[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
16-1689008
|
(State or Other Jurisdiction of
|
(I.R.S. Employer I.D. No.)
|
incorporation or organization)
|
Large accelerated filer [ ]
|
Accelerated filer [ ]
|
Non-accelerated filer [ ]
|
Smaller reporting company [X]
|
Class
|
Outstanding as of February 14, 2013
|
|
Common Capital Voting Stock, $0.001 par value per share
|
235,150,000
|
Condensed Balance Sheets
|
4
|
Condensed Statements of Operations
|
5
|
Condensed Statements of Cash Flows
|
6
|
Notes to Condensed Financial Statements
|
7
|
12/31/2012
|
9/30/2012
|
|||||||
Assets
|
||||||||
Current Assets
|
||||||||
Cash
|
$
|
127,244
|
$
|
423,009
|
||||
Prepaid Expenses
|
200,555
|
329,373
|
||||||
Total Current Assets
|
327,799
|
752,382
|
||||||
Total Assets
|
$
|
327,799
|
$
|
752,382
|
||||
Liabilities and Stockholders' Equity
|
||||||||
Current Liabilities
|
||||||||
Accounts Payable
|
$
|
34,707
|
$
|
31,731
|
||||
Related-Party Payable
|
-
|
31,183
|
||||||
Total Current Liabilities
|
34,707
|
62,914
|
||||||
Total Liabilities
|
$
|
34,707
|
$
|
62,914
|
||||
Stockholders' Equity
|
||||||||
Preferred Stock; par value ($0.001);
|
-
|
-
|
||||||
Authorized 50,000,000 shares
|
||||||||
none issued or outstanding
|
||||||||
Common Stock; par value ($0.001);
|
235,150
|
235,150
|
||||||
Authorized 750,000,000 shares; issued
|
||||||||
and outstanding 235,150,000 and 235,150,000 respectively
|
||||||||
Paid-in Capital
|
2,151,610
|
2,151,610
|
||||||
Deficit Accumulated during the development stage
|
(2,093,668
|
)
|
(1,697,292
|
)
|
||||
Total Stockholders' Equity
|
293,092
|
689,468
|
||||||
Total Liabilities and Stockholders' Equity
|
$
|
327,799
|
$
|
752,382
|
|
||||||||||||
For the
|
For the
|
Since
|
||||||||||
Three Months
|
Three Months
|
Inception
|
||||||||||
Ended
|
Ended
|
[12/12/03 -
|
||||||||||
12/31/2012
|
12/31/2011
|
12/31/2012]
|
||||||||||
Revenues
|
$
|
-
|
$
|
-
|
$
|
9,694
|
||||||
Revenues from Related Parties
|
-
|
-
|
2,346
|
|||||||||
Total Revenues
|
-
|
-
|
12,040
|
|||||||||
Cost of Sales
|
-
|
-
|
8,394
|
|||||||||
Cost of Sales to Related Parties
|
-
|
-
|
2,101
|
|||||||||
Total Cost of Sales
|
-
|
-
|
10,495
|
|||||||||
Gross Profit
|
-
|
-
|
1,545
|
|||||||||
General & Administrative Expenses
|
396,376
|
31,460
|
2,078,899
|
|||||||||
Net Loss from Operations
|
(396,376
|
)
|
(31,460
|
)
|
(2,077,354
|
)
|
||||||
Other Income/(Expenses):
|
||||||||||||
Interest Expense
|
-
|
-
|
(15,514
|
)
|
||||||||
Net Loss Before Income Taxes
|
(396,376
|
)
|
(31,460
|
)
|
(2,092,868
|
)
|
||||||
Provision for Income Taxes
|
-
|
-
|
(800
|
)
|
||||||||
Net Loss
|
(396,376
|
)
|
(31,460
|
)
|
(2,093,668
|
)
|
||||||
Loss Per Share - Basic and Diluted
|
$
|
(0.00
|
)
|
$
|
(0.01
|
)
|
$
|
(0.12
|
)
|
|||
Weighted Average Shares Outstanding
|
235,150,000
|
14,302,717
|
17,211,566
|
For the
|
For the
|
Since
|
||||||||||
Three Months
|
Three Months
|
Inception
|
||||||||||
Ended
|
Ended
|
[12/12/03 -
|
||||||||||
12/31/2012
|
12/31/2011
|
12/31/2012]
|
||||||||||
Net Loss
|
(396,376
|
)
|
(31,460
|
)
|
(2,093,668
|
)
|
||||||
Adjustments to reconcile net income/loss to net cash
|
||||||||||||
From Operating Activities:
|
||||||||||||
Depreciation
|
- | - |
8,906
|
|||||||||
Stock issued for services
|
- | - | 1,350,000 | |||||||||
Changes in operating assets and liabilities:
|
||||||||||||
(Increase)/Decrease in Prepaid Expenses
|
128,818
|
(20,068
|
)
|
(200,555
|
)
|
|||||||
Increase/(Decrease) in Accounts Payable/Accrued Liabilities
|
2,976
|
|
7,193
|
34,708
|
||||||||
Increase/(Decrease) in Accrued Interest/Related Party Payable
|
(31,183
|
) |
-
|
11,022
|
||||||||
Net Cash From Operating Activities
|
(295,765
|
)
|
(44,335
|
)
|
(889,587
|
)
|
||||||
Cash From Investing Activities
|
||||||||||||
Purchase of Equipment
|
-
|
-
|
(7,406
|
)
|
||||||||
Net Cash From Investing Activities
|
-
|
-
|
(7,406
|
)
|
||||||||
Cash from Financing Activities
|
||||||||||||
Proceeds for stock issuance
|
-
|
26,500
|
1,024,237
|
|||||||||
Loan from Shareholders
|
-
|
-
|
41,769
|
|||||||||
Payment on Loans from Shareholders
|
-
|
-
|
(41,769
|
)
|
||||||||
Net Cash From Financing Activities
|
-
|
26,500
|
1,024 ,237
|
|||||||||
Net Increase/(Decrease) in cash
|
(295,765
|
)
|
(17,835
|
)
|
127,244
|
|||||||
Beginning Cash Balance
|
423,009
|
87,505
|
-
|
|||||||||
Ending Cash Balance
|
$
|
127,244
|
$
|
69,670
|
$
|
127,244
|
||||||
Supplemental Schedule of Cash Flow Activities
|
||||||||||||
Cash paid for income taxes
|
$
|
-
|
$
|
-
|
$
|
800
|
||||||
Cash paid for interest
|
$
|
-
|
$
|
-
|
$
|
11,296
|
||||||
Related party debt forgiveness
|
$
|
-
|
$
|
-
|
$
|
11,023
|
||||||
Property contributed by shareholder
|
$
|
-
|
$
|
-
|
$
|
1,500
|
||||||
Stock issued for prepaid expenses | $ | - | $ | - | $ | 550,000 |
Exhibit No.
|
Description
|
31.1 (1)
|
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a)
|
32.1 (1)
|
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 18 U.S.C. Section 1350, adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
101
|
The following financial information from our Quarterly Report on Form 10-Q for the quarter ended December 31, 2012 formatted in Extensible Business Reporting language (XBRL); (i) Condensed Balance Sheets, (ii) Condensed Statements of Operations, (iii) Condensed Statements of Cash Flows and (iv) Notes to the Condensed Financial Statements(2)
|
(1)
|
Filed herewith.
|
(2)
|
Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
|
Date:
|
02/14/2013
|
By:
|
/s/James M. Askew
|
|
James M. Askew, Principal Executive Officer,
Principal Financial Officer, President and Director
|
1.
|
I have reviewed this quarterly report on Form 10-Q of GulfSlope Energy, Inc.;
|
2.
|
Based on my knowledge, this 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 report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this 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 report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and 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, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c.
|
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
|
|
d.
|
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 (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
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.
|
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RECENT ACCOUNTING PRONOUNCEMENTS
|
3 Months Ended |
---|---|
Dec. 31, 2012
|
|
RECENT ACCOUNTING PRONOUNCEMENTS [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | NOTE 4 - RECENT ACCOUNTING PRONOUNCEMENTS The Company has reviewed all recently issued, but not yet adopted, accounting standards in order to determine their effects, if any, on its results of operation, financial position or cash flows. Based on that review, the Company believes that none of these pronouncements will have a significant effect on its financial statements. |
COMMON STOCK/PAID IN CAPITAL
|
3 Months Ended |
---|---|
Dec. 31, 2012
|
|
COMMON STOCK/PAID IN CAPITAL [Abstract] | |
COMMON STOCK/PAID IN CAPITAL | NOTE 3 - COMMON STOCK/PAID IN CAPITAL Effective April 13, 2012, the Company completed a reincorporation in the State of Delaware from the State of Utah. The reincorporation was effected by the merger of Plan A with and into GulfSlope Energy, Inc., a newly formed, wholly owned Delaware subsidiary. As of the effective time of the reincorporation merger, Plan A ceased to exist as a separate entity with GulfSlope being the surviving entity. Each outstanding share of common stock of Plan A was automatically converted into one share of GulfSlope common stock. The par value of GulfSlope common stock and preferred stock changed from $0.01 per share to $0.001 per share. In addition, the number of authorized shares of common stock was increased from 50,000,000 to 750,000,000 and the number of authorized shares of preferred stock was increased from 5,000,000 to 50,000,000. These financial statements and related notes give retroactive effect to the change in par value. On May 1, 2012, the Company issued 50,000,000 shares of common stock to a third party for services rendered pursuant to a one-year consulting agreement. This agreement was valued at $500,000 or $0.01 per share. As of December 31, 2012, $333,333 has been expensed with $166,667 recorded as a prepaid expense. On June 22, 2012, the Company entered into a one-year consulting agreement with John Preftokis, the Company's former President and Chief Executive Officer, for 5,000,000 shares of common stock. The shares were subsequently issued in July 2012. This agreement was valued at $50,000, or $0.01 per share. As of December 31, 2012, $26,111 has been expensed with $23,889 recorded as a prepaid expense. |
Condensed Balance Sheets (USD $)
|
Dec. 31, 2012
|
Sep. 30, 2012
|
---|---|---|
Current Assets | ||
Cash | $ 127,244 | $ 423,009 |
Prepaid Expenses | 200,555 | 329,373 |
Total Current Assets | 327,799 | 752,382 |
Total Assets | 327,799 | 752,382 |
Current Liabilities | ||
Accounts Payable | 34,707 | 31,731 |
Related-Party Payable | 31,183 | |
Total Current Liabilities | 34,707 | 62,914 |
Total Liabilities | 34,707 | 62,914 |
Stockholders' Equity | ||
Preferred Stock; par value ($0.001); Authorized 50,000,000 shares none issued or outstanding | ||
Common Stock; par value ($0.001); Authorized 750,000,000 shares; issued and outstanding 235,150,000 and 235,150,000 respectively | 235,150 | 235,150 |
Paid-in Capital | 2,151,610 | 2,151,610 |
Deficit Accumulated during the development stage | (2,093,668) | (1,697,292) |
Total Stockholders' Equity | 293,092 | 689,468 |
Total Liabilities and Stockholders' Equity | $ 327,799 | $ 752,382 |
BASIS OF PRESENTATION
|
3 Months Ended |
---|---|
Dec. 31, 2012
|
|
BASIS OF PRESENTATION [Abstract] | |
BASIS OF PRESENTATION | NOTE 1 - BASIS OF PRESENTATION The accompanying financial statements have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. The interim financial statements reflect all adjustments, consisting of normal recurring adjustments which, in the opinion of management, are necessary to present a fair statement of the results for the period. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended September 30, 2012. The results of operations for the period ended December 31, 2012, are not necessarily indicative of the operating results for the full year. |
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LIQUIDITY/GOING CONCERN
|
3 Months Ended |
---|---|
Dec. 31, 2012
|
|
LIQUIDITY/GOING CONCERN [Abstract] | |
LIQUIDITY/GOING CONCERN | NOTE 2 - LIQUIDITY/GOING CONCERN The Company's plan of operation for the next twelve months is to: (i) consider guidelines of industries in which we may have an interest; (ii) adopt a business plan regarding engaging in the business of any selected industry; and (iii) commence such operations through funding and/or the acquisition of a "going concern" engaged in any industry selected. However, the Company has only $327,799 in assets, and has not established operations, and has accumulated losses since inception. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company estimates that it will need to raise a minimum of $500,000 to meet its obligations during fiscal year 2013 The Company plans to finance the Company through equity and/or debt financings. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
Condensed Balance Sheets (Parenthetical) (USD $)
|
Dec. 31, 2012
|
Sep. 30, 2012
|
---|---|---|
Condensed Balance Sheets [Abstract] | ||
Preferred Stock, par value per share | $ 0.001 | $ 0.001 |
Preferred Stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred Stock, shares issued | ||
Preferred Stock, shares outstanding | ||
Common Stock, par value per share | $ 0.001 | $ 0.001 |
Common Stock, shares authorized | 750,000,000 | 750,000,000 |
Common Stock, shares issued | 235,150,000 | 235,150,000 |
Common Stock, shares outstanding | 235,150,000 | 235,150,000 |
Document and Entity Information
|
3 Months Ended | |
---|---|---|
Dec. 31, 2012
|
Feb. 14, 2013
|
|
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2012 | |
Entity Registrant Name | GULFSLOPE ENERGY, INC. | |
Entity Central Index Key | 0001341726 | |
Current Fiscal Year End Date | --09-30 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2013 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 235,150,000 |
Condensed Statements of Operations (USD $)
|
3 Months Ended | 109 Months Ended | |
---|---|---|---|
Dec. 31, 2012
|
Dec. 31, 2011
|
Dec. 31, 2012
|
|
Condensed Statements of Operations [Abstract] | |||
Revenues | $ 9,694 | ||
Revenues from Related Parties | 2,346 | ||
Total Revenue | 12,040 | ||
Cost of Sales | 8,394 | ||
Cost of Sales to Related Parties | 2,101 | ||
Total Cost of Sales | 10,495 | ||
Gross Profit | 1,545 | ||
General & Administrative Expenses | 396,376 | 31,460 | 2,078,899 |
Net Loss from Operations | (396,376) | (31,460) | (2,077,354) |
Other Income/(Expenses): | |||
Interest expense | (15,514) | ||
Net Loss Before Income Taxes | (396,376) | (31,460) | (2,092,868) |
Provision for Income Taxes | (800) | ||
Net Loss | $ (396,376) | $ (31,460) | $ (2,093,668) |
Loss Per Share - Basic and Diluted | $ 0.0 | $ (0.01) | $ (0.12) |
Weighted Average Shares Outstanding | 235,150,000 | 14,302,717 | 17,211,566 |
COMMON STOCK/PAID IN CAPITAL (Details) (USD $)
|
3 Months Ended | 109 Months Ended | |||||||
---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2012
|
Dec. 31, 2011
|
Dec. 31, 2012
|
Sep. 30, 2012
|
Apr. 13, 2012
|
Dec. 31, 2012
John Preftokis [Member]
|
Jul. 31, 2012
John Preftokis [Member]
|
Dec. 31, 2012
Third Party [Member]
|
May 01, 2012
Third Party [Member]
|
|
Common Stock Issuance [Line Items] | |||||||||
Shares issued | 5,000,000 | 50,000,000 | |||||||
Proceeds from issuance of common stock | $ 26,500 | $ 1,024,237 | |||||||
Common stock issued for consulting services, value | 50,000 | 500,000 | |||||||
Common stock issued for consulting services, per share value | $ 0.01 | $ 0.01 | |||||||
Common Stock, shares authorized | 750,000,000 | 750,000,000 | 750,000,000 | 50,000,000 | |||||
Common Stock, par value per share | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.01 | |||||
Consulting agreement, term | 1 year | ||||||||
Preferred Stock, shares authorized | 50,000,000 | 50,000,000 | 50,000,000 | 5,000,000 | |||||
Prepaid expense | 200,555 | 200,555 | 329,373 | 0.01 | 26,111 | 333,333 | |||
Accrued expense | $ 23,889 | $ 166,667 |
LIQUIDITY/GOING CONCERN (Details) (USD $)
|
3 Months Ended | |
---|---|---|
Dec. 31, 2012
|
Sep. 30, 2012
|
|
LIQUIDITY/GOING CONCERN [Abstract] | ||
Assets | $ 327,799 | $ 752,382 |
Capital required to meet obligations during fiscal year 2013 | $ 500,000 |