COOL TECHNOLOGIES, INC. - Quarter Report: 2009 June (Form 10-Q)
UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-QSB
[X]
Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of
1934 for the quarterly period ended June 30, 2009
[ ]
Transition report under Section 13 or 15(d) of the Exchange Act For the
transition period from __to__
Commission
File Number: 333-145264
BIBB
CORPORATION
(Exact
name of Registrant as specified in its charter)
Nevada 75-3076597
(State or
other jurisdiction of incorporation or
organization) (I.R.S.
Employer Identification No.)
5645
Coral Ridge Drive #171
Coral Springs, Florida
33076
(Address of principal executive offices)
954-258-1917
(Registrant's
telephone number, including area code)
None
Former
Name, Address and Fiscal Year, If Changed Since Last Report
Check
whether the issuer: (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days. Yes X No
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.
Large
accelerated
filer Accelerated
filer
Non-accelerated
filer (Do not check if a smaller reporting
company)
Smaller reporting company X
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes X No
A total
of 3,340,000 shares of common stock were issued and outstanding on June 30,
2009.
Transitional
Small Business Disclosure Format: Yes No X
1
Bibb
Corporation
Table of
Contents
Page No.
PART 1 FINANCIAL
INFORMATION
ITEM 1
Financial Statements (Un-Audited)
a)
|
Balance
Sheets – June 30, 2009, December 31, 2008 and
2007 4
|
b)
|
Statement
of Operations – For three months ended June 30, 2009 and
2008
|
For
six months ended June 30, 2009 and 2008
And
from July 22, 2002 (Date of inception) through June 30,
2009
5
c)
|
Statement
of Cash Flows – For six months ended June 30, 2009 and
2008,
|
And
from July 22, 2002 (Date of inception) through June 30,
2009
6
d)
|
Notes
to Financial
Statements.
7
|
ITEM 2
Management Discussion and Analysis of Financial Condition and Results of
Operations 9
ITEM 3
Quantitative and Qualitative Disclosures About Market
Risk 14
ITEM 4
Controls and
Procedures
14
PART 2 OTHER
INFORMATION
ITEM 5
Exhibits
16
SIGNATURES 16
EXHIBITS
Exhibit
31.1 Certification by President pursuant to
Rule 13a-14(b) and Rule 15d-14(b) of the
Exchange Act
(filed herewith)
Exhibit 32.1:
|
Certification
by CEO pursuant to Section 906 of the Sarbanes-Oxley Act (filed
herewith)
|
2
PART
I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL
STATEMENTS
The
interim financial statements included herein are unaudited but reflect, in
management's opinion, all adjustments, consisting only of normal recurring
adjustments that are necessary for a fair presentation of Registrant's financial
position and the results of our operations for the interim periods presented.
Because of the nature of our business, the results of operations for the three
months ended June 30, 2009 are not necessarily indicative of the results that
may be expected for the full fiscal year. These financial statements should be
read in conjunction with our audited financial statements and notes thereto
included in our Form 10K-SB statement, filed on March 30, 2009, which can be
found in its entirety on the SEC website at www.sec.gov under SEC File Number
333-145264.
3
BIBB
CORPORATION
(A
Development Stage Company)
Balance
Sheets
Un-Audited
|
Audited
|
Audited
|
|||||||||
As
of
|
As
of
|
As
of
|
|||||||||
June
30, 2009
|
December
31, 2008
|
December
31, 2007
|
|||||||||
ASSETS
|
|||||||||||
Current
assets
|
|||||||||||
Cash
|
$ 8,691
|
$ 18,347
|
$ 29,264
|
||||||||
Common
stock subscription receivable
|
905
|
||||||||||
Total
current assets
|
$
8,691
|
$ 18,347
|
$ 30,169
|
||||||||
Total Assets | $ 8,691 |
$ 18,347
|
$ 30,169
|
||||||||
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
|||||||||||
Current
liabilities
|
|||||||||||
Total
current liabilities
|
--
|
||||||||||
Total
liabilities
|
--
|
||||||||||
Stockholders'
equity
|
|||||||||||
Common
stock; $.001 par value; 25,000,000 shares
|
|||||||||||
authorized,
3,340,000 shares issued and
|
|||||||||||
outstanding
as of December 31, 2008 and December 31, 2007
|
3,340
|
3,340
|
2,340
|
||||||||
Common
Stock; $.001 par value,
|
|||||||||||
1,000,000
shares issued at $.03 per share.
|
1,000
|
||||||||||
Additional
paid-in capital
|
49,630
|
49,630
|
49,180
|
||||||||
Accumulated
deficit
|
(44,279)
|
(34,623)
|
(22,351)
|
||||||||
Total
stockholders' equity
|
$ 8,691
|
$ 18,347
|
$ 30,169
|
||||||||
Total
liabilities and stockholders' equity
|
$ 8,691
|
$ 18,347
|
$ 30,169
|
The accompanying notes are an integral
part of these financial statements.
4
BIBB
CORPORATION
(A
Development Stage Company)
Statements
of Operations
Un-Audited
|
|||||||
Un-Audited
|
Un-Audited
|
Un-Audited
|
Un-Audited
|
July
22, 2002
|
|||
(Date
of Inception)
|
|||||||
Three
months ended
|
Six
months ended
|
through
|
|||||
June
30, 2009
|
June
30. 2008
|
June
30, 2009
|
June
30. 2008
|
June
30, 2009
|
|||
Revenue
|
$ -
|
$ -
|
$ -
|
$ -
|
$ -
|
||
Cost
of goods sold
|
-
|
-
|
|||||
Gross
profit
|
-
|
-
|
|||||
Operating
expenses
|
|||||||
Professional
fees
|
-
|
||||||
General
and administrative
|
$ 6,032
|
$ 3,836
|
$ 9,656
|
$8,074
|
$ 44,279
|
||
Total
operating expenses
|
$ 6,032
|
$ 3,836
|
$ 9,656
|
$8,074
|
$ 44,279
|
||
Loss
from operations
|
(6,032)
|
(3,836)
|
(9,656)
|
(8,074)
|
(44,279)
|
||
Loss
before provision for income taxes
|
(6,032)
|
(3,836)
|
(9,656)
|
(8,074)
|
(44,279)
|
||
Provision
for income taxes
|
|||||||
Net
loss
|
(6,032)
|
(3,836)
|
(9,656)
|
(8,074)
|
(44,279)
|
||
Basic
and diluted loss per common share
|
(0)
|
(0)
|
(0)
|
(0)
|
(0)
|
||
Basic
and diluted weighted average
|
|||||||
common
shares outstanding
|
2,973,333
|
2,973,333
|
2,973,333
|
2,973,333
|
2,776,481
|
The accompanying notes are an integral
part of these financial statements.
5
BIBB
CORPORATION
(A
Development Stage Company)
Statements
of Cash Flows
Un-Audited
|
||||||||||
Un-Audited
|
Un-Audited
|
From
July 22, 2002
|
||||||||
(Date
of Inception)
|
||||||||||
Six
months ended
|
through
|
|||||||||
June
30. 2009
|
June
30. 2008
|
June
30. 2009
|
||||||||
Cash
flows from operating activities:
|
||||||||||
Net
loss
|
(9,656)
|
(8,074)
|
(44,279)
|
|||||||
Adjustments
to reconcile net loss to
|
-
|
|||||||||
net
cash used by operating activities:
|
-
|
|||||||||
Changes
in operating assets and liabilities:
|
-
|
|||||||||
-
|
||||||||||
Net
cash used by operating activities
|
(9,656)
|
(8,074)
|
(44,279)
|
|||||||
Cash
flows from investing activities:
|
||||||||||
Purchase
of property and equipment
|
-
|
|||||||||
Net
cash used by investing activities
|
-
|
|||||||||
Cash
flows from financing activities:
|
||||||||||
Common
stock subscriptions received
|
905
|
30,000
|
||||||||
Loans
from officer
|
-
|
225
|
22,970
|
|||||||
Net
cash provided by financing activities
|
1,130
|
52,970
|
||||||||
Net
increase in cash
|
(9,656)
|
(6,944)
|
8,691
|
|||||||
Cash,
beginning of period
|
18,347
|
29,264
|
-
|
|||||||
Cash,
end of period
|
8,691
|
22,320
|
8,691
|
The accompanying notes are an integral
part of these financial statements.
6
BIBB
CORPORATION
(A
Development Stage Company)
Notes to Financial Statements
1
. DESCRIPTION OF BUSINESS,
HISTORY AND SUMMARY OF SIGNIFICANT POLICIES
Description of business and
history – Bibb Corporation, a Nevada corporation, (hereinafter referred
to as the “Company” or “Bibb Corp.”) was incorporated in the State of Nevada on
July 22, 2002. The company plans to be in the business of multi-media
publishing and marketing. The Company operations have been limited to
general administrative operations and it is considered a development stage
company in accordance with Statement of Financial Accounting Standards No.
7.
Management of Company
– The company filed its articles of incorporation with the Nevada Secretary of
State on July 22, 2002, indicating Dean Patel as the incorporator.
The
company filed its annual list of officers and directors with the Nevada
Secretary of State on December 10, 2002 indicating its President, Secretary,
Treasurer and Director is Judson Bibb. He remains in those positions as of this
filing.
Going concern – The
Company incurred net losses of approximately $44,279 from the period of July 22,
2002 (Date of Inception) through June 30, 2009 and has not commenced its
operations, however, it is still in the development stages, raising substantial
doubt about the Company’s ability to continue as a going concern. The
Company may seek additional sources of capital through the issuance of debt or
equity financing, but there can be no assurance the Company will be successful
in accomplishing its objectives.
The
ability of the Company to continue as a going concern is dependent on additional
sources of capital and the success of the Company’s plan. The
financial statements do not include any adjustments that might be necessary if
the Company is unable to continue as a going concern.
Year end – The
Company’s year end is December 31.
Income taxes – The
Company accounts for its income taxes in accordance with Statement of Financial
Accounting Standards No. 109, which requires recognition of deferred tax assets
and liabilities for future tax consequences attributable to differences between
the financial statement carrying amounts of existing assets and liabilities and
their respective tax bases and tax credit carry forwards. Deferred
tax assets and liabilities are measured using enacted tax rates expected to
apply to taxable income in the years in which those temporary differences are
expected to be recovered or settled. The effect on deferred tax assets and
liabilities of a change in tax rates is recognized in operations in the period
that includes the enactment date.
Management
believes the Company will have a net operating loss carryover to be used for
future years. Such losses may not be fully deductible due to the
significant amounts of non-cash service costs. The Company has
established a valuation allowance for the full tax benefit of the operating loss
carryovers due to the uncertainty regarding realization.
Current
tax laws limit the amount of loss available to be offset against future taxable
income when a substantial change in ownership occurs. Therefore, the
amount available to offset future taxable income may be limited.
Net loss per common
share – The Company computes net loss per share in accordance with SFAS
No. 128, Earnings per Share (SFAS 128) and SEC Staff Accounting Bulletin No. 98
(SAB 98). Under the provisions of SFAS 128 and SAB 98, basic net loss
per share is computed by dividing the net loss available to common stockholders
for the period by the weighted average number of shares of common stock
outstanding during the period. The calculation of diluted net loss
per share gives effect to common stock equivalents; however, potential common
shares are excluded if their effect is anti-dilutive. For the period
from July 22, 2002 (Date of Inception) through June 30, 2009, no options and
warrants were excluded from the computation of diluted earnings per share
because their effect would be anti-dilutive.
Concentration of risk
– A significant amount of the Company’s assets and resources are dependent on
the financial support (inclusive of free rent) of Judson Bibb. Should
he determine to no longer finance the operations of the company, it may be
unlikely for the company to continue.
Revenue recognition –
The Company has no revenues to date from its operations
7
BIBB
CORPORATION
(A
Development Stage Company)
Notes to Financial Statements
1a. DESCRIPTION OF BUSINESS AND
SUMMARY OF SIGNIFICANT POLICIES (continued)
Advertising costs
–The Company has recorded no advertising costs for the period from March 31,
2009 through
June 30, 2009.
Legal Procedures –
The Company is not aware of, nor is it involved in any pending legal
proceedings.
2. PROPERTY AND
EQUIPMENT
As of
June 30, 2009, the Company does not own any property and/or
equipment.
3.
|
STOCKHOLDER’S
EQUITY
|
The
Company has 3,340,000 shares authorized and 3,340,000 issued and
outstanding as of June 30, 2009.
The
issued and outstanding shares were issued as follows:
100,000
common shares were issued to Judson Bibb on August 19, 2002 for the sum of
$100 in cash.
215,000
common shares were issued to Judson Bibb on March5, 2002 for the sum of
$215 in cash.
25,000
common shares were issued to Judson Bibb on October 31, 2002 for the sum of
$25 in cash.
2,000,000
common shares were issued to Judson Bibb on December 20, 2002 for the sum of
$6,000 in cash.
1,000,000
common shares were issued to 25 shareholders on February 5, 2008 for the sum of
$30,000 in cash.
As of
June 30, 2009, total liabilities and equity were $8,691.
|
4. RELATED PARTY
TRANSACTIONS
|
The
Company currently uses the home of Judson Bibb , an officer and director of the
Company, on a rent-free basis for administrative purposes and in the future will
use it for storage purposes as well. There is no written lease agreement
or other material terms or arrangements relating to said
arrangement.
|
In
2005, 2006, 2007 and 2008, Judson Bibb made loans to the Company totaling
$6,439, $4,791, $4,950 and $450 respectively. As of June 30,
2009, his total contributions equal
$22,970.
|
5. STOCK
OPTIONS
As of
June 30, 2009, the Company does not have any stock options outstanding, nor does
it have any written or verbal agreements for the issuance or distribution of
stock options at any point in the future.
6.
|
LITIGATION
|
As of
June 30, 2009, the Company is not aware of any current or pending litigation
which may affect the Company’s operations.
8
You
should read the following discussion of our financial condition and results of
operations in conjunction with our financial statements and related notes. The
following discussion and other parts of this report contain forward-looking
statements that involve risks and uncertainties. Our actual results may differ
materially from those anticipated by such forward-looking statements due to
various factors, including, but not limited to, those set forth under "Certain Factors That May Affect Our
Future Operating Results" and elsewhere in this report.
We began
our development stage in July 2002. Since inception we have focused primarily on
research and development activities, organizing our company, finding and
negotiating with vendors, raising capital and laying the groundwork to take the
company public. Until the closing of our current offering, development expenses
were funded by our founder, Judson Bibb.
Our
planned principal operations of producing and marketing fully integrated
multi-media products have not commenced and, accordingly, we have not derived
any revenue from these operations. In fact, we have incurred only losses and we
expect to continue to incur losses for, at least, the next year as we create our
products.
We have
an accumulated deficit of $44,279 since inception. We have not generated any
revenues to date; and we have been issued a "substantial doubt" going concern
opinion from our auditors.
Until
2007, our only assets were the cash contributed by the founder. Thanks to a
year-end closing of a $30,000 offering, we had money to begin product
development. As the funds were transferred from escrow into the company
operating account in February 2008, scriptwriting began once the filing of the
10K was complete.
To that
end, the shooting script has been researched and written. Keyword research and
writing for the website has also been completed. The manual has been written and
vetted and is now in the layout process. Video production has been
completed. Editing of the DVD is in its final
stages. After editing is complete, we will create a galley, author
and duplicate the DVDs, print the manual, publish our website and create our
initial television commercial.
Therefore,
a comparison of our financial information for accounting periods would likely
not be meaningful or helpful in making an investment decision regarding our
company.
OVERVIEW
Bibb
Corporation was founded on the belief that we have a new way for the millions of
marginally literate people to acquire and comprehend the complex information
required to interact with government, businesses and the law. With the result
that not being comfortable reading and understanding text no longer dooms one to
dependence on others or withdrawal from legal and business intercourse. Our goal
is to assist customers who want and need information that is easy to find,
easy-to-use and easy to understand.
We intend
to develop our business as an "information retailer", providing information in a
simple, easy-to-use manner through multi-media applications. Our concept is
intended to blur the lines between a number of business applications: publisher,
video producer and Internet content provider.
Each of
our products will be fully integrated combinations of video, audio and print
supplemented by Internet information. Our information products are intended to
be a solution in which one medium will complement and support the information
provided by the other.
In a
nutshell, we’ll offer a simple manual then support it with how-to videos that
show and tell how to apply the information step-by-step and support it a second
way with a website for updated information and answers to
questions.
The video
enhances the manual and provides a further level of comfort to the buyers. They
feel more secure knowing they will be able to use and understand the manual as
well as be able to accomplish what they need to do.
9
The
website delivers added value. The website provides updated information that's
been uncovered or released since the manual was printed as well as form letters
to copy and paste or adapt. Customers can also review questions others have
asked and read the answers to them or ask new questions.
As the
video will rely on voice over to deliver the audio portion of the content,
foreign language versions will be easy to do. We just strip off the old voice
track and lay in a new one then replace the graphics and titles.
We do not
intend to change our business activities or combine with or acquire any other
company now or in the foreseeable future. If we are unable to complete our
business plans and become profitable, we may decide that we cannot continue with
our business operations as outlined in our original business plan because of a
lack of financial resources and may be forced to seek other potential business
opportunities that might be available; however, we have no plans or intentions
to do so at this time or at any time in the future.
STRATEGY
One of
the five best selling direct response television ads in recent years has been
the Video Professor series which teaches computer use by video or interactive
CD. It is a shining example of successfully selling information via direct
response television.
We intend
to follow the same course by using direct response television commercials to
market our products. Selling prices will range between $19.95 and $24.95. As is
the industry norm, we will initially run our direct response commercials in a
few local markets. By testing different price points, offers and premiums, we
will determine which combination works best and then continue to roll out the
commercials in other markets. If the product sales are successful, we intend to
follow with Spanish versions.
Our
initial goal will be to establish our ‘brand name’ as a trusted source of
reliable, simple and effective information products. We feel direct response
television commercials will be an immediate way for us to establish credibility
and brand awareness, as well as generate sales.
As game
and other visual entertainment sites are popular with the marginally literate,
once our brand has been established, sales commence and revenues are generated,
we intend to set up a commission sales program for webmasters to increase web
sales and drive consumers to our website.
Each
medium (print, video and web) will cross promote the entire line of products.
The non-password protected section of our website will promote and offer our
products for sale online. Each person entering the password protected
section will be required to register and establish a password, creating a
database for future marketing efforts.
In
addition to marketing our products through television and our website, we intend
to contact booksellers, video stores and other retailers to negotiate possible
inclusion of our products in their offerings. As retail sales for direct
response products currently run 10 to 1, (for every television sale, another 10
will be sold at the retail level) our television sales figures will provide
significant leverage.
Once we
have placement in store shelves, we intend to release other titles that don’t
push the traditional direct response emotional hot buttons such as: filing
taxes, buying or leasing a car, dealing with Medicare or an insurance company,
going to small claims court, etc.
RECENT
EVENTS
On
December 31, 2007, we completed an initial offering of 1,000,000 shares of
common stock at a per share price of $.03. Net proceeds from the offering were
$30,000.
Cash at
the end of the December 2007 totaled only $29, 264. A mistake by the issuing
bank regarding the available funds of a subscriber’s check delayed the receipt
of $900 which was compounded by a $5.00 bank fee. The mistake was
rectified and the funds were transferred from escrow into the company operating
account on February 4, 2008 raising our total liabilities and equity to
$30,169.
As of
February 29, 2008, a total of 3,340,000 shares have been issued to 26
shareholders -- 2,340,000 to our existing stockholder, who is our sole officer
and director and 1,000,000 to friends and family. The shares were restricted
securities, as that term is defined in Rule 144 of the Rules and Regulations of
the SEC promulgated under the Act. Under Rule 144, such shares can be publicly
sold, subject to volume restrictions and certain restrictions on the manner of
sale, commencing one year after their acquisition.
Finally,
as a result of the transfer of funds to the operating account, we began product
development once the preparation and filing of corporate taxes as well as the
Company’s first 10K was completed.
10
TRENDS
Because
of the increasing foreclosures and unemployment, tightening credit and the
recession, trends are very positive for the company.
Foreclosure
activity has continued to climb nationwide in 2009. One in 84 American
housing units received at least one foreclosure filing in the first half of the
year, according to RealtyTrac, the largest accumulator of foreclosure data
nationwide.
One in 84
translates into total of 1,905,723 foreclosure filings — default notices,
auction sale notices and bank repossessions — reported on 1,528,364 American
properties in the first six months of 2009. That marks a 9.46 percent
increase in foreclosure filings from the earlier six month-period; and
14.66 percent increase over the first half of 2008.
Homeowners
who are falling behind on their payments - rose to the highest levels in 37
years in the last three months of 2008. Statistics showed 1.5 million
homes or 3 percent of all households were seriously delinquent nationwide in the
fourth quarter of last year. Almost 2 percent of all U.S. households were in
some stage of foreclosure during 2008, up from just over 1 percent the year
before. Add the home loans that were past due and the figure reaches
nearly 11 percent for 2008.
The pace
of foreclosures is expected to remain high this year. Much of the new
foreclosure activity may be due more to growing unemployment than continuing
fallout from subprime and adjustable-rate loans. But with home prices falling,
many owe more than their house is worth, eliminating the option of conventional
refinancing and raising the risk of foreclosure.
Average
house prices fell by 18% in 2008 and the decline continues. News
reports in the late spring noted a leveling-off in the decline. In
reality, the seasonally-adjusted version of the Case Shiller national home
price index revealed a continued month-to-month decline. And the
year-over-year decline remains around 17 percent.
According
to Equifax and Moody’s Economy.com, 24% of homeowners had mortgage debt that
exceeded the values of their homes at the end of June while 32% of homeowners
with mortgages don’t have equity left in their homes. Deutsche Bank
predicts the percentage of U.S. homeowners who owe more than their house is
worth will nearly double to 48 percent in 2011.
Overall,
16 million homeowners are “upside-down” on their mortgages, up from 10 million,
one year ago. Nearly 10% of have mortgage debt with loan-to-value ratios of at
least 125%, and roughly half of those homes have loan-to-value ratios of 150% or
more. As a consequence, the number of foreclosures should continue to
rise.
The
volume of calls fielded by the industry alliance-sponsored Hope Now (1.1 million
in 2008) indicates that some homeowners may not be getting the in-depth
counseling they need to consider all of their options. Lenders report that some
borrowers in trouble have ignored letters and phone calls intended to initiate a
discussion about new mortgage terms. While part of that may be due to
borrowers being unable to admit defeat or deal with bad news, a significant part
(up to 45%) could be due to marginal reading skills.
There is
the stigma of not being able to read well. People with poor literacy skills
often are ashamed of their problem
.Their market interactions are driven by the need to preserve self-esteem and
dignity. Thus, when facing foreclosure, many financially strapped homeowners
don't respond to calls or letters from their lenders. An overwhelming majority
of respondents in a Freddie Mac survey said they didn't call the company
servicing their loan because they didn't think they had any options that could
help them avoid losing their home.
In
reality, the 45% figure could be low. A major literacy gap occurs along racial
lines. White adults scored 50 points higher on prose proficiency on the National
Adult Literacy Survey than did black adults (287 vs. 237). In turn, black adults
scored 21 points higher than Hispanic respondents (237 vs. 216).
In the
first part of the recession, those most in danger of facing foreclosure are the
subprime borrowers. According to the New York Times, subprime lending occurred
at a higher rate in the black and Hispanic communities. Among
subprime borrowers with similar credit ratings, blacks and Hispanics were 30
percent more likely than whites to be charged the highest interest and thus are
likely to be in greater danger of foreclosure.
While
risk and credit scores may be a primary factor, lower-income households also are
charged higher prices because their low general and financial literacy levels
make effective product searches difficult and expose them to seller abuse. Low
incomes are highly, and increasingly, correlated with low education levels, and
these low levels are closely associated with low general and financial literacy
levels.
Consumers
who have difficulty reading are unlikely to understand the fine legal print in
ads and contracts. Those with limited mathematical skills often do not
understand percentages that express the key cost and yield indicators,
respectively, for credit and savings products. For example, research shows that
only about three-fifths of consumers understand and use the most important index
of credit costs, the annual percentage rate or APR, and that non-users tend to
have low incomes and education levels.
11
Lower-income
households with low literacy levels are especially vulnerable to seller abuse.
Consumers who do not understand percentages may find it impossible to understand
the costs of mortgage, home equity, installment, credit card, payday, and other
high-cost loans. Equally, the many disclosures required by mortgage transactions
are often misunderstood by those with limited financial literacy, and obfuscated
by brokers and lenders who have either failed to explain key loan terms and
disclosures to borrowers or have actively misrepresented or concealed these
terms. Individuals who do not read well may find it difficult to
check whether the oral promises of salespersons were written into contracts.
And, those who do not write fluently are limited in their ability to resolve
problems by writing to merchants or complaint agencies.
In 2009,
foreclosure statistics are starting to shift. More and more homeowners entering
the foreclosure process are doing so as a result of joblessness. Once again
blacks and Hispanics are more likely to be or become jobless. As the national
jobless rate has risen to 9.5 percent, the rate among blacks has reached 15
percent and the rate among Hispanics is 12.7 percent midway through
2009.
Rising
joblessness looks to continue as The Federal Reserve has raised its
fourth-quarter forecast to 10.1% and expects the jobless rate to be higher than
anticipated through 2011. Once again, the number of foreclosures should continue
to rise.
Since the
costs of foreclosure can eat up 25% or more of the value of a loan, the losses
could be enormous if a large fraction of these borrowers walk away which also
put pressure on the economy. If the economy worsens, and more people
lose their jobs, that could increase the number of families at risk of losing
their homes and increase the need for credit repair. The reason: tighter
lending standards make cash harder to come by. And as the credit squeeze has
made it more difficult to obtain property-based lines of credit, American
consumers are turning to their credit cards as an alternative.
At the
same time, consumers are increasingly finding themselves forced to deal with
higher interest rates and other fees as credit card companies respond to the
fact that consumer debt is climbing, along with delinquency rates
.
In 2007,
consumer borrowing increased by an annual rate of 3.3 percent. In 2008,
borrowing slowed and the nationwide delinquency rate (payments 90 days late or
more) fell to 1.21 percent in the fourth quarter from 1.36 percent the year
before.
But as
joblessness rises, TransUnion expects more Americans to fall behind. It predicts
that delinquency rates could approach 1.8 percent by the end of
2009.
And that
may hold true. Late payments of any kind on credit cards rose during
most of 2008 before sharply accelerating in the fourth quarter. In 2009, the
delinquency rate of cardholders at least 30 days late on payments started to
decline in March and it has continued to do so for four
months.
Even with
the decline in late payments, many people are going to need help with credit
repair to either be able to use their credit cards again or get new ones once
they’re dropped from their existing providers
During
the past two years, credit card debt has ballooned rapidly in parts of the
nation where the economy is particularly weak, Bank of America executives said
credit card delinquencies in California, Florida, Arizona, and Nevada—states
with high foreclosure rates—increased five times as fast as in other states,
suggesting that consumers struggling with their mortgage debt are also finding
their credit card bills hard to pay.
It is in
these states where Bibb Corporation will do the initial testing of its
commercials.
The
trends referenced above reflect conditions at the end of June 2009. The Federal
Reserve and the US Government in general are doing everything they can to
prevent the country to stem the pace of foreclosures and bankruptcies. Whether
or how soon they are successful cannot be determined.
Early
indications are not good. While 1.5 million homes have gone into foreclosure in
2009 as of June 30, just 235,247 borrowers have been granted trial loan
modifications under the Obama plan since its inception.
RESULTS
OF OPERATIONS
As the
company is in the development stage, no products have been produced yet. As a
consequence, there were no revenues.
12
EXPENSES
General
and Administrative.
General
and administrative expenses consist primarily of legal, accounting and other
professional service fees. General and administrative expenses totaled $6,032
for the three months ended June 30, 2009.
INCOME
TAXES
During
the three months ended June 30, 2009, the Company recorded a loss from
continuing operations of $6,032. Adding that to the previous losses that have
been carried forward, gives the company a total loss carry forward of $44,279.
As the company expects losses for the rest of the year, the tax benefit will
probably be used for 2010.
LIQUIDITY
AND CAPITAL RESOURCES
On
December 31st 2007,
we successfully completed the offering of 1,000,000 shares, raising $30,000 in
the process. The $30,000 was transferred to the company operating account on
February 4, 2008.
During
the three months ended June 30, 2009, the company had a net cash outflow of
$6,032. The majority of the costs were for professional fees.
We have
an accumulated deficit since inception of $44,279 and our auditors have
expressed substantial doubt about our ability to continue as a going concern
unless we are able to generate revenues.
We are
relying primarily on the monies raised in the offering to pursue the
development, setup and marketing of our products and there is no guarantee we
will be successful in completing our proposed business plans.
Management
believes the Company’s funds are sufficient to provide for its short term
projected needs for operations. However, the Company may decide to sell
additional equity or increase its borrowings in order to fund increased product
development or for other purposes.
We have
never had any discussions with any possible acquisition candidate, nor have we
any intention of doing so.
We do not
expect to purchase any real estate and do not own any to sell.
We have
no off-sheet balance arrangements or obligations or other interests that could
affect finances or operations.
TIME
TO COMPLETE PRODUCT DEVELOPMENT
In order
to become fully operational and profitable, we will need to achieve each of the
milestones outlined below:
Within 3
months, we expect to:
|
1.
|
Proof
DVD and manual
|
|
2.
|
Create
DVD duplication master and create
DVDs
|
3. Print
manual
4. Produce
television commercial
5. Complete
website
6. Hire
call center and distribution company
13
Wthin 6
months, we expect to:
|
1.
|
Begin
testing commercial (price points, copy, call center scripts, upsells,
shows and networks)
|
|
2.
|
Analyze
results
|
3.
|
Tweak
commercial
|
4.
|
Continue
testing
|
5.
|
Test
website design and copy to enhance
conversions
|
6.
|
Establish
affiliate program for webmasters
|
Within 9
months, we expect to:
1.
|
Analyze
results and establish final format for
commercial
|
2.
|
Purchase
and record additional phone numbers for spot tracking
purposes
|
3.
|
Make
Beta SP copies for shipping.
|
4.
|
Make
time buys on a network or local spot
basis.
|
5.
|
Test
Google Adwords for website traffic.
|
6.
|
Begin
work on Spanish version
|
ITEM
3: QUANTITATIVE
AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
As sales
have not begun yet, Bibb Corporation has no customer credit risk. We had no debt
outstanding and no derivative instruments at June 30, 2009.
We do not
currently have any market risk sensitive instruments held for trading purposes
or otherwise, therefore, we do not have exposure to interest rate risk, foreign
currency exchange rate risk, commodity price risk, and other relevant market
risks.
ITEM 4: CONTROLS AND
PROCEDURES
OBJECTIVES:
Management
is responsible for planning and performing internal audits of the company. Our
objectives are to improve processes and controls.
Our
specific areas of focus include:
·
|
The
effectiveness of internal control processes and
systems.
|
·
|
Compliance
with laws, regulations and policies and
procedures.
|
·
|
The
effectiveness and efficiency of management systems for achieving
objectives while considering business
risks.
|
·
|
The
reliability and security of computer
operations.
|
14
Bibb
Corporation’s disclosure controls and procedures aim to:
·
|
ensure
timely collection and evaluation of information potentially subject to
disclosure,
|
·
|
capture
information that is relevant to the need to disclose developments and
risks,
|
·
|
evolve
with the business and
|
·
|
produce
1934 Act reports that are timely, accurate and
reliable.
|
LIMITATIONS ON THE EFFECTIVENESS OF CONTROLS:
The
Company's management does not expect that its Disclosure Controls or its
'internal controls and procedures for financial reporting' ("Internal Controls")
will prevent all error and all fraud. A control system, no matter how well
conceived and managed, can provide only reasonable assurance that the objectives
of the control system are met. The design of a control system must reflect the
fact that there are resource constraints, and the benefits of controls must be
considered relative to their costs. Because of the inherent limitations in all
control systems, no evaluation of controls can provide absolute assurance that
all control issues and instances of fraud, if any, within the Company have been
detected. These inherent limitations include the realities that judgments in
decision-making can be faulty, and that breakdowns can occur because of simple
error or mistake.
Additionally,
controls can be circumvented by the individual acts of some persons, by
collusion of two or more people, or by management override of the control. The
design of any system of controls also is based in part upon certain assumptions
about the likelihood of future events, and there can be no assurance that any
design will succeed in achieving its stated goals under all potential future
conditions; over time, control may become inadequate because of changes in
conditions, or the degree of compliance with the policies or procedures may
deteriorate. Because of the inherent limitations in a cost-effective control
system, misstatements due to error or fraud may occur and not be
detected.
CONCLUSIONS:
Based
upon the Controls Evaluation, the President has concluded that, subject to the
limitations noted above, the Disclosure Controls are effective to timely alert
management to material information relating to the Company during the period
when its periodic reports are being prepared.
In
accordance with SEC requirements, the President notes that, since the date of
the Controls Evaluation to the date of this Quarterly Report, there have been no
significant changes in Internal Controls or in other factors that could
significantly affect Internal Controls, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Within
the 90 days prior to the filing date of this report, the Company carried out an
evaluation of the effectiveness of the design and operation of its disclosure
controls and procedures pursuant to Exchange Act Rule 13a-14. This evaluation
was done under the supervision and with the participation of the Company's
principal executive officer (who is also the principal financial officer). Based
upon that evaluation, he believes that the Company's disclosure controls and
procedures are effective in gathering, analyzing and disclosing information
needed to ensure that the information required to be disclosed by the Company in
its periodic reports is recorded, summarized and processed timely. The principal
executive officer is directly involved in the day-to-day operations of the
Company.
15
PART
2 - OTHER INFORMATION
ITEM 5:
EXHIBITS
(a)
Documents filed as part of this report:
(1)
|
Exhibits
|
The list
of exhibits contained in the accompanying Index to Exhibits is
incorporated
herein.
(b) See
(a)(2) above.
(c) There
are no financial statements required by Regulation S-X (17 CFR 210) which are or
will
be
excluded from the annual report to shareholders by Rule 14a-3(b).
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
BIBB
CORPORATION
By: /s/
Judson W. Bibb
Judson W.
Bibb, President
Dated:
August 9, 2009
Pursuant
to the Securities Exchange Act of 1934, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
BIBB
CORPORATION
/s/
Judson W Bibb,
Judson W.
Bibb, President,
August 9,
2009
16
INDEX
TO EXHIBITS
Exhibit
No. Exhibit
31.1
Certification of Chief Executive Officer Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
32.1
|
Certification
of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
|
17