re-pressurization project on the Ownbey lease in Chautauqua County, Kansas. The gas supplier will purchase any gas produced from the leases under the same contractual arrangement. At the time of this filing the Company was still finalizing the agreement.
Income Taxes
See Note 6 to the Financial Statements.
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Disclosure Regarding Forward-Looking Statements
This Form 10-KSB includes "forward-looking" statements within the meaning of
Section 27A of the Securities Act and the Company desires to take advantage of the "safe harbor" provisions thereof. Therefore, the Company is including this statement for the express purpose of availing itself of the protections of such safe harbor provisions with respect to all of such forward-looking statements.
The forward-looking statements in this Form 10-KSB reflect the Company's current views with respect to future events and financial performance. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ from those anticipated. In the Form 10-KSB, the words "anticipates", "believes", "expects", "intends", "future" and similar expressions identify forward-looking statements. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that may arise after the date hereof. All subsequent written and oral forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by this section.
Item 7. Financial Statements
The financial statement information for the Company is set forth immediately following the signature page of this Form 10-KSB. See the Index to Financial Statements on page F-1.
Item 8. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
In August of 2006 the Company dismissed Malone-Bailey, PC, of Houston, Texas as its independent auditor and appointed Turner, Stone, & Company LLP of Dallas, Texas as its independent auditor. The Company made the change because of the proximity of Turner, Stone & Company, LLP's location.
In August of 2005 the Company dismissed Bateman & Co., Inc., PC of Houston, Texas as its independent auditor and appointed Malone-Bailey, PC as its independent auditor. In March of 2005 Clyde Bailey, P.C. resigned as the firm's independent auditor. Therefore the Company engaged Bateman & Co., Inc. P. C. of Houston, Texas to perform the audit of the Company's financial statements as of September 30, 2004. The Company has had no disagreements on accounting and financial disclosure with its auditor or the previous auditors.
Item 8A. Controls and Procedures.
(a) Evaluation of Disclosure Controls and Procedures.
The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in its Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to its management, including its Chief Executive Officer, to allow timely decisions regarding required disclosure based closely on the definition of "disclosure controls and procedures" in Rule 13a-15(e). In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
At the end of the period covered by this Annual Report, we carried out an evaluation, under the supervision and with the participation of our management, including its Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based upon the foregoing, our Chief Executive Officer concluded that, as of September 30, 2006, our disclosure controls and procedures were not effective to ensure that the information required to be disclosed in the Company's Exchange Act reports was recorded, processed, summarized and reported on a timely basis.
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In connection with the completion of its audit of, and the issuance of its report on the financial statements of American Resources for the year ended September 30, 2005, Malone & Bailey, PC identified deficiencies in our internal controls related to the failure to record the value of common stock issued for services disclosure controls relating to such transactions during the interim periods of 2005. The adjustments to these accounts and the footnote disclosure deficiencies were detected in the audit process and have been appropriately recorded and disclosed in this Form 10-KSB. We are in the process of improving our internal controls by training our new bookkeeper in an effort to remediate these deficiencies. Additional effort is needed to fully remedy these deficiencies and we are continuing our efforts to improve and strengthen our control processes and procedures. Our management and directors will continue to work with our auditors and other outside advisors to ensure that our controls and procedures are adequate and effective.
Item 8B. Other Information.
None.
PART III
Item 9. Directors, Executive Officers, Promoters and Control Persons
Each of the officers and directors hold office for one year terms. None of the officers or directors have been involved in any material legal proceedings. The following are the officers and directors of the Company as of September 30, 2007:
Name Age Position Director Since
---- --- -------- --------------
B. Fred Oden, III 52 President and Director 2004
Michael H. McIlvain 61 Executive Vice President and Director 1999
Hugh Fowler 51 Secretary and Director 2004
Management.
B. Fred Oden III, age 52, Lewisville, Texas, has been President since August 1, 2006 and a director of the Company since November 15, 2004. He is also President and Chief Executive Officer of Sabine Operating Services, Inc., Westminster, Texas which is a Texas and Kansas licensed petroleum operator. Mr. Oden has more than twenty years experience in the oil and gas industry. A sociology and law enforcement graduate of Lamar State University, Beaumont, Texas, Mr. Oden is a Texas certified peace officer.
Michael H. McIlvain, age 61, Trophy Club, Texas is Executive Vice President and a director of the Company. Mr. McIlvain holds BS and MBA degrees from the University of Kansas. He has more than 20 years of experience in the oil and gas business, mainly with Clinton Oil Co., Wichita, Kansas, and Rickelson Oil and Gas Company, Tulsa, Oklahoma. Between 1994 and 1997, he was executive vice president of BeneFund, Inc., a publicly held telecommunications company based in Tulsa.
Hugh W. Fowler, age 51, Richardson, Texas has been a Vice-President and a director of the Company since November 15, 2004. He is a business administration graduate of Stephen F. Austin University, Nacogdoches, Texas and since 1977 has worked in the oil and gas industry, primarily in Southeastern, Kansas.
Item 10. Executive Compensation
None
Item 11. Security Ownership of Certain Beneficial Owners and Management
The following is certain information regarding the Company's common stock as of September 30, 2007 with respect to (a) security ownership of each person known by the Company to own beneficially more than 5% of the Company's common stock, and (b) security ownership of management.
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Ownership at September 30, 2007 Name and Address Number of Percent
Title of Class of Beneficial Owner Shares Owned of Class Notes
-------------- ------------------- ------------ -------- -----Common Stock M. H. McIlvain 766,872 7.31% See 1 below.No Par Value 110 Seminole
Trophy Club, TX 76262Common Stock B. Fred Oden 480,000 4.57% See 2 below.No Par ValueCommon Stock Hugh Fowler 137,219 1.31% See 3 below.No Par Value 505 Tiffany Trail
Richardson, Texas
All directors and officers
as a group (3 persons) 1,384,091 13.19%
There are no family relationships between the officers and directors.
1. Of Mr. McIlvain's shares 8,000 are held by Elizabeth L. McIlvain, his wife; 2,000 held by Elizabeth L. McIlvain as custodian for a minor child; and the remaining 756,872 shares are held directly.
2. 140,000 of Mr. Oden's shares are held by Sabine Operating Services, Inc. of which he is the President and majority shareholder.
3. 43,120 shares are held as tenants in common with Mr. Fowler's wife, Ruthye, and 40,000 shares are held by Mr. Fowler's minor children.
4. The directors include M. H. McIlvain, B. Fred Oden, and Hugh Fowler.
(c) Changes in Control
None.
Item 12. Certain Relationships and Related Transactions
Sabine Operating Services, Inc. (Sabine), a company of which Mr. Oden is the majority owner, operates the Kansas properties for the Company pursuant to a joint operating agreement. See Note 7 to the financial statements.
Item 13. Exhibits and Reports on Form 8-K
On November 1, 2007 a filing on Form 8-K was made informing that the directors had declared a 10% stock dividend to shareholders of record as of November 30, 2007.
On April 4, 2007 a filing on Form 8-K was made informing that the directors, acting upon shareholder approval had declared a reverse stock split of 1 for 50 effective April 16, 2007. Additionally, the Company's was changed from Golden Chief Resources, Inc. to American Resource Technologies, Inc.
On February 15, 2007 a filing on Form 8-K was made informing that an amended filing of the Company's 10-KSB dated September 30, 2005 was inadvertently made without the consent of the then independent auditor, and that the financial statements contained therein should not be relied upon.
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SIGNATURES
In accordance with Section 13 or 15 (d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
AMERICAN RESOURCE TECHNOLOGIES, INC.
Date: June 26, 2008 /s/ B. FRED ODEN, III
--------------------------
By: B. Fred Oden, III, President,
Chief Executive OfficerDate: June 26, 2008 /s/ M. H. MCILVAIN
--------------------------
By: M. H. McIlvain,
Executive Vice President,
and Principal Accounting Officer
In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:
Signature Title Date
--------- ----- ----/s/ B. FRED ODEN, III President & Director June 26, 2008
-----------------------
B. Fred Oden, III
/s/ M. H. MCILVAIN Exec. Vice President & Director June 26, 2008
-----------------------
M. H. McIlvain
/s/ HUGH FOWLER Secretary & Director June 26, 2008
-----------------------
Hugh Fowler
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Report of Independent Registered Public Accounting Firm
Board of Directors and Stockholders
American Resource Technologies, Inc.
We have audited the accompanying balance sheets of American Resource Technologies, Inc. (the Company) as of September 30, 2007 and 2006, and the related statements of operations, changes in stockholders' equity, and cash flows for the years then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of American Resource Technologies, Inc. at September 30, 2007 and 2006, and the results of its operations and cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the financial statements at September 30, 2007, the Company has limited working capital, and has incurred substantial operating losses resulting in an accumulated deficit of $4,535,812. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
/s/ Turner, Stone & Company, L.L.P.
Dallas, Texas.June 25, 2008
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-KSB/A
Amendment No.6
Annual Report Under Section 13 or 15 (d) of the Securities Exchange Act of 1934
For the fiscal year ended September 30, 2005
Commission file number: 0-12809
AMERICAN RESOURCE TECHNOLOGIES, INC.
(Name of small business issuer in its charter)
(Formerly known as Golden Chief Resources, Inc.)
State of Kansas 48-0846635
--------------- ----------
(State or other jurisdiction of (I.R.S.Employer
incorporation or organization) Identification No.)
896 N. Mill Street, Suite 203, Lewisville, Texas 75057
(Address of principal executive offices)(Zip code)
Issuer's telephone number: (972) 219-8585
Securities registered under Section 12 (g) of the Exchange Act: Common stock, no
par value
The issuer (1) has 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 [ ]
Check if disclosure of delinquent filers in response to Item 405 of Regulation S-B is not contained in this form, and no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB. [X]
Indicate by check mark whether the registrant is a shell company Yes [ ] No [X] (as defined in Rule 12b-2 of the Exchange Act).
State issuer's revenues for its most recent fiscal year $0.
The aggregate market value of the voting stock held by non-affiliates of the registrant on September 30, 2005, was $4,321,287. The number of shares outstanding of the registrant's common stock on April 21, 2008, was 12,996,021 shares.
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PART I
Item 1. Description of Business
(a) Business Development
We were originally incorporated as Arts Antique Autos, Ltd., and changed our name to Golden Chief Resources, Inc. on August 5, 1981. On April 4, 2007 the name was changed to American Resource Technologies, Inc. During the early 1980s, we engaged in oil and gas operating, mining, real estate operations. During the mid-1980s, we lost our asset and revenue base due to economic conditions, and liquidated assets and ceased operations in 1986 and we operated briefly again in 1999 - 2002 after a change in control. Accordingly, we remained dormant with no activity from 1987 - 1999 and again from 2002 until December 2004.
During its fiscal year ended September 30, 2005, we were not involved in any bankruptcy, receivership, or similar proceeding and underwent no material reclassification, merger, or consolidation. We do not anticipate involvement or participation in any of the above proceedings.
(b) Business of Issuer
We are seeking to re-enter the oil and gas industry as a producer, but the prospect is limited by the availability of sufficient funds to pursue this on a more active basis. We currently have two employees.
(c) Reports to Security Holders
We do not intend to deliver an annual report to our security holders. The public may read and copy any materials filed with the SEC, such as this Form 10-KSB and Form 10-QSB reports. We are an electronic filer under the SEC's EDGAR filing program. Accordingly, our filings are maintained by the SEC in a database at www.sec.gov and are available to all security holders.
Item 2. Description of Property
As of September 30, 2005, our assets consisted of only the Montgomery County Pipeline and the non-producing Lindley, Ownbey and Troyer leases.
Previously, we had oil and gas operations and as such are and will be subject to federal, state and local laws and regulations and by political developments. The domestic production and sale of oil and gas are subject to federal regulation by the Department of Energy and the Federal Energy Regulation Commission. Rates of production of oil and gas have for many years been subject to federal and state conservation laws and regulations. In addition, oil and gas operations are subject to extensive federal and state regulations concerning exploration, development, production, transportation and pricing, and to interruption or termination by governmental authorities.
The term "working interest" as used herein means all or a fractional part of the ownership rights granted by a concession or lease. The working interest, or a part thereof, pays all costs of operation and is entitled to the gross production less royalties retained by the grantor or lessor and less other royalties or non-operating interests created and assigned from the working interest.
Gas Reserves
Please review the notes attached to the financial statements which are made a part hereof.
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Item 3. Legal Proceedings
As of April 28, 2008 there were no legal proceedings to which we were a party, and no litigation is known to be pending.
Item 4. Submission of Matters to a Vote of Securities Holders
There have been no matters submitted to a vote of securities holders since December 17, 2001 at which a special meeting of shareholders was held in Dallas, Texas at which we agreed to effect a reverse split of our common stock at a 1 for 10 ratio. This action was effective as soon as practical and was effected in the trading of our shares on January 2, 2002. The meeting also approved the filing of an S-8 registration statement with the Securities and Exchange Commission to allow the issuance of shares to consultants, advisors and attorneys. The S-8 statement was filed on December 21, 2001. The meeting also approved the change of corporate name to be determined at a later date by management. See Subsequent Events below.
PART II
Item 5. Market for Common Equity and Related Stockholder Matters
(a) Market Information
Our shares have been trading sporadically, in the Pink Sheet market since late August of 2003, and based on information available directly from the Pink Sheet data center, share prices have ranged from an annual low of $0.01 per share to a high of $0.07 per share in June of this 2005. Our shares are traded under the symbol ARUR.
Our common stock had previously traded on the over the counter bulletin board under the symbol ARUR. The stock began trading in the Spring of 2000, and the following table shows the quarterly trading information for the previous fiscal year as provided by the National Quotation Bureau.
Closing Price
Quarter ended High Low
------------- ---- ---December 31, 2004 $0.013 $0.01
March 31, 2005 $0.023 $0.02
June 30, 2005 $0.035 $0.03
September 30, 2005 $0.025 $0.016
As of September 30, 2005, certain options have been granted to officers and key personnel as follows: 4,000 shares at an exercise price of $0.10 per share with expiration period of December 31, 2005. The preceding numbers of shares have been adjusted for the 1 for ten reverse split effected December 17, 2001
(b) Holders
As of September 30, 2005, there were approximately 300 stockholders of record of our common stock. Additional stockholders hold stock in street names; the number of street name holders is not available to us.
(c) Dividends
We have not declared or paid dividends in the past, and do not anticipate doing so in the immediate future.
Item 6. Management's Discussion and Analysis or Plan of Operations
In December of 2004 the Company entered into an agreement with International Royalty and Oil Co. (IROC) of Dallas, Texas in which the Company will acquire certain oil and gas leases located in Montgomery and Chautauqua Counties in
3
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southeast Kansas in exchange for 1,870,000 shares of the Company's common stock, subject to various conditions. Additionally the Company also agreed to issue 50,000 shares to acquire the marketing rights for an enhanced downhole separation device used in the oil and gas industry.
Also in December of 2004 in conjunction with the above transaction with IROC Mr.
Landrum and Mr. Hewitt resigned as officers and members of the board of directors and were replaced by Mr. Fred Oden and Mr. Hugh Fowler. Mr. Oden accepted the position of Vice President and Mr. Fowler accepted the position of Secretary and Mr. McIlvain was appointed as President.
At the end of the previous fiscal year the Company's management determined that continuing operation of the oil and gas properties was not of economic benefit to the Company and entered into an agreement with the Company's president whereby he agreed to accept the liabilities associated with the properties and receive the properties from the Company. This transaction effectively removed all producing properties and transferred them to the Company's president along with the liabilities associated with them.
In order for us to proceed, an input of capital and or assets must occur. We are actively seeking both.
During the years ended September 30, 2005 and 2004, we had no operations and incurred operating losses of $219,667 and $23,186 respectively.
During the year ending September 30, 2005, the Company issued:
o 2,060,000 common shares valued at $284,903 to related parties for the purchase of two oil and gas leases and gas system.
o 320,488 common shares for cash of $179,610.
o 21,825 common shares for services valued at $21,825.
o 140,000 shares for consulting fees valued at $70,000.
During the year ending September 30, 2004, the Company issued:
o 600,000 common shares to the Company's executive vice president to reduce the payable to him by $30,000.
o 10,000 common shares to the Company's previous independent auditor to eliminate the payable to him of $16,440.
o 614,000 shares of common stock for cash of $30,700.
In June 2003 the Company issued 100,000 shares to Jereta Sykes of Wichita, Kansas for the input of $5,000, which was used to reduce the account payable to the Company's Executive Vice President.
On December 17, 2001 a special meeting of shareholders was held in Dallas, Texas at which the Company agreed to effect a reverse split of its common stock at a 1 for 10 ratio. This action was effective as soon as practical and was effected in the trading of the Company's shares on January 2, 2002. The meeting also approved the filing of an S-8 registration statement with the Securities and Exchange Commission to allow the issuance of shares to consultants, advisors and attorneys. The S-8 statement was filed on December 21, 2001. The meeting also authorized management to pursue changing the corporate name to more accurately reflect the Company's current activities and business.
In December 2001 the Company issued common shares pursuant to the S-8 filing to Steve Owen in the amount of 50,000 shares valued at $175,000; Gene Maloney in the amount of 20,000 shares valued at $70,000; and 20,000 shares to Aden L.
Vickers valued at $70,000. The shares to Mr. Owen were issued pursuant to his agreement to provide specific consulting and advisory services in the area of petroleum engineering, identification of possible asset acquisitions, and petroleum geology services. The shares to Mr. Maloney were issued pursuant to his financial consulting agreement with the Company. The shares to Mr. Vickers were issued as payment for legal fees relative to the filing of the S-8 registration statement.
4
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During the quarter ended March 31, 2002 the Company has issued an additional 182,000 shares pursuant to the S-8 registration statement as follows. Gene Maloney was issued 38,000 shares (valued at $95,000) pursuant to his consulting agreement. Steve Owen was issued 120,000 shares (valued at $420,000) pursuant to his consulting and advisory agreement. William Andrew Stack was issued 40,000 shares (valued at $28,000) pursuant to his agreement to provide certain legal services to the Company. 44,000 shares (valued at $238,000) were issued to Dr.
Sarvotham Chary who has agreed to provide advisory services in overseas markets.
During the quarter ended June 30, 2002 the Company has issued an additional 180,000 shares (valued at $180,000) pursuant to the S-8 registration statement to consultants and attorneys pursuant to their agreement to provide certain legal services to the Company. The Company also issued 16,000 restricted shares to Vision Publishing for market research services which were valued at $12.000.
In September 2002, the Company issued a total of 300,000 shares to the officers of the Company in exchange for their agreement to waive and forego any benefit from their employment agreements and that the Company shall cancel those agreements including stock option grants. A total of $698,060 had been accrued as salaries under the respective employment agreements.
Subsequent Events
During the fiscal year ended September 30, 2006 the Company sold 243,240 shares and received $141,000 in proceeds from these sales. The Company also issued 50,000 shares with a fair market value of $25,000 for furniture and equipment and 7,600 shares for services of $8,000.
On December 21, 2006 the Company held a special shareholders meeting at which the shareholders approved a resolution authorizing the Board of Directors to evaluate the necessity of a reverse stock split and also to implement a reverse stock split if they determine it to be necessary. The shareholders also ratified the actions of the officers and directors since the last special shareholders meeting on December 17, 2001.
For the year ended September 30, 2007, the Company issued 663,456 shares of its common stock for $91,600. The Company also issued 3,340,090 shares of common stock for services of $245,667 and 580,845 shares of common stock to reduce accounts payable of $58,085. The Company reduced the number of shares outstanding by 133 for fractional shares which resulted from the stock split. As of September 30, 2007 the Company placed $50,000 in long-term debt with a maturity of three years bearing interest at ten per cent per annum. These notes are convertible into 400,000 shares of the Company's stock which collateralizes the notes. The Company continues to seek these and other sources of financing.
On April 4, 2007 the Company declared a reverse split of its common shares on the basis of 1 share for each 50 shares owned at the record date. The effects of this action are reflected in this filing. Also on April 4, 2007 the Company changed its name to American Resource Technologies, Inc.
On November 1, 2007 the Company's Board of Directors elected to declare a 10% stock dividend effective for shareholders of record as of November 30, 2007. The dividend shares have been issued and are in the process of being delivered to the shareholders. The dividend resulted in the issuance of 1,097,036 new shares.
In October of 2007 the Company sold 160,000 of its common shares for $25,000 to an investor. The investor received options exercisable at $0.15625 per share for 160,000 shares expiring in October 2008. Additionally an additional 403,500 shares were issued for consulting services. An additional $10,000 in long-term debt was incurred with the same parameters as the above discussed long-term debt and the issuance of 80,000 shares as collateral.
In the period subsequent to December 31, 2007 the Company issued 200,000 shares for consulting services valued at $26,000, and sold 562,500 shares for cash of $45,000. The purchasers of the 562,500 shares also received one-year options for the purchase of 281,250 shares at $0.08 per share.
Hey Rick Did you get another bunch of shares to start pumping this again?
New oil production for ARUR
American Resource Technologies, Inc. Announces Initial Production on Ownbey #9 and #10
Jul 1, 2008 12:11:00 PM
View Additional ProfilesLEWISVILLE, TX -- (MARKET WIRE) -- 07/01/08 -- American Resource Technologies, Inc. (PINKSHEETS: ARUR) reports the operator has notified them that they have put the Ownbey #9 & #10 wells on production. Initial aggregate production from the wells has averaged 10 to 12 barrels of oil per day. The Company is extremely encouraged by the results to date. The Ownbey lease is located in Chautauqua County, Kansas and is part of the Company's ongoing project in the Ownbey-Troyer area.
About American Resource Technologies, Inc.
The company is based in Lewisville, Texas. Additional information about the Company is available at www.arur.us
Click here to join our email alert list: http://www.b2i.us/irpass.asp?BzID=1377&to=ea&s=0
Where this statement includes "forward-looking" statements within the meaning of Section 27A of the Securities Act, the Company desires to take advantage of the "safe harbor" provisions thereof. Therefore, the Company is including this statement for the express purpose of availing itself of the protections of such safe harbor provisions with respect to all of such forward-looking statements. The forward-looking statements in this announcement reflect the Company's current views with respect to future events and financial performance. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ from those anticipated. In this announcement, the words "anticipates," "believes," "expects," "intends," "future" and similar expressions identify forward-looking statements. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that may arise after the date hereof. All subsequent written and oral forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by this statement.
I was looking for the 504D, so for one not to exist he must be selling unregistered shares. The business that is supposedly growing is generating no revenues, the typical pink.
With room to dump more on a non-business. IMO The only reason that there is only 12 Million is because of the huge R/S this company gave its shareholders
There were 12,996,021 shares of common stock,
No Par Value, outstanding as of April 22, 2008.
http://www.sec.gov/Archives/edgar/data/752391/000105050208000139/0001050502-08-000139.txt
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ACCESSION NUMBER: 0001050502-08-000139
CONFORMED SUBMISSION TYPE: 10QSB
PUBLIC DOCUMENT COUNT: 3
CONFORMED PERIOD OF REPORT: 20080331
FILED AS OF DATE: 20080514
DATE AS OF CHANGE: 20080514
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: American Resource Technologies, Inc.
CENTRAL INDEX KEY: 0000752391
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 480846635
STATE OF INCORPORATION: KS
FISCAL YEAR END: 0930
FILING VALUES:
FORM TYPE: 10QSB
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-12809
FILM NUMBER: 08830456
BUSINESS ADDRESS:
STREET 1: 896 N. MILL STREET
STREET 2: SUITE 203
CITY: LEWISVILLE
STATE: TX
ZIP: 75057
BUSINESS PHONE: 972-219-8585
MAIL ADDRESS:
STREET 1: 896 N. MILL STREET
STREET 2: SUITE 203
CITY: LEWISVILLE
STATE: TX
ZIP: 75057
FORMER COMPANY:
FORMER CONFORMED NAME: GOLDEN CHIEF RESOURCES INC
DATE OF NAME CHANGE: 19990812
</SEC-HEADER>
<DOCUMENT>
<TYPE>10QSB
<SEQUENCE>1
<FILENAME>art308.txt
<DESCRIPTION>10QSB
<TEXT>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended MARCH 31, 2008
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission file number 0-12809
AMERICAN RESOURCE TECHNOLOGIES, INC.
------------------------------------
(Formerly Golden Chief Resources, Inc.)
---------------------------------------
(Exact name of small business issuer as specified in its charter)
State of Kansas 48-0846635
--------------- -----------
(State or other jurisdiction of (IRS Employer
incorporation or organization) I. D. Number)
896 N. Mill Street, Suite 203, Lewisville, Texas 75057
------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (972) 219-8585
Check whether the issuer (1) filed all reports required to be filed by Sections
13 or 15(d) of the Securities 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 check mark whether the registrant is a Yes [ ] No [X]
shell company (as defined in Rule 12b-2 of the Exchange Act).
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
There were 12,996,021 shares of common stock,
No Par Value, outstanding as of April 22, 2008.
Transitional Small Business Disclosure Format (check one); Yes [ ] No [X]
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C>
Item 1. Financial Statements
American Resource Technologies, Inc.
Balance Sheets
(Unaudited)
March 31 September 30
2008 2007
A S S E T S
Current assets:
Cash $ 1,891 $ 25,280
------------ ------------
Total current assets 1,891 25,280
------------ ------------
Property & equipment
Producing oil & gas properties, net of accumulated depletion
of $19,694 and $10,993 respectively 234,610 243,311
Furniture & fixtures, net of accumulated depreciation
of $6,250 and $4,250 respectively 18,750 20,250
------------ ------------
253,360 263,561
------------ ------------
Other assets
Montgomery pipeline 34,789 34,789
------------ ------------
Total 34,789 34,789
------------ ------------
Total assets $ 290,040 $ 323,630
============ ============
L I A B I L I T I E S and S T O C K H O L D E R S' E Q U I T Y
Current liabilities
Accounts payable $ 58,324 $ 19,980
Advances from related party 21,044 5,040
------------ ------------
Total current liabilities 79,368 25,020
------------ ------------
Long-term liabilities
Long-term notes payable 60,000 50,000
------------ ------------
Total long-term liabilities 60,000 50,000
------------ ------------
Stockholders' equity
Common stock, no par value
authorized 500,000,000 shares; 12,433,521
and 10,492,985 issued and outstanding, respectively 4,915,192 4,784,422
Accumulated deficit (4,764,520) (4,535,812)
------------ ------------
Total stockholders' equity 150,672 248,610
------------ ------------
Total liabilities and stockholders' equity $ 290,040 $ 323,630
============ ============
The accompanying notes are an integral part of the financial statements.
2
<PAGE>
American Resource Technologies, Inc.
Statements of Operations
For Three and Six Month Periods Ended March 31, 2008 and 2007
(Unaudited)
Three Months Ended March 31, Six Months Ended March 31,
2008 2007 2008 2007
------------ ------------ ------------ ------------
Revenue
Oil and gas $ 4,116 $ 3,144 $ 21,205 $ 3,144
Cost of Revenues
Lease operating expenses 3,136 25,201 11,237 36,317
Depletion 3,243 1,115 8,700 1,115
------------ ------------ ------------ ------------
Total Cost of Revenues 6,379 26,316 19,937 37,432
General & administrative expenses 102,182 34,472 229,974 61,897
------------ ------------ ------------ ------------
Total Operating expenses 108,561 60,788 249,911 99,329
Net loss $ (104,445) $ (57,644) $ (228,706) $ (96,185)
============ ============ ============ ============
Basic & diluted Net Loss Per Share $ (0.01) $ (0.01) $ (0.02) $ (0.02)
============ ============ ============ ============
Weighted Average Shares Outstanding 12,397,738 6,063,957 11,898,755 5,825,342
============ ============ ============ ============
The accompanying notes are an integral part of the financial statements.
3
<PAGE>
American Resource Technologies, Inc.
Statement of Changes in Stockholders' Equity
For the Six Month Period Ended March 31, 2008
(Unaudited)
Total
Common Stock Accumulated Stockholders'
Shares Amount Deficit Equity
----------- ----------- ----------- -----------
Balances September 30, 2007 10,492,985 $ 4,784,422 $(4,535,812) $ 248,610
Shares issued for:
Cash 160,000 25,000 25,000
Services 403,500 79,770 79,770
Note collateral 80,000 -- --
Dividend shares 1,093,361 -- --
Net loss (124,263) (124,261)
----------- ----------- ----------- -----------
Balances December 31, 2007 12,229,846 $ 4,889,192 $(4,660,075) $ 229,119
Shares issued for:
Services 200,000 26,000 26,000
Round-up of Dividend shares 3,675 -- --
Net loss (104,445) (104,447)
----------- ----------- ----------- -----------
Balances March 31, 2008 12,433,521 $ 4,915,192 $(4,764,520) $ 150,672
=========== =========== =========== ===========
The accompanying notes are an integral part of the financial statements.
4
<PAGE>
American Resource Technologies, Inc.
Statements of Cash Flows
For the Six Month Periods Ended March 31, 2008 and 2007
(Unaudited)
2008 2007
--------- ---------
Cash Flows from Operating Activities:
Net Loss $(228,706) $ (96,185)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation 1,500 1,500
Depletion 8,700 1,115
Stock Issued for Services 105,770 8,000
Change in operating assets and liabilities:
Decrease(increase) in:
Advances to related parties 16,003 (25,993)
Accounts Payable 38,344 26,860
--------- ---------
Net Cash Used in Operating Activities (58,389) (84,703)
--------- ---------
Cash Flows from Financing Activities:
Proceeds of stock sales 25,000 84,695
Long-term debt 10,000 --
--------- ---------
Net Cash Provided by Financing Activities 35,000 84,695
--------- ---------
Net Decrease in Cash (23,389) (8)
Cash -Beginning of period 25,280 191
--------- ---------
Cash -End of period $ 1,891 $ 183
========= =========
Supplementary Disclosure:
Cash Paid for Interest $ -- $ --
Cash Paid for Taxes -- --
Non-cash transactions:
Shares Issued for:
Reduction of payables $ -- $ 58,085
The accompanying notes are an integral part of the financial statements.
5
</TABLE>
<PAGE>
American Resource Technologies, Inc.
Notes to Financial Statements
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited financial statements of American Resource
Technologies, Inc. have been prepared in accordance with accounting principles
generally accepted in the United States of America for interim financial
statements and with the instructions to Form 10-QSB and Regulation S-B for the
three and six month periods ended March 31, 2008 and 2007 and reflect, in the
opinion of management, all adjustments, which are of a normal and recurring
nature, necessary for a fair presentation of the results for such periods. The
foregoing financial statements do not include all information and footnotes
required by accounting principles generally accepted in the United States of
America for complete financial statements. However, except as disclosed herein,
there has been no material change in the information disclosed in the notes to
financial statements for the year ended September 30, 2007 included in American
Resource Technologies' Annual Report on Form 10-KSB filed with the Securities
and Exchange Commission. The interim unaudited financial statements should be
read in conjunction with the annual financial statements and accompanying notes.
Operating results for the three months ended March 31, 2008 are not necessarily
indicative of the results that may be expected for the year ending September 30,
2008.
NOTE 2 - ACCOUNTING POLICIES
Property and equipment are carried at cost. Depreciation of property and
equipment is provided using the straight-line method at rates based on the
following estimated useful lives:
Estimated
Classification Useful Life
-------------- -----------
Furniture and fixtures 10 Years
Computer equipment 5 Years
The cost of asset additions and improvements that extend the useful lives of
property and equipment are capitalized. Routine maintenance and repair items are
charged to current operations. The original cost and accumulated depreciation of
asset dispositions are removed from the accounts and any gain or loss is
reflected in the statement of operations in the period of disposition.
NOTE 3 - COMMON STOCK
During the three months ended March 31, 2008 the Company issued 200,000 shares
for services valued at $26,000.
During the three months ended December 31, 2007, American Resources issued
160,000 shares of common stock for cash of $25,000. An additional 403,500 shares
were issued for services of $79,770, and 80,000 shares were issued as collateral
on long-term debt. The Company also announced a 10% stock dividend to
shareholders and the dividend resulted in the issuance of 1,097,036 new shares.
During the three months ended December 31, 2006, American Resource Technologies
issued: 128,000 shares of common stock for cash of $25,600 and 20,000 shares for
$4,000 in services.
During the three months ended March 31, 2007, American Resource Technologies
issued:
o 10,000 shares of common stock for cash of $1,000.
o 580,845 shares of common stock to reduce payables of $58,085.
o 20,000 shares of common stock for services of $4,000.
NOTE 4 - SUBSEQUENT EVENT
Subsequent to March 31, 2008 the Company sold 562,500 shares for cash of
$45,000. The purchasers of the 562,500 shares also received one-year options for
the purchase of 281,250 shares at $0.08 per share.
6
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C>
NOTE 5 - STOCK OPTIONS
The following table lists the options outstanding at March 31, 2008.
Date of
Grantee Grant Exp. Date Price # Shares
- ---------------------------------- ---------- ---------- --------- ----------
Pinnacle Consulting Group, Inc. 8/10/2007 1/10/2012 $ 0.10 100,000
Pinnacle Consulting Group, Inc. 8/10/2007 1/10/2012 $ 0.15 100,000
Gary Hartstein 8/15/2007 8/15/2008 $ 0.125 100,000
William Becker 8/15/2007 8/15/2008 $ 0.125 100,000
Becker 1987 Trust 8/15/2007 8/15/2008 $ 0.125 40,000
Kahanic Trust 10/12/2007 10/31/2008 $ 0.15625 160,000
----------
Total options outstanding at 3/31/08 600,000
The outstanding options were purchased by the holders as part of their purchase
of restricted common shares on or about the issue date of the options.
Item 2: Management's Discussion and Analysis of Financial Condition and Results
of Operations.
General:
During the current quarter the Company continued operation of the Lindley and
Ownbey leases and visited with several possible sources of capital to implement
the gas re-injection program on the Ownbey lease.
Capital Resources:
During the current quarter, our capital resources were extremely limited. Our
prospects will depend entirely on the Company's ability to secure future
financing and develop additional producing oil & gas properties.
Assets as of March 31, 2008 amounted to $310,201, consisting primarily of the
producing oil & gas leases and the Montgomery County gas pipeline.
Results of Operations:
During the three months ended March 31, 2008, oil & gas production revenues
amounted to $4,116, roughly a 30% increase from the comparable period in the
prior year. Lease operating expenses and depletion for the three months ended
March 31, 2008 amounted to $6,379 resulting in a loss on oil & gas operations of
$2,263 for the quarter and a profit of $1,268 for the six months ended March
31,2008.
General & administrative expenses amounted to $102,182 for the three months
ended March 31, 2008, an increase of $67,710 from the comparable period in the
prior year. Our net loss for the three months ended March 31, 2008 amounted to
$104,445, an increase of $46,801 over the comparable quarter of the prior year
and resulting in a loss from operations of $228,706 for the six month period
ended March 31, 2008. The increase in general and administrative expense
resulted from increased consulting fees and increased accounting and audit fees.
Our net loss from operations for the six-month period ended March 31, 2007
amounted to $96,185.
Liquidity
American Resource Technologies used cash in its operating activities in the
amount of $48,388, a decrease of $36,307 over the comparable period of the prior
year. The decrease primarily resulted from the Company paying consulting fees
with common stock.
Subsequent Events:
Subsequent to March 31, 2008 the Company sold 562,500 shares for cash of
$45,000. The purchasers of the 562,500 shares also received one-year options for
the purchase of 281,250 shares at $0.08 per share.
7
</TABLE>
<PAGE>
Disclosure Regarding Forward-Looking Statements:
Where this Form 10-QSB includes "forward-looking" statements within the meaning
of Section 27A of the Securities Act, we desire to take advantage of the "safe
harbor" provisions thereof. Therefore, we are including this statement for the
express purpose of availing ourselves of the protections of such safe harbor
provisions with respect to all of such forward-looking statements. The
forward-looking statements in this Form 10-QSB reflect our current views with
respect to future events and financial performance. These forward-looking
statements are subject to certain risks and uncertainties that could cause
actual results to differ from those anticipated. In this Form 10-QSB, the words
"anticipates," "believes, "expects," "intends," "future" and similar expressions
identify forward-looking statements. We undertake no obligation to publicly
revise these forward-looking statements to reflect events or circumstances that
may arise after the date hereof. All subsequent written and oral forward-looking
statements attributable to us or persons acting on our behalf are expressly
qualified in their entirety by this section.
PART II. OTHER INFORMATION
Item 2. Changes in Securities
Effective at a December 21, 2006 special shareholders' meeting the Registrant's
shareholders granted the Board of Directors to effect a reverse split of the
Registrant's common shares. At a special Board of Directors meeting on April 4,
2007 the directors effected a reverse split of 1 to fifty (50). The action is to
be effective as of April 16, 2007 or as soon thereafter as practical. The
Registrant retained the authority to issue up to 500,000,000 shares.
ITEM 3. CONTROLS AND PROCEDURES.
a) Evaluation of Disclosure Controls and Procedures. As of December 31,
2005, the Company's management carried out an evaluation, under the
supervision of the Company's Chief Executive Officer and Chief Financial
Officer of the effectiveness of the design and operation of the Company's
system of disclosure controls and procedures pursuant to the Securities and
Exchange Act, Rule 13a-15(e) and 15d-15(e) under the Exchange Act). Based
upon that evaluation, the Chief Executive Officer and Chief Financial
Officer concluded that the Company's disclosure controls and procedures
were not effective, as of the date of their evaluation, for the purposes of
recording, processing, summarizing and timely reporting material
information required to be disclosed in reports filed by the Company under
the Securities Exchange Act of 1934. Our auditors proposed material
adjustments related to the issuance of stock for services, among others,
which have been recorded by the Company. The Company is working to improve
our accounting expertise to eliminate such adjustments in the future.
b) Changes in internal controls. There were no changes in internal controls
over financial reporting, known to the Chief Executive Officer or Chief
Financial Officer that occurred during the period covered by this report
that has materially affected, or is likely to materially effect, the
Company's internal control over financial reporting.
Item 4. Submission of Matters to a Vote of Securities Holders
No matters have been submitted to a vote of the securities holders during the
current quarter.
Item 6. Exhibits and Reports on Form 8-K
There were no filings on Form 8-K during the current quarter.
On January 8, 2007 the Company filed an amended report on Form 8-K discussing
the change in certifying accountant to Turner, Stone & Co. On February 15, 2007
the Company filed a report on Form 8-K which said on October 13, 2006 Registrant
filed an amended Form 10-KSB for the year ended September 30, 2005. At that time
Registrant did not feel the necessity to ask for and receive the independent
auditor's (Malone & Bailey) consent to include their opinion on and the
financial statements in the filing. Readers of the amended filing therefore
should not rely on the financial statements and the auditor's opinion included
therein.
8
<PAGE>
Also on February 15, 2007 the Company filed an amended report on Form 8-K which
included Malone & Bailey's letter in response to the change in certifying
accountants.
On March 12, 2007 the Company filed a report on Form 8-K which said on October
13, 2006 Registrant filed an amended Form 10-KSB for the year ended September
30, 2005. At that time Registrant did not feel the necessity to ask for and
receive the independent auditor's (Malone & Bailey) consent to include their
opinion on and the financial statements in the filing. Readers of the amended
filing therefore should not rely on the financial statements and the auditor's
opinion included therein.
The Company was notified on February 7, 2007 by Malone & Bailey that they had
not consented to the inclusion of their opinion and financial statements. The
financial statements and the opinion covered the fiscal year ending September
30, 2005.
On March 23, 2007 the Company filed a report on Form 8-K which said on February
21, 2007 Registrant filed a Form 10-KSB for the year ended September 30, 2006.
Registrant inadvertently included a preliminary opinion from its independent
auditors, Turner, Stone & Co. LLP, in that filing. We have been informed by
Turner, Stone that they have not fully completed their audit engagement, but
expect to do so shortly. Readers of that filing therefore should not rely on the
financial statements and the auditor's opinion included therein. The financial
statements and the opinion covered the fiscal year ending September 30, 2006.
On April 12, 2007 the Company filed a report on Form 8-K which stated Effective
at a December 21, 2006 special shareholders' meeting the Registrant's
shareholders granted the Board of Directors to effect a reverse split of the
Registrant's common shares. At a special Board of Directors meeting on April 4,
2007 the directors effected a reverse split of 1 to fifty (50). The action is to
be effective as of April 16, 2007 or as soon thereafter as practical. The
Registrant retained the authority to issue up to 500,000,000 shares.
Pursuant to a special shareholders meeting dated December 17, 2001 where the
shareholders authorized the Board of Directors the effect a name change for the
Registrant; the directors at a special board meeting held April 4, 2007 effected
the change of the Registrant's name to "American Resource Technologies, Inc."
This change has been filed and accepted by the Kansas Secretary of State as of
April 9, 2007.
SIGNATURES
In accordance with Section 13 or 15 (d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
AMERICAN RESOURCE TECHNOLOGIES, INC.
Date: May 13, 2008 /s/ B. FRED ODEN, III
------------------------------
By: B. Fred Oden, III, President
Date: May 13, 2008 /s/ M. H. MCILVAIN
------------------------------
By: M. H. McIlvain, Executive Vice-President
& Chief Financial Officer
9
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31.1
<SEQUENCE>2
<FILENAME>art30831-1.txt
<DESCRIPTION>CERTIFICATION
<TEXT>
Exhibit 31.1
CERTIFICATION
I, M. H. McIlvain, Executive Vice President and Chief Financial Officer, certify
that:
1. I have reviewed this quarterly report on Form 10-QSB of American Resource
Technologies, Inc.;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;
4. I am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
registrant and we have:
a) designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our supervision, to
ensure that material information relating to the registrant is made known to us
by others within the Corporation, particularly during the period in which this
quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures and presented in this report our conclusions about the effectiveness
of the disclosure controls and procedures, as of the end of the period covered
by this report based on such evaluation; and
c) disclosed in this report any change in the registrant's internal control
over financial reporting that occurred during the registrant's most recent
fiscal quarter that has materially affected, or is reasonably likely to
materially affect, the registrant's internal control over financial reporting;
and
5. I have disclosed, based on my most recent evaluation of internal control
over financial reporting, to the registrant's auditors and the audit committee
of registrant's board of directors (or persons performing the equivalent
function):
a) all significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are reasonably
likely to adversely affect the registrant's ability to record, process,
summarize and report financial information; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal control over
financial reporting.
Date: May 13, 2008
By: /s/ M. H. McIlvain
- ----------------------
M. H. McIlvain
Executive Vice President & Chief Financial Officer
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32.1
<SEQUENCE>3
<FILENAME>art30832-1.txt
<DESCRIPTION>CERTIFICATION
<TEXT>
Exhibit 32.1
CERTIFICATION PURSUANT TOSECTION
906 OF THE SARBANES-OXLEY ACT OF 2002
(18 U.S.C. SECTION 1350)
In connection with the quarterly filing of American Resource Technologies, Inc.,
a Kansas corporation (the "Company"), on Form 10-QSB for the period ended March
31, 2008, as filed with the Securities and Exchange Commission (the "Report"),
I, M. H. McIlvain, Executive Vice President of the Company, certify, pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C.ss.1350), that:
(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of
the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company.
May 13, 2008
By: /s/ M. H. McIlvain
- ----------------------
M. H. McIlvain
Executive Vice President & Chief Financial Officer
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
All I can tell you is still much of the same. Sell stock and produce nothing about sums it up. Wish I could say otherwise.
IMHO
hey puppman , I have an investor buddy in this stock , it came up in conversation, and I looked in to the board here on ihub , they took him on a field trip years back , like 6-8yrs. ago , he invested 50,000 dollars , they never produced , now it's been , name change , ticker change , [I think more than once since then] r/s , value for him went almost to zero , he's older [74 ] doesn't do research , doesn't understand computers worth a sh** , and still has the stock certificates under the old name [golden chief resources] so what is the latest on the company , not much in ibox , GLTY !!!!!
You may be right but the same Crap has been slung for quite awhile now. Sure glad I didn't buy more when this was in the teens while a few that where here where trying to get me and others to buy.
Hi Puppman,
I sent an e-mail to ARUR to ask for a detail letter to share holders about the share increase. I will let you know their response.
In addition, I understand that the wells just drilled are being completed shortly. ARUR will provide an update in the near future to let us know what amount of oil is flowing.
IMO, if the wells are as successful as mentioned by the president on Wall Street Reporter, the annual income for ARUR will be more than their total market cap today. IMO, we will see a very good share increase.
I loook forward to their operational update.
Yep, They keep issuing shares and they keep losing money
ARUR 10QSB out;
http://www.sec.gov/Archives/edgar/data/752391/000105050208000054/0001050502-08-000054-index.htm
Good luck.
Notice the PR today and the fall in price. Hmmm. This is my favorite...
Why Mr. Oden likens his company to "McDonald's in the `60s.
I have nothing to do with filing q or k are you
are you really that clueless?
Rick How about an apology. This company is now a pinksheet once again...
13:33 ARURE American Resource Technologies Inc. (Kansas) Common Stock 1/25/2008 Failure To Comply With NASD 6530; Added to Other OTC (ARUR)
Time & Sales
Price Size Exch Time
0.06 5000 OBB 12:58:52
0.06 10000 OBB 12:58:48
0.05 5000 OBB 12:58:36
z 0.09 6000 OBB 09:38:18
0.08 707 OBB 01/18
0.11 4400 OBB 01/18
0.08 5000 OBB 01/18
0.10 5009 OBB 01/18
The
previously issued financial statements included a typing error which reflected
the accumulated deficit in the balance sheet as ($781,436) when in fact the
amount should have been reflected as (4,781,436).
Another typing error in the statement of operations reflected the net loss from
operations and the net loss as ($1,090,883) when in fact both amounts should
have been presented as ($1,083,878). Additionally, the statement of operations
presented herein includes a reclassification of $935,000 of expense resulting
from the issuance of stock for services of which $230,206 was previously
presented as compensation and $704,794 was previously presented as other
expense.
As shown in the accompanying financial statements, American Resources incurred
recurring net losses of $394,907 and $182,483 in years ended September 30, 2007
and 2006, respectively, has an accumulated deficit of $5,358,826 and has minimal
working capital. These conditions raise substantial doubt as to American
Resource's ability to continue as a going concern. Management is trying to raise
additional capital through sales of common stock and debt. The financial
statements do not include any adjustments that might be necessary if American
Resources is unable to continue as a going concern.
wow $245,000 for consulting fees...
2007 2006
Revenue
Oil and gas $ 18,550 $ 11,218
---------------- ----------------
Total revenue 18,550 11,218
Cost of revenues:
Lease operating expenses 76,652 51,937
Depletion 7,681 3,313
---------------- ----------------
Total cost of revenues 84,333 55,250
(65,783) (44,032)
Operating expenses:
Consulting fees 245,500 24,500
Depreciation 3,000 1,750
Professional fees 35,470 35,243
Public relations 250 4,721
Travel 4,861 6,368
Rent 17,100 15,725
Other 22,943 50,144
---------------- ----------------
Total operating expenses 329,124 138,451
---------------- ----------------
Loss from operations (394,907) (182,483)
Other income/(expenses) - -
---------------- ----------------
Oh Ya. This stock is rockin... To bad it is rockin the wrong way. Nice paint EOD...
0.18 250 OBB 15:55:26
0.11 5000 OBB 15:52:49
0.12 1393 OBB 15:06:37
0.14 5000 OBB 14:22:20
0.16 500 OBB 13:13:59
0.18 5000 OBB 13:13:59
Great New Interview with the CEO Fred Oden
http://www.wallstreetreporter.com/page.php?page=featured&tab=2&id=27692
13:31 1/18/2008 ARUR ARURE American Resource Technologies Inc. (Kansas) Common Stock Delinquent
ARUR oil revenue increases more than 65%
Press Release Source: American Resource Technologies, Inc.
American Resource Technologies, Inc. Reports Increased Revenues
Thursday December 20, 12:31 pm ET
LEWISVILLE, TX--(MARKET WIRE)--Dec 20, 2007 -- American Resource Technologies, Inc. (formerly Golden Chief Resources, Inc.) (OTC BB:ARUR.OB - News) (OTC BB:ARUR.OB - News) reports that in the fiscal year ending September 30, 2007 the Company's oil revenue increased more than sixty-five per cent (65%). This increase is due to bringing several new wells on line during the Company's fiscal fourth quarter. This information will be reflected in the Company's 10-KSB which will be filed early in January.
The Company's operator has also advised the Company the Lindley 4-07 well located in Montgomery County, Kansas is being completed as a producer and production casing will be set today. Additionally, the Lindley 1-07 is ready for production when the electric utility makes power available to the lease.
Since the Company began drilling operations more than a year ago, we have drilled 11 wells, all of which have been completed as producers, and reworked 6 wells, all successfully completed and placed in production.
About American Resource Technologies, Inc.
The company is based in Lewisville, Texas. Additional information about the Company is available at www.americanresourcetechnologies.com
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Where this statement includes "forward-looking" statements within the meaning of Section 27A of the Securities Act, the Company desires to take advantage of the "safe harbor" provisions thereof. Therefore, the Company is including this statement for the express purpose of availing itself of the protections of such safe harbor provisions with respect to all of such forward-looking statements. The forward-looking statements in this announcement reflect the Company's current views with respect to future events and financial performance. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ from those anticipated. In this announcement, the words "anticipates," "believes, "expects," "intends," "future" and similar expressions identify forward-looking statements. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that may arise after the date hereof. All subsequent written and oral forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by this statement.
Contact:
American Resource Technologies, Inc.
896 N. Mill Street, Suite 203
Lewisville, Texas 75057
972 219-8585
Operational update on ARUR
American Resource Technologies, Inc. Reports on Latest Well Completions
Dec 6, 2007 12:49:00 PM
LEWISVILLE, TX -- (MARKET WIRE) -- 12/06/07 -- American Resource Technologies, Inc. (formerly Golden Chief Resources, Inc.) (OTCBB: ARUR) (PINKSHEETS: ARUR) was informed by the operator that initial completion operations have been completed on the Lindley #1-07 located in Montgomery County, Kansas. Initial swabbing tests were very encouraging, and based on them if the oil-water ratio improves to as little as thirty percent (30%), this well could produce approximately 55 barrels of oil per day. At today's prices, our twenty-five percent (25%) working interest could receive approximately $26,000 of revenue per month. It should be noted these figures are calculated from swabbing results and are NOT a projection of daily oil production. We plan to produce the well for several weeks before actual production figures are released.
The operator also reported they have set production strings on the Ownbey #9 and #10 and are in the process of laying the flow lines and electric lines. These wells will be placed on production as soon as the tanks are delivered and final connections completed. We anticipate bringing them on line by the end of the year.
In regard to the Company's shares, we were pleased to note that on December 5, 2007 the Company's shares were reported as having the fifteenth (15th) largest percentage price increase on the over the counter market of 61.11%. This may have been the result of the Company's shares being listed as a "stock to watch" on at least one financial website.
About American Resource Technologies, Inc.
The company is based in Lewisville, Texas. Additional information about the Company is available at www.americanresourcetechnologies.com
Click here to join our email alert list: http://www.b2i.us/irpass.asp?BzID=1377&to=ea&s=0
Where this statement includes "forward-looking" statements within the meaning of Section 27A of the Securities Act, the Company desires to take advantage of the "safe harbor" provisions thereof. Therefore, the Company is including this statement for the express purpose of availing itself of the protections of such safe harbor provisions with respect to all of such forward-looking statements. The forward-looking statements in this announcement reflect the Company's current views with respect to future events and financial performance. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ from those anticipated. In this announcement, the words "anticipates," "believes," "expects," "intends," "future" and similar expressions identify forward-looking statements. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that may arise after the date hereof. All subsequent written and oral forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by this statement.
I found this info on www.barcharts.com
http://quote.barchart.com/texpert.asp?sym=ARUR
latest update on ARUR website
11-01-07
Since the completion of the drilling phase of the Lindley 1-07, we have been concentrating on data analysis and completion of previous drilling projects. We have scheduled a completion rig for the Ownbey #9 & #10 for 11-6-2007. We have ordered the casing and production strings for three Lindley reworks to be delivered next week. The new road on the Lindley lease is under construction and should be completed some time next week. This will make access and egress much easier. We had to move equipment with a dozer last week while we were drilling. That was costly and time consuming. As most of you know, we contract the operations on these leases and enjoin with other entities on drilling and rework projects for a carried Working Interest. Currently our portion of production is approximately 140 barrels of oil per month. At current field prices, this equates to approximately $12,656.00 per month to American Resource Technologies, Inc. (ARUR). The latest information on our first Lindley wells indicates it could easily double the amount of our production. If so, this will increase our monthly revenues above $25,000.00. We are excited about our new well and anxious to further develop the lease.
and another
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11/30/07 more paid promos,you know how they read.
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American Resource Technologies, Inc. Announces New Project
via COMTEX
November 29, 2007
LEWISVILLE, TX, Nov 29, 2007 (MARKET WIRE via COMTEX News Network) --
American Resource Technologies, Inc. (formerly Golden Chief Resources, Inc.) (OTCBB: ARUR) (PINKSHEETS: ARUR) has entered into an agreement with another energy company who will provide the funds to deepen and re-work eight existing wells in southeastern Kansas. American Resources will receive a "carried interest" in the project. Operations are beginning this week and will take until early in 2008 to complete.
Oops! What happened to ARUR today? Closed at $0.13. Any news?
That's all some are waiting for. Proof that these wells are producing, and show in the filings that the revs are up and costs down. It might take a few months for the PPS to be correct with an honest, good P/E. We need to see the company continue to improve production with min. dilution and more transparenc. I for one would love to see the company stop spending money on the pump repeat PRs from the P&D promoters
We will know ARUR's earnings better in early 2008
Oil production finally started in September. So, I do not expect to see meaningful numbers until early next year.
However, if they state that their new wells more than doubled production, we should see PRs released later this month. I will try to get some answers from the compnay as to their expenses and ask for it to be published.
I am planning a trip to see the wells later this year or early 2008. If their production has increased significantly, then it will be easily seen by the oil tanks being picked up in the field every few days.
Revs might be that as I am not debating that number. What I am wondering is what the cost is to get that oil and what the Earnings will be. I assume the earnings will be much less than 25,000 per month
ARUR Stated Oil Revenues to be > $25,000 per month.
If they are lying, I understand that those executives signing the filings can spend many years in jail and be held personally responsible.
However, I have called the company many times to check out their progress. I also have seen PRs stating shippments of oil. Their web site confirms their actions. Now, as most of the managment is highly educated and have spent 10 or more years in the oil business, it demonstrates to me that the executives are committed to making this a successful business.
Remember the oil fields can be located, seen, and checked out even today. ARUR can not hide this.
Revs of $300,000 a year are fine but at what cost. With Oil companies receiving PEs of 2 to 5 this stock is way over priced. Even at $100,00 a year in profits the PPS is way high right now
ARUR Stated Oil Revenues to be > $25,000 per month.
Puppman - You may be right!
I do not know for sure if insiders made money; however, I do know that if you or I sold earlier this year, we would have lost most of our money.
Can you provide insight on how or if "Insiders" made money?
I was very upset with ARUR and spoke with the president of ARUR once it was announced about a reverse split.
He sounded sincere and provided some reasons behind his actions. Now 6 months later, I feel very confident that his earlier plan to turn around the company is underway. Therefore, IMO it is a very good time to buy, before the 10Q shows up.
Maybe they thought they can get away with raising more money by the issue of cheap shares to insiders and get away with it not knowing that investors would catch on that the BB doesn't mean much more than the filing of SEC docs. The dump still remains the same
What did ARUR spend money on?
You have to buy / lease property before you can drill and possibly hit oil. So spending money up front is what must be done before any oil production can lead to revenues.
If a company has no revenues to speak of but they need to buy or purchase services, I guess that selling shares is one way. There are other methods of raising money, but it may be even more costly.
I think you now know what ARUR spent the money on: 140 barrels coming in to the bottom line per month with 3-4 new wells to start production in the near future. IMO this is what I believer is PROOF that this company is for real and 3 to 6 months from now will be able to place it on their filings over the next couple of Qs.
If this was a scam company, why not stay as a pink sheet and never allow investors to know the real truth. No filings needed.
It sounds as if you do not want investors to get excited about their investment in ARUR. Why is that wrong?
We saw what happened last time "The investors got excited" The insiders made money and the investors got burned
Good Points to Discuss about ARUR
Puppman - I assume you do not mean it would be in your best interests as a shareholder for the company to say nothing. It would cost nothing and this would be a great way of saving money for shareholders. But is this good for current shareholders? IMO it is not.
Or do you think they should take out an add for $20 in their local newspapers? That would save money also for shareholders! But is this good for current shareholders? IMO it is not.
I do not fully agree with your point about spending money to get the word out. If you think $2,500 is too much and that they should look for a more reasonable method of getting the word out, I would agree. As I am not in this business, I have no idae as to the cost or alternatives. If you have a better method, please inform me. I will pass it along to the company.
Your next point is about hiring a PR firm. I believe hiring a PR company is what most public companies do. So, I do not understand your point. It sounds as if you do not want investors to get excited about their investment in ARUR. Why is that wrong? Please explain. IMO, the more investors like the company and get excited about what ARUR is doing the more shares are purchased and held. This helps all investors in ARUR.
Again, I do not understand your issue with a dividend. A large number of companies on senior exchanges give out dividends. It is usually increased as a company continues to improve the bottom line. If a company is doing well and wants to thank curent investors and have more investors buy and hold the companies stock, why is this not a good idea?
This is done by many companies on the American, NYSE, and other exchanges around the world.
Next Point - You are correct that the PPS automatically adjusts 10% less; however you have 10% more stock. Your ownership in the company remains the same. It did not hurt your position at all.
As for your last point, ".. they need to be way more specific with all their deals with the wells" I would agree. The only exception would be that it might negitively impact some future business well deal. But you are correct that having more details would help remove some doubt as to how they are doing.
swimmer1-I have to apologize. I mis-read the PR. They stated their portion was 140 barrels, I thought that was the total production from the wells.
Still no guarantee we will remain at 90. Could be more, could be less.
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American Resource Technologies, Inc.
http://www.arur.us/
American Resource Technologies, Inc. (ARUR.OB) is a Kansas Corporation which specializes in the utilization of modern technologies with known resources to enhance project output. The original focus of the Company was domestic oil and gas properties in S.E. Kansas, but also has international partners. The company currently owns Working Interest or Mineral Lease positions on (4) four leases, consisting of approximately 1,800 acres in the heart of one of the most prolific areas in the USA for methane gas production. The Company has com-pleted a (3) three year, (15) fifteen well drilling program on these leases. The company is cur-rently initiating it’s 2nd (3) three year business plan which includes a thirty (30) well drilling pro-ject, a forty-six (46) well reworking project and an increase in mineral acreage of approximately 20,000 acres in the region.
The leases on which the Company currently has working interests are; the Ownbey, Troyer, Linn, Lindley and O’Brien. Each lease has wells capable of commercial oil/gas production and is in close proximity to a natural gas gathering system with sufficient capacity to transport our natural gas production needs. The total cost for this 3-year business plan is approximately $30,000,000.00, with a fifteen (15) year revenue projection in excess of $459,500.000.00.
In addition to domestic oil and gas production and exploration, the Company has obtained a substantial ownership position in 3 Oklahoma Corporations. One of these corporations, Thor GeoTrak, Inc., has developed new, patent pending surface gamma ray technology for the detection and 4-D interpretation of sub-surface hydrocarbons and uranium deposits. The other two corporations own controlling interests in 2 Limited Liability Company equivalents in the South American country of Brazil. One of these companies specializes in the development of domestic on-shores fossil-based and renewable energy. A second, is a technology based company specializing in wireless electrical power and remote monitoring and internet advancements through fiber-optics with specific focus on the 2014 World Cup and the 2016 Olympics. Another affiliate company of ARUR works to help establish operations by receiving both drilling authorization and approval by the government.
Address:
American Resource Technologies, Inc.
2351 West Northwest Highway, Suite 1203
Dallas, TX 75220 - United States Of America
Phone: 972-219-8585 Fax: 972-214-705-3785
A/S 500 mil
Outstanding: 34,422,112
Outstanding as of: June 17,2010
Transfer Agent:
Routh Stock Transfer, Plano, TX 75093
972.381.2782
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