Creatd, Inc. - Quarter Report: 2014 March (Form 10-Q)

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	[X]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2014
	[   ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Nevada	87-0645394
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

4060 NE 95th Road, Wildwood, Florida 34785

(Address of principal executive offices)

(352) 561-8182

(Registrant’s telephone number, including area code)

Not applicable.

(Former name, former address and former fiscal year, if changed since last report)

Large accelerated filer	[   ]	Accelerated filer	[  ]
Non-accelerated filer  (Do not check if a smaller reporting company)	[   ]	Smaller reporting company	[X]

Class	Outstanding as of April 28, 2014
Common Stock, $0.001 par value	8,030,625

 

TABLE OF CONTENTS

Heading		Page
PART  I    —   FINANCIAL INFORMATION
Item 1.	Financial Statements	2
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	8
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	10
Item 4.	Controls and Procedures	10
PART II   —   OTHER INFORMATION
Item 1.	Legal Proceedings	11
Item 1A.	Risk Factors	11
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	11
Item 3.	Defaults Upon Senior Securities	11
Item 4.	Mine Safety Disclosures	11
Item 5.	Other Information	11
Item 6.	Exhibits	12
	Signatures	13

 

 

 

GREAT PLAINS HOLDINGS, INC.
(Development Stage Company)
Condensed Consolidated Balance Sheets
		March 31,				December 31,
		2014				2013
		(UNAUDITED)
Assets
Current Assets
Cash and Cash Equivalents		$	1,306,519			$	1,479,152
Accounts Receivable			990				285
Inventory			14,293				15,712
Prepaid Expenses			-				2,875
Total Current Assets			1,321,802				1,498,024
Property and Equipment
Property and Equipment			141,716				58,057
Less Accumulated Depreciation			(5,361	)			(3,645	)
Land			5,651				5,651
Construction in Progress			33,570				-
Net Property and Equipment			175,576				60,063
Total Assets		$	1,497,378			$	1,558,087
Current Liabilities
Accounts Payable		$	10,051			$	7,504
Total Current Liabilities			10,051				7,504
Total Liabilities			10,051				7,504
Stockholders' Equity
Preferred stock,  $.001 par value, 20,000,000 shares authorized with 1.000,000 shares designated as Series A Preferred stock, $.001 par value, 10,000 and 0 shares issued and outstanding at March 31, 2014 and December 31, 2013			10				-
Common stock, 300,000,000 shares authorized, $.001 par value, 8,030,625 and 7,993,125 shares issued and outstanding at March31, 2014 and December 31, 2013, respectively			8,031				7,993
Additional Paid in Capital			1,869,441				1,856,489
Accumulated Deficit			(390,155	)			(313,899	)
Total Stockholders' Equity			1,497,327				1,550,583
Total Liabilities and Stockholders' Equity		$	1,497,378			$	1,558,087

 

 

 

GREAT PLAINS HOLDINGS, INC.
(Development Stage Company)
Condensed Consolidated Statement of Operations
(UNAUDITED)
										Apr. 22, 1997
		Three Months Ended								(predecessor date
		March 31,				March 31,				of inception) to
		2014				2013				31-Mar-14
Sales
Sales Revenue		$	6,385			$	7,390			$	88,936
Total Sales			6,385				7,390				88,936
Cost of Goods Sold
Cost of Sales			2,179				604				8,203
Total Cost of Goods Sold			2,179				604				8,203
Gross Profit			4,206				6,786				80,733
Operating Expenses
Royalty Expense			47				65				1,098
Depreciation and Amortization			1,716				85				31,915
General and Administrative Expenses			78,699				16,323				434,238
Total Operating Expenses			80,462				16,473				467,251
Operating Loss			(76,256	)			(9,687	)			(386,518	)
Other Income (Expenses)
Interest Expense			-				(523	)			(3,637	)
Total Other Income (Expenses)			-				(523	)			(3,637	)
Net Loss Before Taxes			(76,256	)			(10,210	)			(390,155	)
Net Loss		$	(76,256	)		$	(10,210	)		$	(390,155	)
Loss per share of common stock
(basic and diluted)		$	(0.01	)		$	(0.00	)
Weighted average shares outstanding			8,030,625				2,633,750

 

 

GREAT PLAINS HOLDINGS, INC.
(Development Stage Company)
Condensed Consolidated Statement of Cash Flows
(UNAUDITED)
										Apr. 22, 1997
		Three Months Ended								(predecessor date
		March 31,				March 31,				of inception) to
		2014				2013				31-Mar-14
Cash Flows from Operating Activities
Net Income (Loss)		$	(76,256	)		$	(10,210	)		$	(390,155	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and Amortization			1,716				85				31,915
Contributions to capital - expenses paid by shareholders			-				2,095				26,948
Issuance of common stock for expenses			-				-				8,700
Change in Operating Assets and Liabilities:
Accounts Receivable			(704	)			-				(989	)
Inventory			1,418				604				(14,294	)
Prepaid Assets			2,875				-				-
Accounts Payable			2,547				2,687				6,830
Net Cash Used In Operating Activities:			(68,404	)			(4,739	)			(331,045	)
Cash Flows from Investing Activities
Purchases of Property and Equipment			(117,229	)			-				(180,937	)
Patent			-				-				(28,650	)
Net Cash Used In Investing Activities:			(117,229	)			-				(209,587	)
Cash Flows from Financing Activities
Notes Payable - Related Party			-				5,670				62,063
Payment to Related Party			-				(960	)			(88,911	)
Proceeds from the issuance of preferred stock			1,000								1,000
Proceeds from the issuance of common stock			12,000				-				1,872,999
Net Cash Provided By Financing Activities:			13,000				4,710				1,847,151
Net Change in Cash & Cash Equivalents			(172,633	)			(29	)			1,306,519
Beginning Cash & Cash Equivalents			1,479,152				447				-
Ending Cash & Cash Equivalents		$	1,306,519			$	418			$	1,306,519
Noncash Investing and Financing Activities
Issuance of 922,900 common shares for a patent - 2000										$	11,963

 

 

		March 31, 2014				December 31, 2013
Land			5,651				5,651
Construction in Progress			33,570
Machinery & Equipment			14,380				14,380
Buildings & Improvements			127,336				43,677
Total Property & Equipment			180,937				63,708
Less:  Accumulated Depreciation & Amortization			(5,361	)			(3,645	)
Net Property and Equipment			175,576				60,063

 

The Series A Preferred Stock have the following designations, rights, and preferences:

 

 

 

 

 

	●	the ability to maintain current business and, if feasible, expand the marketing of products;
	●	the ability to attract and retain new individual and retail customers;
	●	the sufficiency of existing capital resources and the ability to raise additional capital to fund cash requirements for future operations;
	●	uncertainties involved in the rate of growth of business and acceptance of the Company’s product;
	●	anticipated size or trends of the market segments in which we compete and the anticipated competition in those markets;
	●	future capital requirements and our ability to satisfy our needs; and
	●	general economic conditions.

	·	Material Weakness – The Company did not maintain effective controls over certain aspects of the financial reporting process because we lacked a sufficient complement of personnel with a level of accounting expertise and an adequate supervisory review structure that is commensurate with our financial reporting requirements.
	·	Significant Deficiencies – Inadequate segregation of duties.

 

 

Exhibit Number		Description
3.3		Certificate of Designation, Preferences, and Rights of Series A Preferred Stock (Incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed with the SEC on April 8, 2014).
10.1		Agreement for the Purchase and Sale of Real Estate between Ashland Holdings, LLC and TD Bank dated October 29, 2013 (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed with the SEC on November 1, 2013).
31.1		Section 302 Certificate of Chief Executive Officer. *
31.2		Section 302 Certificate of Principal Financial and Accounting Officer. *
32.1		Section 906 Certificate of Chief Executive Officer and Principal Financial and Accounting Officer. *
101 INS		XBRL Instance Document**
101 SCH		XBRL Schema Document**
101 CAL		XBRL Calculation Linkbase Document**
101 DEF		XBRL Definition Linkbase Document**
101 LAB		XBRL Labels Linkbase Document**
101 PRE		XBRL Presentation Linkbase Document**
*		Filed herewith.
**		The XBRL related information in Exhibit 101 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability of that section and shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

	Great Plains Holding, Inc.
Date: May 20, 2014	By: /s/ Kent Campbell
	Kent Campbell
	Chief Executive Officer
	(Principal Executive Officer)
Date: May 20, 2014	By: /s/ Sarah Campbell
	Sarah Campbell
	Chief Accounting Officer
	(Principal Financial and Accounting Officer)

 

 

 

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