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CUSIP
No.
46056T102
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Page
2
of
6
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1
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Names
of Reporting Persons
Patrick
L. Riggs
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2
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Check
the Appropriate Box If a Member of a Group (See Instructions)
a.
[ ] b. [ ]
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|
|
|
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3
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SEC
Use Only
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|
|
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4
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Source
of Funds (See Instructions)
OO
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5
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Check
Box If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
[ ]
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6
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Citizenship
or Place of Organization
United
States
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|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7)
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SOLE
VOTING POWER
5,900,000
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8)
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SHARED
VOTING POWER
0
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9)
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SOLE
DISPOSITIVE POWER
5,900,000
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10)
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SHARED
DISPOSITIVE POWER
0
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11)
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Aggregate
Amount Beneficially Owned by Each Reporting Person
5,900,000
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|
12)
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Check
Box If the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
[ ]
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13)
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Percent
of Class Represented By Amount in Row (11)
6.61%
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14)
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Type
of Reporting Person (See Instructions)
IN
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CUSIP
No.
46056T102
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Page
3
of
6
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1
|
Names
of Reporting Persons
Riggs
Capital Inc.
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|
2
|
Check
the Appropriate Box If a Member of a Group (See Instructions)
a.
[ ] b. [ ]
|
|
|
|
|
3
|
SEC
Use Only
|
|
|
|
|
4
|
Source
of Funds (See Instructions)
OO
|
|
5
|
Check
Box If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
[ ]
|
|
6
|
Citizenship
or Place of Organization
United
States
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7)
|
SOLE
VOTING POWER
0
|
|
8)
|
SHARED
VOTING POWER
0
|
|
9)
|
SOLE
DISPOSITIVE POWER
0
|
|
10)
|
SHARED
DISPOSITIVE POWER
0
|
|
11)
|
Aggregate
Amount Beneficially Owned by Each Reporting Person
5,900,000
|
|
12)
|
Check
Box If the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
[ ]
|
|
13)
|
Percent
of Class Represented By Amount in Row (11)
6.61%
|
|
14)
|
Type
of Reporting Person (See Instructions)
CO
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CUSIP
No.
46056T102
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Page
4 of
6
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Item
1. Security and Issuer.
The
title of the class of equity security to which this statement on Schedule 13D relates is the common stock, par value $0.001 per
share (the “common shares”) of International Petroleum. Inc., a Nevada corporation (the “Issuer”). The
address of the Issuer’s principal executive offices is 5525 N. MacArthur Boulevard, Suite 280, Irving, Texas 75038.
Item
2. Identity and Background.
(a),
(b), (f) This Schedule 13D is being filed by Patrick L. Riggs, a citizen of the United
States, and Riggs Capital Inc., a Minnesota corporation (“RCI”). Mr. Riggs is the sole officer, director, and stockholder
of RCI, and they have the same address, which is 10530 Normont Drive, Houston, Texas 77070.
(c) Mr.
Riggs is in the business of providing business development and advisory services, and the business of private investment for his
own account. He conducts this business directly and through RCI.
(d) Neither
Mr. Riggs or RCI has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) Neither
Mr. Riggs or RCI has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect
to such laws.
Item
3. Source and Amount of Funds or Other Consideration.
The
responses to Items 4, 5 and 6 of this Schedule 13D are incorporated herein by reference.
On
August 2, 2017, the Issuer and RCI completed a debt conversion pursuant to the Debt Conversion Agreement dated August 1, 2017
(the “Conversion Agreement”). Pursuant to the Conversion Agreement the Issuer issued to RCI 5,900,000 shares of the
Issuer’s common stock in consideration for cancellation of the Issuer’s indebtedness owed to RCI in the total amount
of $379,428. RCI instructed that the 5,900,000 common shares be issued 2,250,000 shares to RCI and 3,650,000 shares to Patrick
L. Riggs.
Item
4. Purpose of Transaction.
The
responses to Items 3, 5 and 6 of this Schedule 13D are incorporated herein by reference.
On
July 28, 2017, the Issuer entered into a securities purchase agreement (the “Purchase Agreement”) with seven investors
for the sale of 34,500,000 shares of common stock for $345,000. As a condition to closing the sale of shares under the Purchase
Agreement, the Issuer was required to effectuate the conversion of indebtedness owed by the Issuer to RCI to common stock of the
Issuer. This was memorialized in the Conversion Agreement and closed August 2, 2017.
Mr.
Riggs, from time to time, may enter into discussions with directors and officers of the Issuer, and other shareholders or third
parties in connection with his investment in the Issuer. Such discussions may include one or more of management, the board, other
stockholders of the Issuer and other persons to discuss the Issuer’s business, strategies and other matters related to the
Issuer. These discussions may review options for enhancing shareholder value through various strategic alternatives or operational
or management initiatives including, but not limited to, improving capital structure and/or capital allocation, merger transactions,
and general corporate strategies.
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CUSIP
No.
46056T102
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Page
5
of
6
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Mr.
Riggs and RCI intend to review the investment in the Issuer on a continuing basis and may from time to time and at any time in
the future depending on various factors, including, without limitation, the outcome of any discussions referenced above, the Issuer’s
financial position and strategic direction, actions taken by the board, price levels of the common shares, other investment opportunities
available to them, conditions in the securities market and general economic and industry conditions, take such actions with respect
to the investment in the Issuer as they deem appropriate, including: (i) acquiring additional common shares and/or other equity,
debt, notes, other securities, or derivative or other instruments that are based upon or relate to the value of the common shares
(collectively, “Securities”) of the Issuer in the open market or otherwise; (ii) disposing of any or all of the Securities
in the open market or otherwise; (iii) engaging in any hedging or similar transactions with respect to the Securities; or (iv)
proposing or considering one or more of the actions described in subsections (a) through (j) of Item 4 of Schedule 13D.
Item
5. Interest in Securities of the Issuer.
(a)
– (b) As of the date hereof, Mr. Riggs may be deemed to be the beneficial owner of 5,900,000 common shares, constituting
6.61% of the approximately 89,211,013 issued and outstanding common shares as of August 3, 2017, after effectuating the issuance
of common shares under the conversion Agreement and the Purchase Agreement. The figure for Mr. Riggs includes 2,250,000 shares
held by RCI and 3,650,000 shares held by Mr. Riggs.
Mr.
Riggs may be deemed to have the sole power to vote or direct the vote of (and the sole power to dispose or direct the disposition
of) all 5,900,000 common shares of the Issuer because he is the sole officer, director, and stockholder of RCI.
(c) On
August 2, 2017, the Issuer and RCI completed a debt conversion under the terms of the Conversion Agreement. Pursuant to the Conversion
Agreement the Issuer issued to RCI 5,900,000 shares of the Issuer’s common stock in consideration for cancellation of the
Issuer’s indebtedness owed to RCI in the total amount of $379,428. RCI instructed that the 5,900,000 common shares be issued
2,250,000 shares to RCI and 3,650,000 shares to Patrick L. Riggs.
(d)
– (e) Not applicable.
Item
6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
The
responses to Items 3, 4 and 5 of this Schedule 13D are incorporated herein by reference.
Except
for the arrangements described herein, to the best knowledge of Mr. Riggs, there are no contracts, arrangements, understandings
or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any other person with respect
to any securities of the Issuer, including but not limited to, transfer or voting of any of the securities, finder’s fees,
joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving
or withholding of proxies.
Item
7. Material to be Filed as Exhibits.
Included
with this report as an exhibit is the Debt Conversion Agreement dated August 1, 2017, between International Petroleum. Inc., and
Riggs Capital, Inc.
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CUSIP
No.
46056T102
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Page
6
of
6
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SIGNATURES
After
reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
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Date:
August 11, 2017
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/s/
Patrick L. Riggs
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Patrick
L. Riggs
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Riggs
Capital,Inc.
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Date:
August 11, 2017
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By
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/s/
Patrick L. Riggs
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Patrick
L. Riggs, Chief Executive Officer
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