Leopard Energy, Inc 10-Q/A for FY2024 Q2

Leopard Energy, Inc. (LEEN)

10-Q/A 2024-07-01 For: 2024-01-31

Added on April 06, 2026

About this 10-Q/A

Leopard Energy, Inc filed this 10-Q/A on July 1, 2024, covering the quarter ended January 31, 2024 (FY2024 Q2).

Headline figures

Quarter ended January 31, 2024, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $0; compared with $0 a year earlier
Net loss: $36.99K; compared with a net loss of $38.45K a year earlier

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Nevada		90-0314205
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

Table of Contents

INDEX		Page

PART I	FINANCIAL INFORMATION	3

Item 1.	Condensed Consolidated Financial Statements	4

	Unaudited Condensed Consolidated Balance Sheets as of January 31, 2024 and July 31, 2023	4

	Unaudited Condensed Consolidated Statements of Comprehensive Loss for the three and six months ended January 31, 2024 and 2023	5

	Unaudited Condensed Consolidated Statements of Stockholders’ Equity for the six months ended January 31, 2024 and 2023	6

	Unaudited Condensed Consolidated Statements of Cash Flows for the six months ended January 31, 2024 and 2023	7

	Notes to the Unaudited Condensed Consolidated Financial Statements	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	22

Item 4.	Controls and Procedures	22

PART II	OTHER INFORMATION	23

Item 1.	Legal Proceedings	23

Item 1A.	Risk Factors	23

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	23

Item 3.	Defaults Upon Senior Securities.	23

Item 4.	Mine Safety Disclosures	23

Item 5.	Other Information	23

Item 6.	Exhibits	24

SIGNATURES		25

	January 31,			July 31,
	2024			2023
	(Unaudited and Restated)
	$			$
Current assets:
Cash	$	5,698		$	3
Deposits & prepayments		3,561			-
Total current assets		9,259			3
Other assets:
Lavaca Country Texas Producing Asset		39,280			-
Total other assets		39,280			-
Total Assets	$	48,539		$	3
LIABILITIES
Current liabilities:
Accounts payable and accrued liabilities	$	98,884		$	123,309
Total current liabilities		98,884			123,309
Long term liabilities:
Convertible notes payable		-			179,150
Loan payable		-			13,134
Total non-current liabilities		-			192,284
Total Liabilities		98,884			315,593
STOCKHOLDER’S DEFICIT
Preferred stock: $0.001 par value, 10,000,000 authorized, 100,000 issued and outstanding as of January 31, 2024 and July 31, 2023,		100			100
Common stock: $0.001 par value, 250,000,000 authorized, 1,272,917 issued and outstanding as of January 31, 2024 and as of July 31, 2023, respectively		1,272			1,272
Additional paid in capital		11,475,987			11,155,185
Accumulated deficit		(11,527,704	)		(11,472,147	)
Total Stockholder’s Deficit		(50,345	)		(315,590	)

Total Liabilities and Stockholder’s Deficit	$	48,539		$	3

	For the three month period ended						For the six month period ended
	January 31, 2024 (Unaudited and Restated)			January 31, 2023 (Unaudited and Restated)			January 31, 2024 (Unaudited and Restated)			January 31, 2023 (Unaudited and Restated)
	$			$			$			$
Net Sales		-			-			-			-

Cost of Goods Sold		-			-			-			-
Gross Income		-			-			-			-

General and administrative		(32,726	)		(38,447	)		(75,243	)		(62,205	)
Negotiating expenses		(1,235	)		-			(25,465	)		-
Total operating expenses		(33,961	)		(38,447	)		(100,708	)		(62,205	)

Operating loss		(33,961	)		(38,447	)		(100,708	)		(62,205	)

Other income (expense)
Write off convertible notes		-			-			8,423			-
Write off loan payable		-			-			13,134			-
Write off loan payable		-			-			26,619			-
Financial expense		(3,025	)		-			(3,025	)		-
Total other income (expense)		(3,025	)		-			45,151			-

Net loss		(36,986	)		(38,447	)		(55,557	)		(62,205	)

Net loss per share – basic and diluted		(0.03	)		(0.04	)		(0.04	)		(0.06	)
Weighted average shares outstanding – basic and diluted		1,272,917			1,059,608			1,272,917			1,057,512

	Common Stock						Preferred Stock						Paid in		Accumulated
	Number			Par Value			Share			Par Value			Capital		Deficit			Total
				$						$			$		$			$
Opening balance as of July 31, 2022		961,448			961			-			-			11,123,597		(11,323,253	)		(198,695	)
Issuance of Common stock from convertible notes conversion		98,160			98						-			23,388		-			23,486
Issuance of Common Stock		37,079			37			-			-			-		-			37
Cancellation of Common shares		(37,079	)		(37	)					-			-		-			(37	)
Net Loss		-			-			-			-			-		(23,758	)		(23,758	)
Closing Balance as of October, 2022		1,059,608			1,059			-			-			11,146,985		(11,347,011	)		(198,967	)

Issuance of Common Stock		2,034			2			-			-			-		-			2
Issuance of Preferred stock								300,000			300			-		-			300
Cancellation of Preferred stock								(200,000	)		(200	)		-		-			(200	)
Net Loss																(38,447	)		(38,447	)
Closing Balance as of January 31, 2023		1,061,642			1,061			100,000			100			11,146,985		(11,385,458	)		(237,312	)


Balance as of July 31, 2023		1,272,917			1,272			100,000			100			11,155,185		(11,472,147	)		(315,590	)
Additional paid in capital		-			-			-			-			266,444		-			266,444
Net Loss		-			-			-			-			-		(18,571	)		(18,571	)
Closing Balance as of October, 2023		1,272,917			1,272			100,000			100			11,421,629		(11,490,718	)		(67,717	)

Additional paid in capital														54,358					54,358
Net Loss																(36,986	)		(36,986	)
Closing Balance as of January 31, 2024		1,272,917			1,272			100,000			100			11,475,987		(11,527,704	)		(50,345	)

	For the six months ended January 31,
	2024			2023
	(Unaudited and Restated)			(Unaudited and Restated)
*Cash flows from operating activities*		$			$
Net loss for the period		(55,557	)		(77,205	)
Adjustments to reconcile net loss to cash used in operating activities:
Convertible Notes Write off		(8,423	)		-
Loan Payable write off		(13,134	)		-
Accounts payable write off		(26,619	)		-
Original initial discount and legal processing fees		-			19,340
Change in operating assets and liabilities
Deposits & prepayments		(3,561	)		-
Accounts payable and accrued liabilities		19,194			(3,785	)
Due to parent-operating expenses		88,075
Net cash provided from (used in) operating activities		(25	)		(61,650	)
*Cash flows from investing activities*
Lavaca County Texas Producing Asset		(39,280	)		-
Software Development		-			(51,942	)
Net cash used in investing activities		(39,280	)		(51,942	)
*Cash flows from financing activities*
Change in convertible notes payable		-			102,436
Proceeds from loan		-			22,000
Loan Repayment		-			(11,000	)
Proceeds from issuance of preferred shares		-			100
Proceeds from issuance of common shares		-			-
Proceeds from additional paid in capital		45,000			-
Net cash provided by financing activities		45,000			113,536

Change in Cash		5,695			(56	)
Cash – beginning of period		3			320
Cash – end of period		5,698			264

Supplemental cash flow disclosures
Cash paid for:
Interest		-			-
Income tax		-			-
Non-Cash Activities:
Shareholder contribution converted from due to parent balance		275,802			-

	As of January 31,
	2024			2024
	(Unaudited and Restated)			(Previously Filed)
	$			$
Current assets:
Cash	$	5,698		$	5,698
Deposits & prepayments		3,561			3,561
Total current assets		9,259			9,259
Other assets:
Lavaca Country Texas Producing Asset		39,280			39,280
Total other assets		39,280			39,280
Total Assets	$	48,539		$	48,539
LIABILITIES
Current liabilities:
Accounts payable and accrued liabilities	$	98,884		$	21,171
Total current liabilities		98,884			21,171
Long term liabilities:
Convertible notes payable		-			-
Loan payable		-			-
Total non-current liabilities		-			-
Total Liabilities		98,884			21,171
STOCKHOLDER’S DEFICIT
Preferred stock: $0,001 par value, 10,000,000 authorized, 100,000 issued and outstanding as of January 31, 2024 and July 31, 2023,		100			100
Common stock: $0,001 par value, 250,000,000 authorized, 1,272,917 issued and outstanding as of January 31, 2024 and as of July 31, 2023, respectively		1,272			1,272
Additional paid in capital		11,475,987			11,262,696
Accumulated deficit		(11,527,704	)		(11,236,700	)
Total Stockholder’s Deficit		(50,345	)		27,368

Total Liabilities and Stockholder’s Deficit	$	48,539		$	48,539

	For the three month period ended						For the six month period ended
	January 31, 2024			January 31, 2023			January 31, 2024			January 31, 2023
	$			$			$			$
Net Sales		-			-			-			-

Cost of Goods Sold		-			-			-			-
Gross Income		-			-			-			-

General and administrative		(7,168	)		(53,447	)		(75,243	)		(77,205	)
Write off Accounts payable		43,619			-			43,619			-
Write off Software		(488,696	)		-			(488,696	)		-
Negotiating expenses		(25,465	)		-			25,465	)		-
Total operating expenses		(477,710	)		(53,447	)		(545,785	)		(77,205	)

Operating income (loss)		(477,710	)		(53,447	)		(545,785	)		(77,205	)

Other income (expense)
Write off convertible notes		-			-			180,686			-
Write off loan payable		11,597			-			11,597			-
Financial expense		(3,025	)		-			(3,025	)		-
Total other income (expense)		8,572			-			189,258			-

Net income (loss)		(469,138	)		(53,447	)		(356,527	)		(77,205	)

Net income (loss) per share – basic and diluted		(0.37	)		(0.00	)		(0.28	)		(0.00	)
Weighted average shares outstanding – basic and diluted		1,272,917			16,061,667			1,272,917			16,061,667

											Additional			Shares
	Common Stock						Preferred Stock				paid in			to be		Accumulated
	Share			Value			Share		Value		Capital			issued		Deficit			Total
				$					$		$			$		$			$
Opening balance as of July 31, 2022		807,616,147			444,701			100,000		100		10,654,292			-		(10,882,935	)		216,158
Issuance of Common Stock		97,454,780			76,841			-		-		(38,391	)		-		-			38,450
Cancellation of Common shares		(889,011,264	)		-			-		-		-			-		-			-
Preferred Stock Issuance		-			-			200,000		200		-			-		-			200
Round up shares		2,004			2			-		-		(2	)		-		-			-
Net Loss		-			-			-		-		-			-		(77,205	)		(77,205	)
Closing Balance as of January 31, 2023		16,061,667			521,544			300,000		300		10,615,899			-		(10,960,140	)		177,603

Opening balance as of July 31, 2023		1,272,917			506,755			100,000		100		10,624,138			-		(10,880,173	)		250,820
Issuance of Common Stock		-			-			-		-		-			-		-			-
Additional paid in capital		-			-			-		-		133,075			-		-			133,075
Fair Value Adjustment		-			(505,483	)		-		-		505,483			-		-			-
Net Profit		-			-			-		-		-			-		(356,527	)		(356,527	)
Closing Balance as of January 31, 2024		1,272,917			1,272			100,000		100		11,262,696			-		(11,236,700	)		27,368

	For the six months ended January 31,
	2024			2023			2024			2023
	(Unaudited and Restated)			(Unaudited and Restated)			(Previously Filed)			(Previously Filed)
*Cash flows from operating activities*	$			$						$
Net loss for the period		(55,557	)		(77,205	)		(356,527	)		(77,205	)
Adjustments to reconcile net loss to cash used in operating activities:
Convertible Notes Write off		(8,423	)		-			(180,686	)		-
Impairment of Intangible		-			-			488,696			-
Loan Payable write off		(13,134	)		-			(11,597	)		-
Accounts payable write off		(26,619	)		-			(43,619	)		-
Original initial discount and legal processing fees		-			19,340						19,340
Change in operating assets and liabilities
Deposits & prepayments		(3,561	)		-			(3,561	)		-
Accounts payable and accrued liabilities		19,194			(3,785	)		19,194			(19,327	)
Due to parent-operating expenses		88,075						88,075
Net cash provided from (used in) operating activities		(25	)		(61,650	)		(25	)		(96,532	)
*Cash flows from investing activities*
Lavaca County Texas Producing Asset		(39,280	)		-			(39,280	)		-
Software Development		-			(51,942	)		-			(51,942	)
Net cash used in investing activities		(39,280	)		(51,942	)		(39,280	)		(51,942	)
*Cash flows from financing activities*
Change in convertible notes payable		-			102,436			-			109,768
Proceeds from loan		-			22,000			-			-
Loan Repayment		-			(11,000	)		-			-
Proceeds from issuance of preferred shares		-			100			-			20,000
Proceeds from issuance of common shares		-			-			-			76,843
Proceeds from additional paid in capital		45,000			-			45,000			(38,393	)
Net cash provided by financing activities		45,000			113,536			45,000			148,418

Change in Cash		5,695			(56	)		5,695			(56	)
Cash – beginning of period		3			320			3			320
Cash – end of period		5,698			264			5,698			264

Supplemental cash flow disclosures
Cash paid For:
Interest		-			-
Income tax		-			-
Non-Cash Activities:
Shareholder contribution converted from due to parent balance		275,802			-

	For the three months ended
	January 31, 2024			January 31, 2023
Net income (loss)		(36,986	)		(38,447	)
Total operating expenses		(33,961	)		(38,447	)
Total other income (expense)		(3,025	)		-

	For the six months ended
	January 31, 2024			January 31, 2023
Net income (loss)		(55,557	)		(62,205	)
Total operating expenses		(100,708	)		(62,205	)
Total other income (expense)		45,151			-

Exhibit No.		Description of Exhibit

31.1*		Certification of Principal Executive Officer pursuant to Section 302(a) of the Sarbanes- Oxley Act

31.2*		Certification of Principal Financial and Accounting Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act

32.1*		Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act.

32.2*		Certification of Principal Financial and Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act

101.INS**		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.

101.SCH**		Inline XBRL Taxonomy Extension Schema Document

101.CAL**		Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.LAB**		Inline XBRL Taxonomy Extension Labels Linkbase Document

101.DEF**		Inline XBRL Taxonomy Extension Definition Linkbase Document

101.PRE**		Inline XBRL Taxonomy Extension Presentation Linkbase Document

104**		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

*	Filed herewith.
**	Pursuant to Rule 406T of Regulation S-T, these interactive data files 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, deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934 and otherwise are not subject to liability under those sections.

	LEOPARD ENERGY, INC.

Date: July 1, 2024	By:	/s/ Luca Benedetto
		Luca Benedetto Chief Financial Officer (Principal Financial and Accounting Officer)

(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 my 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 my 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 quarterly 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.

	(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: July 1, 2024	By:	/s/ Andrea Cattaneo
		Andrea Cattaneo
		Chief Executive Officer and President
		(Principal Executive Officer)

Date: July 1, 2024	By:	/s/ Luca Benedetto
		Luca Benedetto
		Chief Financial Officer
		(Principal Financial and Accounting Officer)

	a)	The Registrant’s Amendment No. 1 to Quarterly Report on Form 10-Q/A for the quarter ended January 31, 2024 (the “Report”) fully complies with the requirements of Section 13(a) or Section 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and

	b)	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.