PetroGas Co Plagued by Zero Revenue, Mounting Deficit

Ticker: PTCO · Form: 10-Q · Filed: Nov 3, 2025 · CIK: 1609258

Petrogas Co 10-Q Filing Summary
FieldDetail
CompanyPetrogas Co (PTCO)
Form Type10-Q
Filed DateNov 3, 2025
Risk Levelhigh
Pages16
Reading Time19 min
Sentimentbearish

Sentiment: bearish

Topics: Going Concern, No Revenue, Accumulated Deficit, High Debt, Microcap, Oil & Gas Properties, Related Party Transactions

TL;DR

**PTCO is a zombie company with no revenue and a massive deficit; avoid at all costs.**

AI Summary

PetroGas Co (PTCO) reported no significant revenues from inception through September 30, 2025, indicating a lack of operational income. The company posted a net loss of $18,230 for the three months ended September 30, 2025, and a net loss of $34,824 for the six months ended September 30, 2025. This represents a slight improvement from the net loss of $20,130 and $39,921 for the comparable periods in 2024, respectively. Operating expenses decreased to $5,650 for the three months ended September 30, 2025, from $7,550 in the prior year, and to $9,801 for the six months ended September 30, 2025, from $14,898. Interest expense remained constant at $12,580 for the three-month period and $25,023 for the six-month period. The company's accumulated deficit grew to $142,318,019 as of September 30, 2025, from $142,283,195 as of March 31, 2025. Total current liabilities increased to $825,074 from $790,250 over the same period, primarily due to an increase in accrued interest and advances from related parties. The company continues to face substantial doubt about its ability to continue as a going concern, with management exploring equity funding, short-term, or long-term debt financing to achieve profitable operations.

Why It Matters

For investors, PTCO's continued lack of revenue and growing accumulated deficit of $142,318,019 signals extreme financial distress and a high risk of failure. Employees face significant job insecurity given the company's going concern warning and reliance on future financing. Customers are non-existent as the company has no significant revenues. The broader market impact is minimal due to PTCO's small size and lack of operational activity, but it serves as a cautionary tale of speculative ventures. Competitively, PTCO is not a player in any market, making its competitive context irrelevant.

Risk Assessment

Risk Level: high — The company explicitly states it 'had no significant revenues from inception through September 30, 2025' and has an 'accumulated deficit of $142,318,019' as of September 30, 2025. This, combined with the 'substantial doubt about its ability to continue as a going concern,' indicates an extremely high risk of insolvency and complete loss of investment.

Analyst Insight

Investors should immediately divest any holdings in PTCO, as the company's financial statements clearly indicate a non-viable business model with no revenue and a significant accumulated deficit. Do not consider this as a speculative investment; the risk of total loss is exceptionally high.

Financial Highlights

debt To Equity
N/A
revenue
$0
operating Margin
N/A
total Assets
$0
total Debt
$825,074
net Income
$-18,230
eps
$0.00
gross Margin
N/A
cash Position
$0
revenue Growth
N/A

Key Numbers

  • $0 — Total Current Assets (Indicates no liquid assets for operations as of September 30, 2025.)
  • $142,318,019 — Accumulated Deficit (Increased from $142,283,195 as of March 31, 2025, highlighting ongoing losses.)
  • $825,074 — Total Current Liabilities (Increased from $790,250 as of March 31, 2025, indicating growing short-term obligations.)
  • $18,230 — Net Loss (3 months) (Net loss for the three months ended September 30, 2025, showing continued unprofitability.)
  • $34,824 — Net Loss (6 months) (Net loss for the six months ended September 30, 2025, demonstrating sustained operational losses.)
  • $5,650 — Operating Expenses (3 months) (Operating expenses for the three months ended September 30, 2025, a decrease from $7,550 in 2024.)
  • $11,140 — Net cash used in Operating Activities (For the six months ended September 30, 2025, indicating cash burn from operations.)
  • 22,996,680 — Common shares outstanding (As of October 14, 2025, representing the total shares in circulation.)
  • $42,683 — Promissory note - related party (Outstanding balance as of September 30, 2025, owed to majority shareholder Rise Fast Limited.)
  • $200,286 — Convertible promissory notes (Total outstanding principal balance as of September 30, 2025, all due on demand.)

Key Players & Entities

  • PetroGas Company (company) — registrant
  • America Resources Exploration Inc. (company) — former name of registrant
  • Alazzio Entertainment Corp. (company) — initial name of registrant
  • Rise Fast Limited (company) — majority shareholder and related party lender
  • SEC (regulator) — filing oversight
  • Nevada (regulator) — state of incorporation
  • FASB (regulator) — accounting standards setter

FAQ

What is PetroGas Co's current revenue situation?

PetroGas Co reported no significant revenues from its inception through September 30, 2025, indicating a complete lack of operational income.

What is PetroGas Co's net loss for the recent quarter?

For the three months ended September 30, 2025, PetroGas Co reported a net loss of $18,230. This compares to a net loss of $20,130 for the same period in 2024.

What is the accumulated deficit of PetroGas Co?

As of September 30, 2025, PetroGas Co's accumulated deficit stood at $142,318,019, an increase from $142,283,195 as of March 31, 2025.

Does PetroGas Co have a going concern warning?

Yes, the filing explicitly states that the company's lack of significant revenues and accumulated deficit raise 'substantial doubt about its ability to continue as a going concern.'

How much cash does PetroGas Co have?

As of September 30, 2025, and March 31, 2025, PetroGas Co reported $0 in cash and cash equivalents, indicating no liquid assets.

What are PetroGas Co's total current liabilities?

PetroGas Co's total current liabilities increased to $825,074 as of September 30, 2025, from $790,250 as of March 31, 2025.

Who is a significant related party lender to PetroGas Co?

Rise Fast Limited, a majority shareholder, is a significant related party lender, with an outstanding promissory note balance of $42,683 as of September 30, 2025.

What is the status of PetroGas Co's convertible promissory notes?

PetroGas Co has $200,286 in convertible promissory notes outstanding as of September 30, 2025, all of which are due on demand.

What is PetroGas Co's strategy to address its financial shortfalls?

Management has developed a strategy that 'may include equity funding, short term or long term financing or debt financing' to enable the company to reach profitable operations.

What was PetroGas Co's net cash used in operating activities for the last six months?

For the six months ended September 30, 2025, PetroGas Co used $11,140 in net cash from operating activities, indicating a continued cash burn.

Risk Factors

  • Going Concern Uncertainty [high — financial]: PetroGas Co faces substantial doubt about its ability to continue as a going concern due to a lack of operational income and significant accumulated deficit. Management is actively seeking equity funding, short-term, or long-term debt financing to address this.
  • Accumulated Deficit Growth [high — financial]: The accumulated deficit increased from $142,283,195 as of March 31, 2025, to $142,318,019 as of September 30, 2025. This ongoing increase highlights persistent unprofitability and a negative equity position.
  • Increasing Current Liabilities [medium — financial]: Total current liabilities rose to $825,074 as of September 30, 2025, from $790,250 as of March 31, 2025. This increase is primarily driven by higher accrued interest and advances from related parties, indicating growing short-term obligations.
  • No Revenue Generation [high — operational]: The company reported no significant revenues from inception through September 30, 2025. This lack of operational income is a fundamental challenge to achieving profitability and sustaining operations.
  • Reliance on Related Party Financing [medium — financial]: The company has outstanding balances for a promissory note to a related party ($42,683) and advances from related parties, indicating a reliance on financing from its majority shareholder, Rise Fast Limited.
  • Demand Convertible Notes [high — financial]: The company has $200,286 in convertible promissory notes outstanding, all of which are due on demand. This creates immediate liquidity risk if holders decide to convert or demand repayment.

Industry Context

The oil and gas industry is capital-intensive and subject to volatile commodity prices and significant regulatory oversight. Companies typically require substantial upfront investment for exploration and production. PetroGas Co appears to be in a pre-operational or early-stage development phase, lacking the revenue streams common to established players in the sector.

Regulatory Implications

As an energy company, PetroGas Co is subject to environmental, safety, and operational regulations. Failure to comply with these can result in fines, operational shutdowns, and reputational damage. The company's current financial distress may also impact its ability to meet ongoing compliance requirements.

What Investors Should Do

  1. Monitor financing efforts closely.
  2. Evaluate the terms of any new financing.
  3. Assess the viability of the business plan.
  4. Consider the risks associated with related party transactions.

Key Dates

  • 2025-09-30: End of Q3 2025 — Reported no significant revenues, a net loss of $18,230 for the quarter, and an accumulated deficit of $142,318,019. Total current liabilities stood at $825,074.
  • 2025-03-31: End of Q4 2025 (Fiscal Year End) — Accumulated deficit was $142,283,195 and total current liabilities were $790,250, prior to the Q3 2025 reporting period.
  • 2024-09-30: End of Q3 2024 — Reported a net loss of $20,130 for the quarter and operating expenses of $7,550, providing a comparative baseline for the current period's improvements.

Glossary

Accumulated Deficit
The total cumulative net losses of a company that have not been offset by net income or other gains. (Indicates the company's long-term unprofitability, which has grown to over $142 million.)
Going Concern
An assumption that a company will continue to operate for the foreseeable future, typically at least the next 12 months. (The company faces substantial doubt about its ability to continue as a going concern, a critical warning for investors.)
Convertible Promissory Notes
Debt instruments that can be converted into equity (stock) of the issuing company. (PetroGas has $200,286 in these notes due on demand, posing a potential liquidity risk.)
Related Party
A transaction or relationship between two parties who are connected by ownership, control, or a close business relationship. (The company has advances and a promissory note from related parties, highlighting potential conflicts of interest or preferential financing.)
Accrued Interest
Interest that has been incurred but not yet paid. (A significant component of current liabilities, increasing from $347,896 to $372,919, reflecting the cost of debt.)

Year-Over-Year Comparison

Compared to the prior year's comparable periods, PetroGas Co has shown a slight reduction in net losses, with the three-month loss decreasing from $20,130 to $18,230 and the six-month loss from $39,921 to $34,824. Operating expenses also decreased significantly, from $7,550 to $5,650 for the three-month period and from $14,898 to $9,801 for the six-month period. However, the accumulated deficit has continued to grow, and total current liabilities have increased, indicating persistent financial challenges.

Filing Stats: 4,744 words · 19 min read · ~16 pages · Grade level 13.4 · Accepted 2025-10-31 21:48:38

Filing Documents

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION Item 1.

Financial Statements

Financial Statements 3 Item 2.

Management's Discussion and Analysis of Financial Condition or Plan of Operation

Management's Discussion and Analysis of Financial Condition or Plan of Operation 12 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 16 Item 4.

Controls and Procedures

Controls and Procedures 16

- OTHER INFORMATION

PART II - OTHER INFORMATION Item 1.

Legal Proceedings

Legal Proceedings 17 Item 1A.

Risk Factors

Risk Factors 17 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 17 Item 3. Defaults Upon Senior Securities 17 Item 4. Mine Safety Disclosures 17 Item 5. Other Information 17 Item 6. Exhibits 18

SIGNATURES

SIGNATURES 19 2 Table of Contents

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements PETROGAS COMPANY CONDENSED BALANCE SHEETS September 30, March 31, 2025 2025 (Unaudited) (Audited) ASSETS Total Current Assets $ - $ - TOTAL ASSETS $ - $ - LIABILITIES AND SHAREHOLDERS' DEFICIT Current Liabilities Bank indebtedness $ 322 $ 322 Accounts payable and accrued liabilities 17,479 18,818 Accrued interest 372,919 347,896 Advances from related party 184,423 173,283 Convertible promissory notes, net of debt discount 200,286 200,286 Promissory note 6,962 6,962 Promissory note - related party 42,683 42,683 Total Current Liabilities 825,074 790,250 TOTAL LIABILITIES 825,074 790,250 SHAREHOLDERS' DEFICIT Common stock: 300,000,000 authorized; $ 0.001 par value 22,996,680 shares issued and outstanding 22,997 22,997 Additional paid in capital 141,469,948 141,469,948 Accumulated deficit ( 142,318,019 ) ( 142,283,195 ) TOTAL SHAREHOLDERS' DEFICIT ( 825,074 ) ( 790,250 ) TOTAL LIABILITIES & SHAREHOLDERS' DEFICIT $ - $ - The accompanying notes are an integral part of these unaudited condensed financial statements. 3 Table of Contents PETROGAS COMPANY CONDENSED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended Six Months Ended September 30, September 30, 2025 2024 2025 2024 OPERATING EXPENSES Professional fees $ 5,650 $ 7,550 $ 9,801 $ 14,898 Total operating expenses 5,650 7,550 9,801 14,898 Loss from Operations ( 5,650 ) ( 7,550 ) ( 9,801 ) ( 14,898 ) OTHER EXPENSE Interest expense 12,580 12,580 25,023 25,023 Total other expense 12,580 12,580 25,023 25,023 NET LOSS $ ( 18,230 ) $ ( 20,130 ) $ ( 34,824 ) $ ( 39,921 ) NET LOSS PER SHARE, BASIC AND DILUTED $ ( 0.00 ) $ ( 0.00 ) $ ( 0.00 ) $ ( 0.00 ) WEIGHTED AVERAGE SHARES OUTSTANDING, BASIC AND DILUTED 22,996,680 22,996,680 22,996,680 22,996,680 The accompanying notes are an

Management's Discussion and Analysis of Financial Condition or Plan of Operation

Item 2. Management's Discussion and Analysis of Financial Condition or Plan of Operation

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results. Our unaudited financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report. Unless otherwise specified in this quarterly report, all dollar amounts are expressed in United States dollars and all references

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