Quarterly Report
Under Section 13 or 15 (d) of the
Securities Exchange Act of 1934
For the quarterly period ending September 30, 2000
Commission File Number
Pacific Oil, Inc.
(Name of Small Business Issuer in its charter)
Oklahoma 73-1581657
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(State or other jurisdiction of (I.R.S. Employer I.D No.)
incorporation or organization)
4444 East 66 St., Suite 201
Tulsa, Oklahoma 74136-4206
(Address of principal executive offices and Zip Code)
(918) 496-9020
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by section 13 or 15 (d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No ___
State the number of shares outstanding of each of the issuers classes of
common equity, as of the latest practicable date:
There were 45,000,000 shares of Common Stock, $0.001 par value, outstanding
as of September 30, 2000.
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Index to Financial Statements
Balance Sheet from inception (February 11, 2000) to
September 30, 2000 (unaudited)................................................1
Statement of Operations from inception (February 11, 2000) to
September 30, 2000............................................................2
Statement of Cash Flows from inception (February 11, 2000) to
September 30, 2000............................................................3
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PART I FINANCIAL INFORMATION
ITEM 1 FINANCIAL STATEMENTS
Pacific Oil, Inc.
Balance Sheet
September 30, 2000
ASSETS
Current assets
Cash $24,669
Total current assets $24,669
Other assets
Total other assets
Overriding Royalty Interest 0
TOTAL ASSETS $24,669
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued liabilities
Note Payable to officer $2,500
Interest Payable to Officer 91
Total current liabilities $2,591
Shareholders' equity
Preferred stock, $0.001 par value,
5,000,000 shares authorized; no shares
issued and outstanding at September 30, 2000 0
Common Stock, $0.001 par value
45,000,000 shares authorized;
45,000,000 shares issued and outstanding at
September 30, 2000 45,000
Additional paid in capital 7,900
Accumulated deficit (30,822)
Total shareholders' equity 22,078
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $24,669
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The accompanying notes are an integral part of these financial statements.
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Pacific Oil, Inc.
Statements of Operation
For the six months ended September 30, 2000 and for the period from Inception
(February 12, 2000) through September 30, 2000.
Revenue $0
Expenses
General and administrative (30,822)
Net loss (30,822)
The accompanying notes are an integral part of these financial statements.
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Pacific Oil, Inc.
(Formerly KBS Technologies, Inc.)
Statement of Cash Flows
For the six months ended September 30, 2000 and for the period from Inception
February 12, 2000.
Cash flow operating activities:
Net loss (30,822)
Plus non-cash charges: 30,091
Cash used by operating activities (731)
Cash Flow from investing activities: 0
Cash flow from financing activities:
Proceeds from sale of stock 22,900
Proceeds from officer note 2,500
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Total financing activities 25,400
Change in cash $24,669
Cash at beginning of period 0
Cash at end of period $24,669
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Non-cash financing and investing activities:
Common stock issued in Denver Oil and Mining merger
The accompanying notes are an integral part of these financial statements.
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Pacific Oil, Inc.
Notes to financial Statements
September 30, 2000
Unaudited
Note 1- Organization and Summary of Significant Accounting Policies
Basis of Presentation
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for the interim
financial statements and do not include all information and footnotes
required by generally accepted accounting principles for complete financial
statements. However, the information furnished reflects all adjustments,
consisting only of normal recurring adjustments which are, in the opinion
of management, necessary in order to make the financial statements not
misleading.
Organization and Nature of Operations
Pacific Oil,Inc. (Pacific or Company), formerly KBS Technologies, Inc., is
a owns an overriding royalty interest (Royalty Interest) in leases
covering portions of the Outer Continental Shelf approximately 3-10 miles
off the coast of California between San Luis Obispo County to the north and
Ventura County to the south.
The Company was incorporated on February 11, 2000 under laws of the state
of Oklahoma. The Company's initial focus was development and
architecture of web sites to a niche market of small businesses and
non-profit organizations in Tulsa, Oklahoma. On June 19, 2000 the Company
completed the acquisition of the Royalty Interest and discontinued in web
site development.
Cash and Cash Equivalents
The Company considers highly liquid investments with maturities of three
months or less to be cash equivalents.
Income Taxes
The company uses the liability method of accounting for income taxes as set
forth in Statement of Financial Accounting Standards No.109, Accounting for
Income Taxes. Under the liability method, deferred taxes are determined
based on the differences between the financial statements and tax bases of
assets and liabilities at enacted tax rates in effect in the years in which
the differences are expected to reverse.
Compensation of Officers and Employees
The Company's officers and other employees serve without pay. The
estimated fair value of services provided has been accrued and reported in
a contribution to capital.
Stock Based Compensation
The Company accounts for stock-based employee compensation arrangements in
accordance with provisions of Accounting Principles Board ("APB") Opinion
No. 25, "Accounting for Stock Issued to Employees, " and complies with the
disclosure provisions of SFAS No. 123, "Accounting for Stock-Based
Compensation." Under APB No. 25, compensation expense is based on the
difference, if any, on the date of the grant, between the fair value of the
Company's stock and the exercise price. The Company accounts for stock
issued to non-employees in accordance with the provisions of SFAS No. 123
and the Emerging Issues Task Force Consensus in Issue No. 96-18.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities at the date of
the financial statements and the reported revenues and expenses during the
reporting period. Actual results could differ from those estimates.
Fiscal Year End
The Company's fiscal year ends on December 31.
Note 2- Exclusive
License On February 12, 2000, the Company issued 500,000 shares
(valued at $500 or par) of Common Stock to Bradford P. White for a
non-exclusive license to aid in the architecture and creation of
websites for small business and non-profit organizations in Tulsa,
Oklahoma. There are no future royalties or other financial obligations
on the part of the Company. The Company has discontinued the use of
the license.
>Note 3- Notes Payable
On February 18, 2000, the Company borrowed $2,500 from an officer. The
Company executed a payable on demand note which bears interest at the
rate of 10% per annum. Upon and during the continuation of an event of
default, the unpaid balance of this Note shall bear interest at the
rate of 14% per annum. The note remains outstanding at September 30,
2000.
Note 4- Common Stock and Paid-in Capital
During the period from inception through September 30, 2000, the
following common stock transactions occurred:
1. On February 11, 2000 the Company sold to Kipp Slicker
5,000,000 at par value in exchange for $5,000 in the aggregate or
$0.001 per share;
2. On February 11, 2000, the Company sold 500,000 shares of
Common Stock to Bradford P. White in exchange for a license of
web site design technology valued at $500 in the aggregate;
3. On February 22, 2000 the Company sold to Frederick K. Slicker
1,000,000 at par value in exchange for $1,000 in the aggregate or
$0.001 per share;
4. During the period June 1, 2000 to June 19, 2000, the Company
affected its Rule 504 Regulation D Offering to sell up to
1,000,000 shares at $.10 per share. The Company sold 16,900
shares at $.10 in exchange for $16,900 in the aggregate;
5. On June 19, 2000, the Company sold 41,850,000 shares of common
stock to Denver Oil and Minerals Corporation ("Denver Oil") in
exchange for the Royalty Interest in the Pacific Outer
Continental Shelf region;
6. On June 19, 2000, Kipp Slicker agreed to cancel 2,590,000
shares when the Company completed the acquisition of the Royalty
Interest;
7. On June 19, 2000, Frederick K. Slicker agreed to cancel
468,100 shares; and
8. On June 19, 2000 Bradford P. White agreed to cancel 263,200
shares.
The Company is authorized to issue 45,000,000 Shares of Common
Stock, par value $0.001 per share, of which 45,000,000 shares
were outstanding as of September 30, 2000. Pacific is also
authorized to issue 5,000,000 shares of Preferred Stock, par
value $0.001 per share, of which there are no shares presently
outstanding. There is no present intent to issue any Preferred
Stock.
Voting Rights.
Holders of shares of Common Stock are entitled to one vote per
share on all matters submitted to a vote of the shareholders.
Share of Common Stock do not have cumulative voting rights, which
means that the holders of a majority of the shareholder votes
eligible to vote and voting for the election of the Board of
Directors can elect all members of the Board of Directors.
Holders of a majority of the issued and outstanding shares of
Common Stock may take action by written consent without a
meeting.
Divided Rights.
Holders of a record of shares of Common Stock are entitled to
receive dividends when and if declared by the Board of Directors.
To date, Pacific has not paid cash dividends on its Common Stock.
Holders of Common Stock are entitled to receive such dividends as
may be declared and paid from time to time by the Board of
Directors out of funds legally available therefor. Pacific
intends to retain any earnings for the operation and expansion of
its business and does not anticipate paying cash dividends in the
foreseeable future. Any future determination as to the payment of
cash dividends will depend upon future earnings, results of
operations, capital requirements, Pacific's financial condition
and such other factors as the Board of Directors may consider.
Liquidation Rights.
Upon any liquidation, dissolution or winding up of Pacific,
holders of shares of Common Stock are entitled to receive pro
rata all of the assets of Pacific available for distribution to
shareholders after liabilities are paid and distributions are
made to the holders of Pacific's Preferred Stock.
Preemptive Rights.
Holders of Common Stock do not have any preemptive rights to
subscribe for or to purchase any stock, obligations or other
securities of Pacific.
Note 5- Stock Options
On February 11, 2000, the Company adopted, approved, and ratified
the 2000 Incentive Stock Option Plan reserving 1,000,000 shares
for the grant of options under the Plan. No options have been
granted to date.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements included in this report which are not
historical facts are forward looking statements, including the
information provided with respect to future business
opportunities, expected financing sources and related matters.
These forward looking statements are based on current
expectations, estimates, assumptions and beliefs of management,
and words such as expects, anticipates,intends,believes,
estimates, and similar expressions are intended to identify such
forward looking statements. Since this information is based on
current expectations that involve risks and uncertainties, actual
results could differ materially from those expressed in the
forward looking statements.
(a) Plan of Operation
1. Plan of Operation Over the Next Twelve Months
The Company plans to hold the Overriding Royalty Interest in the Outer
Continental Shelf Region. The Company has discontinued the development of niche
market web sites.
In accordance with the reqirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Pacific Oil, Inc.
Date 11/14/00 By /s/ Kipp Slicker
Kipp Slicker, President, COO
