PERPETUAL INDUSTRIES INC. Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines
Perpetual Industries Inc.
A Nevada Corporation
2193 Rotunda Dr.
Auburn, IN 46706
_____________________________
702-707-9811
www.perpetualindustries.com
info@perpetualindustries.com
CIC Code: 3590
Quarterly Report
For the Period Ending: June 30, 2022
(the "Reporting Period")
As of June 30, 2022, the number of shares outstanding of our Common Stock was:
81,341,500
As of December 31, 2021, the number of shares outstanding of our Common Stock was:
78,123,800
As of December 31, 2021, the number of shares outstanding of our Common Stock was:
78,123,800
Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act of 1934):
Yes: ☐ | No: ☒ |
Indicate by check mark whether the company's shell status has changed since the previous reporting period:
Yes: ☐ No: ☒
Indicate by check mark whether a Change in Control1 of the company has occurred over this reporting period:
Yes: ☐ | No: ☒ |
- Name and address(es) of the issuer and its predecessors (if any)
In answering this item, provide the current name of the issuer any names used by predecessor entities, along with the dates of the name changes.
Perpetual Industries Inc.
- "Change in Control" shall mean any events resulting in:
- Any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the "beneficial owner" (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company's then outstanding voting securities;
- The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets;
- A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or
- The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.
OTC Markets Group Inc. | |
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 1 of 12 |
The state of incorporation or registration of the issuer and of each of its predecessors (if any) during the past five years; Please also include the issuer's current standing in its state of incorporation (e.g. active, default, inactive):
January 26, 2005 - Active
Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors since inception:
None
List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:
On January 22, 2021, the Company completed a business acquisition of all of the issued and outstanding units of Indiana- based Worldwide Group, LLC. operating under the business name Worldwide Auctioneers, pursuant to a Membership Interest Purchase agreement. Worldwide will operate independently under the Worldwide Auctioneers brand as a wholly- owned subsidiary of the Company.
On March 31, 2021 the Company entered into an asset acquisition agreement to acquire the AutoGrafic Software System from Lavine Restorations, Inc. AutoGrafic is a software as a service (SaaS) mobile app, loyalty program, tokenization on the blockchain, as well as a full suite of other multidimensional features for hosting automotive promotion and preservation.
The address(es) of the issuer's principal executive office:
2193 Rotunda Dr.
Auburn, IN 46706 USA
The address(es) of the issuer's principal place of business:
Check box if principal executive office and principal place of business are the same address: ☒
Has the issuer or any of its predecessors been in bankruptcy, receivership, or any similar proceeding in the past five years?
Yes: ☐ | No: ☒ |
If this issuer or any of its predecessors have been the subject of such proceedings, please provide additional details in the space below:
2) | Security Information | ||
Trading symbol: | PRPI | ||
Exact title and class of securities outstanding: | PERPETUAL INDUSTRIES INC. COMMON | ||
CUSIP: | 71428B100 | ||
Par or stated value: | $0.001 | ||
Total shares authorized: | 500,000,000 | as of date: December 3, 2020 | |
Total shares outstanding: | 81,341,500 | as of date: June 30, 2022 |
A new class of Preferred Stock was created effective Dec 3, 2020. This class of stock is not publicly traded.
OTC Markets Group Inc. | |
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 2 of 12 |
Exact title and class of securities outstanding: | Preferred Stock | |
Par or stated value: | $0.0001 | |
Total shares authorized: | 100,000,000 | as of date: December 3, 2020 |
Total shares outstanding: | 2,000,002 | as of date: June 30, 2022 |
A new series of Preferred Stock was created effective June 30, 2021. This class of stock is not publicly traded.
Exact title and class of securities outstanding: | Series B Preferred Stock | |
Par or stated value: | $0.0001 | |
Total shares authorized: | 2,000,000 | as of date: June 30, 2021 |
Total shares outstanding: | 2,000,000 | as of date: June 30, 2022 |
A new series of Preferred Stock was created effective Nov 15, 2021. This class of stock is not publicly traded.
Exact title and class of securities outstanding: | Series A Preferred Stock | |
Par or stated value: | $0.0001 | |
Total shares authorized: | 160 | as of date: November 15, 2021 |
Total shares outstanding: | 2 | as of date: June 30, 2022 |
Number of shares in the Public Float2: | 19,445,000 | as of date: June 30, 2022 |
Total number of shareholders of record: | 201 | as of date: June 30, 2022 |
All additional class(es) of publicly traded securities (if any):
none
Transfer Agent
Name: | Securities Transfer Corporation (STC) | |
Address: 2901 N. Dallas Parkway, Suite 380, Plano Texas 75093 | ||
Phone: | (469) 633-0101 | |
Email: | dzheng@stctransfer.com | |
Is the Transfer Agent registered under the Exchange Act?3 Yes: ☒ | No: ☐ |
- Issuance History
The goal of this section is to provide disclosure with respect to each event that resulted in any direct changes to the total shares outstanding of any class of the issuer's securities in the past two completed fiscal years and any subsequent interim period.
Disclosure under this item shall include, in chronological order, all offerings and issuances of securities, including debt convertible into equity securities, whether private or public, and all shares, or any other securities or options to acquire such securities, issued for services. Using the tabular format below, please describe these events.
A. Changes to the Number of Outstanding Shares
Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods: ☐
- "Public Float" shall mean the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a "control person"), or any affiliates thereof, or any immediate family members of officers, directors and control persons.
- To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.
OTC Markets Group Inc. | |
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 3 of 12 |
Shares Outstanding as of Second Most Recent | ||||||||||||
Fiscal Year End: | Opening Balance: | *Right-click the rows below and select "Insert" to add rows as needed. | ||||||||||
Date: Dec 31, 2020 | Common: 69,983,500 | |||||||||||
Preferred: 0 | ||||||||||||
Date of | Transaction | Number of | Class of | Value of | Were the | Individual/ Entity | Reason for share | Restricted or | Exemption | |||
Transaction | type (e.g. new | Shares | Securities | shares | shares | Shares were | issuance (e.g. for | Unrestricted | or | |||
issuance, | Issued (or | issued | issued at | issued to | cash or debt | as of this | Registration | |||||
cancellation, | cancelled) | ($/per | a discount | (entities must | conversion) | filing. | Type. | |||||
shares | share) at | to market | have individual | -OR- | ||||||||
returned to | Issuance | price at | with voting / | Nature of | ||||||||
treasury) | the time | investment | Services | |||||||||
of | control | Provided | ||||||||||
issuance? | disclosed). | |||||||||||
(Yes/No) | ||||||||||||
Jan 15, 2021 | New issuance | 170,000 | Common | $0.30 | no | Kenneth Wilson | 506(c)Share | Restricted | Accredited | |||
subscription | ||||||||||||
Jan 28, 2021 | New issuance | 170,000 | Common | $0.30 | no | Matthew Stutzman | 506(c)Share | Restricted | Accredited | |||
subscription | ||||||||||||
Feb 25,2021 | New issuance | 1,700,000 | Common | $0.30 | no | Lamar Bontrager | 506(c)Share | Restricted | Accredited | |||
subscription | ||||||||||||
Mar 31, 2021 | New issuance | 1,000,000 | Preferred | $0.10 | no | Twin Grille | *Acquisition | N/A | N/A | |||
Shares | Holdings, LLC. | Purchase of wholly- | Not publicly | |||||||||
Series B | (50% Unit Holder of | owned subsidiary | traded | |||||||||
Worldwide Group, | ||||||||||||
LLC) | ||||||||||||
Rod Egan | ||||||||||||
Mar 31, 2021 | New issuance | 1,000,000 | Preferred | $0.10 | no | Junebug Holdings, | *Acquisition | N/A | N/A | |||
Shares | LLC. (50% Unit | Purchase of wholly- | Not publicly | |||||||||
Series B | Holder of | owned subsidiary | traded | |||||||||
Worldwide Group, | ||||||||||||
LLC) | ||||||||||||
John Kruse | ||||||||||||
April 8, 2021 | New issuance | 1,693,400 | Common | $0.30 | no | Mark Phillabaum | 506(c)Share | Restricted | Accredited | |||
subscription | ||||||||||||
April 8, 2021 | New issuance | 833,400 | Common | $0.30 | no | Mathew Konkler | 506(c)Share | Restricted | Accredited | |||
subscription | ||||||||||||
April 8, 2021 | New issuance | 16,000 | Common | $0.25 | No | Andrew Betzing | Services provided | Restricted | N/A | |||
to Subsidiary | ||||||||||||
April 8, 2021 | New issuance | 13,900 | Common | $0.25 | No | Blake R. Mann | Services provided | Restricted | N/A | |||
to Subsidiary | ||||||||||||
April 8, 2021 | New issuance | 11,400 | Common | $0.25 | No | Bobbie Baer | Services provided | Restricted | N/A | |||
to Subsidiary | ||||||||||||
April 8, 2021 | New issuance | 8,400 | Common | $0.25 | No | Bradey Gerke | Services provided | Restricted | N/A | |||
to Subsidiary | ||||||||||||
April 8, 2021 | New issuance | 20,800 | Common | $0.25 | No | Charlie Kuhn | Services provided | Restricted | N/A | |||
to Subsidiary | ||||||||||||
April 8, 2021 | New issuance | 26,100 | Common | $0.25 | No | David Hetzel | Services provided | Restricted | N/A | |||
to Subsidiary | ||||||||||||
April 8, 2021 | New issuance | 19 000 | Common | $0.25 | No | Haley Arnold | Services provided | Restricted | N/A | |||
to Subsidiary | ||||||||||||
April 8, 2021 | New issuance | 20,200 | Common | $0.25 | No | Joanne Snyder | Services provided | Restricted | N/A | |||
to Subsidiary | ||||||||||||
April 8, 2021 | New issuance | 26,400 | Common | $0.25 | No | Justin Sheehan | Services provided | Restricted | N/A | |||
to Subsidiary | ||||||||||||
OTC Markets Group Inc. | |
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 4 of 12 |
April 8, 2021 | New issuance | 4,100 | Common | $0.25 | No | Logan Kruse | Services provided | Restricted | N/A |
to Subsidiary | |||||||||
April 8, 2021 | New issuance | 12,500 | Common | $0.25 | No | Nicholas Funk | Services provided | Restricted | N/A |
to Subsidiary | |||||||||
April 8, 2021 | New issuance | 20,000 | Common | $0.25 | No | Bruce Schlaifer | Services provided | Restricted | N/A |
to Subsidiary | |||||||||
April 8, 2021 | New issuance | 15,300 | Common | $0.25 | No | Tamara Watson | Services provided | Restricted | N/A |
to Subsidiary | |||||||||
April 8, 2021 | New issuance | 11,200 | Common | $0.25 | No | Taylor Jones | Services provided | Restricted | N/A |
to Subsidiary | |||||||||
April 8, 2021 | New issuance | 15,400 | Common | $0.25 | No | Terry Knight | Services provided | Restricted | N/A |
to Subsidiary | |||||||||
April 8, 2021 | New issuance | 25,000 | Common | $0.25 | No | Troy Lefevra | Services provided | Restricted | N/A |
to Subsidiary | |||||||||
April 8, 2021 | New issuance | 22,400 | Common | $0.25 | No | Andy Stone | Services provided | Restricted | N/A |
to Subsidiary | |||||||||
April 8, 2021 | New issuance | 170,000 | Common | $0.30 | No | Carl Casper | 506(c)Share | Restricted | Accredited |
subscription | |||||||||
April 8, 2021 | New issuance | 170,000 | Common | $0.30 | No | Timothy Jones | 506(c)Share | Restricted | Accredited |
subscription | |||||||||
April 20, 2021 | New issuance | 295,400 | Common | $0.26 | No | Kruse Plaza | Facility rent payable | Restricted | N/A |
Conference Center | |||||||||
April 20, 2021 | New Issuance | 24,000 | Common | $0.20 | No | Toonvox | Shares payable for | Restricted | N/A |
Brad Belden | share subscription | ||||||||
April 20, 2021 | New Issuance | 46,000 | Common | $0.10 | No | Toonvox | Shares payable for | Restricted | N/A |
Brad Belden | share subscription | ||||||||
May 3, 2021 | New issuance | 340,000 | Common | $0.30 | No | Brad Gough | 506(c)Share | Restricted | Accredited |
subscription | |||||||||
May 13, 2021 | New issuance | 300,000 | Common | $0.30 | No | Brains Adventure | Compensation for | Restricted | N/A |
Jamshid Rezaei | software app | ||||||||
development | |||||||||
May 26, 2021 | New issuance | 300,000 | Common | $0.30 | No | Jason Stoller | Compensation per | Restricted | N/A |
software sale | |||||||||
agreement | |||||||||
May 26, 2021 | New issuance | 300,000 | Common | $0.30 | No | Travis LaVine | Compensation per | Restricted | N/A |
software sale | |||||||||
agreement | |||||||||
May 26, 2021 | New issuance | 400,000 | Common | $0.30 | No | LaVine | Compensation per | Restricted | N/A |
Restorations | software sale | ||||||||
Vivian LaVine | agreement | ||||||||
June 29, 2021 | New issuance | 340,000 | Common | $0.30 | No | Chuck Goodrich | 506(c)Share | Restricted | Accredited |
subscription | |||||||||
June 30, 2021 | New issuance | 300,000 | Common | $0.10 | No | Trend Designers | Compensation | Restricted | N/A |
Evan Witmer | |||||||||
Aug 2, 2021 | New issuance | 300,000 | Common | $0.10 | No | Trend Designers | Compensation | Restricted | N/A |
Evan Witmer | |||||||||
Nov 1, 2021 | New issuance | 14,000 | Common | $0.30 | No | Gilius Blinstrubas | Compensation per | Restricted | N/A |
contractor | |||||||||
agreement | |||||||||
Jan 22, 2022 | New issuance | 20,000 | Common | $0.20 | No | David Heltzel | Compensation | Restricted | N/A |
OTC Markets Group Inc. | |
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021) | Page 5 of 12 |
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Perpetual Industries Inc. published this content on 15 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 August 2022 21:03:12 UTC.
