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Cyber Apps World - Quarter Report: 2009 April (Form 10-Q)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-Q

x
Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
   For the quarterly period ended April 30, 2009
 
o
Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934
 
 
 
For the transition period from  ______to______

Commission File Number          000-50693
 
 
SUPERLATTICE POWER, INC. 

 (Exact name of Registrant as specified in its charter)

     
  Nevada
 
90-0314205
(State or other jurisdiction
 
(IRS Employer Identification No.)
incorporation or organization)
   
     
420 N. Nellis Blvd., Suite A3-146
Las Vegas, Nevada
 
89110
(Address of principal executive offices)
 
(Postal or Zip Code)
     
 
Issuer's telephone number, including area code:  (702) 425-7376
 

Former name, former address and former 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. x Yes o No

 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes [ ]    No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a smaller reporting company.  (Check One):

Large accelerated filer  o
Accelerated filer  o
   
Non-accelerated filer    o
Smaller reporting company  x
(Do not check if a smaller reporting company)


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  o Yes x No

APPLICABLE ONLY TO CORPORATE ISSUERS
 
The number of shares outstanding the issuer's common stock, $.001 par value, was 115,000,000 as of June 1, 2009.
 

 
SUPERLATTICE POWER, INC.

TABLE OF CONTENTS
   
 Page No.
PART I.
FINANCIAL INFORMATION
 
     
ITEM I -
Unaudited Consolidated Financial Statements
 
     
 
Consolidated Balance Sheets as of April 30, 2009 and July 31, 2008 (Unaudited)
4
     
 
Consolidated Statements of Operations for the Nine and Three Months Ended April 30,2009 and 2008 (Unaudited)
5
     
 
Consolidated Statement of Stockholders Deficiency (Unaudited)
6
     
 
Consolidated Statements of Cash Flows for the Nine Months Ended April 30, 2009 and 2008 (Unaudited)
7
     
 
Notes to Unaudited Consolidated Financial Statements
8
     
ITEM 2 -
Management's Discussion and Analysis of Financial Condition and Results of Operations.
15
     
ITEM 3 –
Quantitative and Qualitative Disclosures About Market Risk
17
     
ITEM 4T–
Controls and Procedures.
18
     
PART II.
OTHER INFORMATION
 
     
ITEM 1A –
Risk Factors
18
     
ITEM 6 -
Exhibits
20

EXHIBIT 31 - Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

EXHIBIT 32 - Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
- 2 -

 
PART I. FINANCIAL INFORMATION
 
      Item 1. Financial Statements

            Certain information and footnote disclosures required under accounting principles generally accepted in the United States of America have been condensed or omitted from the following consolidated financial statements  pursuant to the rules and regulations of the Securities and Exchange Commission. It is suggested that the following consolidated financial statements be read in conjunction with the year-end consolidated financial statements and notes  thereto included in the Company's Annual Report on Form 10-K for the year  ended July 31, 2008.

            The results of operations for the nine months ended April 30, 2009 and 2008 are not necessarily indicative of the results for the entire fiscal year or for any other period.
 
- 3 -

 
 
SUPERLATTICE POWER, INC. 
 
CONSOLIDATED BALANCE SHEETS  
(UNAUDITED)

   
April 30,
   
July 31,
 
ASSETS
 
2009
   
2008
 
Current assets:
           
Cash and cash equivalents
  $ 807     $ 15,695  
                 
Property and equipment, net
    133,351       33,603  
                 
    $ 134,158     $ 49,298  
                 
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
               
Current liabilities:
               
Accounts payable and accrued expenses
  $ 540,573     $ 164,260  
Due to related parties
    4,711,508       4,458,768  
Short term debt
    19,060       -  
Total current liabilities
    5,271,141       4,623,028  
                 
Commitments and contingencies
    -       -  
                 
Stockholders' deficiency:
               
Preferred stock, $.001 par value, 10,000,000
               
shares authorized, 0 issued and outstanding
    -       -  
Common stock, $.001 par value, 250,000,000
               
shares authorized, 115,000,000 issued and outstanding
    115,000       115,000  
Additional paid-in-capital
    18,918       (84,107 )
Accumulated deficit
    (5,270,901 )     (4,604,623 )
Total stockholders' deficiency
    (5,136,983 )     (4,573,730 )
    $ 134,158     $ 49,298  

SEE NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
 
- 4 -

 
SUPERLATTICE POWER, INC.
 
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
 
   
NINE MONTHS ENDED
   
THREE MONTHS ENDED
 
   
April 30,
   
April 30,
 
   
2009
   
2008
   
2009
   
2008
 
                         
Sales
  $ -     $ -     $ -     $ -  
                                 
Costs and expenses:
                               
General and administrative
    174,787       123,670       36,544       25,018  
Research and development
    156,234       -       53,190       -  
      331,021       123,670       89,734       25,018  
                                 
Loss from continuing operations
    (331,021 )     (123,670 )     (89,734 )     (25,018 )
                                 
Interest expense
    (335,257 )     -       (117,413 )     -  
                                 
Net loss from continuing operations
    (666,278 )     (123,670 )     (207,147 )     (25,018 )
                                 
Provision for income taxes
    -       -       -       -  
                                 
Net loss from continuing operations
    (666,278 )     (123,670 )     (207,147 )     (25,018 )
                                 
Discontinued operations:
                               
Loss from discontinued operations
    -       (465,653 )     -       (134,238 )
Net loss on discontinued operations
    -       (465,653 )     -       (134,238 )
                                 
Net loss
    (666,278 )     (589,323 )     (207,147 )     (159,256 )
                                 
Other comprehensive income:
                               
Foreign currency translation
    -       (2,382 )     -       (691 )
                                 
Net comprehensive loss
  $ (666,278 )   $ (591,705 )   $ (207,147 )   $ (159,947 )
                                 
Net loss per share - basic and diluted - continuing operations
  $ (0.01 )   $ (0.00 )   $ (0.00 )   $ (0.00 )
                                 
Weighted shares outstanding - basic and diluted - continuing operations
    115,000,000       115,000,000       115,000,000       115,000,000  
                                 
Net loss per share - basic and diluted - discontinued operations
  $ (0.00 )   $ (0.00 )   $ (0.00 )   $ (0.00 )
                                 
Weighted shares outstanding - basic and diluted - discontinued operations
    115,000,000       115,000,000       115,000,000       115,000,000  

SEE NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
 
- 5 -


SUPERLATTICE POWER, INC.

CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIENCY
(UNAUDITED)
 
                     
Cumulative
             
               
Additional
   
Other
             
   
Common Stock
   
Paid In
   
Comprehensive
   
Accumulated
       
   
Shares
   
Par value
   
Capital
   
Income (Loss)
   
Deficit
   
Total
 
Balance August 1, 2007
    115,000,000     $ 115,000     $ (84,107 )   $ (7,860 )   $ (3,739,333 )   $ (3,716,300 )
                                                 
Foreign currency translation
    -       -       -       7,860       -       7,860  
                                                 
Net loss for year ended July 31, 2008
    -       -       -       -       (865,290 )     (865,290 )
                                                 
Balance July 31, 2008
    115,000,000       115,000       (84,107 )     -       (4,604,623 )     (4,573,730 )
                                                 
Contribution of machinery & equipment
    -       -       103,025       -       -       103,025  
                                                 
Net loss for the period ended
                                               
  April 30, 2009
    -       -       -       -       (666,278 )     (666,278 )
                                                 
Balance April 30, 2009
    115,000,000     $ 115,000     $ 18,918     $ -     $ (5,270,901 )   $ (5,136,983 )

SEE NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
 
- 6 -

 
SUPERLATTICE POWER, INC.

CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)

   
NINE MONTHS ENDED
 
   
April 30,
 
   
2009
   
2008
 
             
Cash Flows from Operating Activities
           
Net loss
  $ (666,278 )   $ (589,323 )
Adjustments to reconcile net cash provided by operating activities:
               
Depreciation
    19,336       30,812  
Bad debt expense
    -       35,380  
(Decrease) in accounts receivable
    -       (51,744 )
(Decrease) in inventories
    -       (11,789 )
Increase in prepaid expenses
    -       48,300  
Increase in letter of credit
    -       (633 )
Loss on sale of property and equipment
    -       3,903  
(Decrease) in other assets
    -       (26,189 )
Increase (decrease) in accounts payable and accrued expenses
    376,313       (31,435 )
(Decrease) in deferred revenue
    -       (2,990 )
Net cash used in operating activities
    (270,629 )     (595,708 )
                 
Cash Flows from Investing Activities
               
Purchase of property and equipment
    (16,059 )     (39,292 )
Proceeds from sale of property and equipment
    -       1,070  
Net cash used in investing activities
    (16,059 )     (38,222 )
                 
                 
Cash Flows from Financing Activities
               
Proceeds from majority shareholder
    -       -  
Advances from related parties
    252,740       1,192,128  
Payments to related parties
    -       (545,173 )
Proceeds from debt
    19,060       -  
Net cash provided by financing activities
    271,800       646,955  
                 
Effect of exchange rate changes on cash and cash equivalents
    -       (101 )
                 
Net increase (decrease) in cash and cash equivalents
    (14,888 )     12,924  
                 
Cash and cash equivalents at beginning of period
    15,695       5,962  
                 
Cash and cash equivalents at end of period
  $ 807     $ 18,886  
                 
Supplemental information:
               
Cash paid during the year for:
               
Interest paid
  $ -     $ -  
Income taxes paid
  $ -     $ -  
Non-cash transactions
               
Donated Equipment
  $ 103,025     $ -  

SEE NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
 
- 7 -

 
SUPERLATTICE POWER, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
APRIL 30, 2009

Note 1. Financial statement presentation

Superlattice Power, Inc. (the “Company” or “Superlattice Power”) (formerly Zingo, Inc.), following the sale as of May 15, 2008, of its VOIP telecommunications business, intends to concentrate its efforts on further development of the lithium batteries technology licensed from EV Innovations, Inc. (“EVI”), the Company’s former parent (Hybrid Technologies, Inc.).  Our auditors have expressed substantial doubt concerning our ability to continue as a going concern.

The financial statements have been prepared in accordance with Securities Exchange Commission requirements for interim financial statements.  Therefore, they do not include all information and footnotes required by accounting principles generally accepted in the United States for complete financial statements.  These financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company's Annual Report on form 10-K for the year ended July 31, 2008 as filed with the Securities Exchange Commission.

The results of operations for the interim periods shown in this report are not necessarily indicative of results to be expected for the full year.  In the opinion of management, the information contained herein reflects all adjustments necessary to make the results of operations for the interim period a fair statement of such operations.  All such adjustments are of a normal recurring nature.

History and Nature of Business
Superlattice Power was originally incorporated under the name Titan Web Solutions, Inc. on July 15, 2002 under the laws of the State of Nevada. The Company changed its name to JavaKingCoffee, Inc. in August 2003.

Effective August 8, 2005, the Company entered into an Agreement and Plan of Reorganization, pursuant to which the Company agreed to acquire all of the outstanding shares of WhistlerTel, Inc., a Nevada corporation, which was a wholly owned subsidiary of EVI, formally Hybrid Technologies, Inc.  The transaction was completed on August 19, 2005 by the issuance of 80,000,000 shares of the Company's stock in exchange for all of the outstanding shares of WhistlerTel's common stock.

WhistlerTel, Inc. was organized in November, 2004.  The Company offers telecommunication services to businesses which provide voice communication via the Internet.  The system requires high speed broadband internet access.

On April 15, 2008, EV Innovations, Inc. sold its controlling interest of the Company’s outstanding common stock to Blue Diamond Investments, Inc. With the sale of our VoIP telecommunications business, named Zingo Telecom, Inc., on May 15, 2008 we intend to concentrate efforts on further development of the lithium batteries technology licensed from EVI, the Company’s former parent.

Effective April 15, 2008, the Company entered into a license agreement with EVI providing for EVI’s license to the Company of their patent applications and technologies for rechargeable lithium ion batteries for hybrid vehicles and other applications (“licensed products”).  Under the license agreement, EVI has the right to purchase their requirements of lithium ion batteries from the Company, and their requirements of lithium ion batteries shall be supplied by the Company in preference to, and on a priority basis as compared with, supply and delivery arrangements in effect for other customers of the Company. EVI’s cost for lithium ion batteries shall be the Company’s actual manufacturing costs for such batteries for the fiscal quarter of the Company in which EVI’s purchase takes place.

The Company has agreed to invest a minimum of $1,500,000 in each of the next two years in development of the technology for the licensed products. To date, investments have been made in the amount of $180,734. If the Company does not make the required investments, it will be in default under the license agreement; EVI would have the right to terminate the license agreement.
 
- 8 -

 
Superlattice Power, Inc.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
 
Effective April 16, 2008, the Company agreed to lease approximately 5,000 square feet of space in EVI’s North Carolina facility.  The leased space will be suitable, and utilized by the Company, for developmental and manufacturing operations for licensed products pursuant to the license agreement.  The leased space is leased on a month-to-month basis at a monthly rental of $2,500, the monthly rental to be escalated five (5%) percent annually. Also effective April 16, 2008, the Company purchased certain equipment and supplies related to the license agreement from EVI for the purchase price of $29,005.

The Company merged into its wholly-owned subsidiary, Superlattice Power, Inc., on April 25, 2008.  The subsidiary was created solely for this merger, the purpose of which was to change the name of the Company from Zingo, Inc. to Superlattice Power, Inc. The state of Nevada does not require stockholder approval of a merger of a wholly-owned subsidiary into the parent, and in connection with such a merger the name of the parent is permitted to be changed.  As a result of the merger, the assets and liabilities of the surviving corporation were unchanged. The subsidiary Superlattice Power, Inc. had no assets or liabilities prior to the merger.

On June 4, 2008, Holly Roseberry resigned as President of Superlattice Power, Inc., where she remains as a director. Ayaz Kassam is the new President and Chief Executive Office (“Kassam”), and has been appointed as a director to fill a vacancy on the Board.

SIGNIFICANT ACCOUNTING POLICIES

Basis of consolidation
The financial statements include the accounts of the Company and its wholly owned subsidiary, Zingo Telecom, Inc. and Zingo Telecom Canada, Inc. for the nine months ended April 30, 2008. All intercompany accounts and transactions have been eliminated in consolidation. The subsidiaries were sold in May of 2008 and therefore there is no consolidation for the nine months ended April 30, 2009.

Estimates
The preparation of financial statements prepared in accordance with the accounting standards generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements.  Actual results could differ from those estimates.

Cash and cash equivalents
Cash and cash equivalents consist of highly liquid investments, which are readily convertible into cash with original maturities of three months or less.

Financial instruments
The fair value of accounts payable and accrued expenses and advances from related parties approximates fair value based on their short maturities.

Property and equipment
Property and equipment are recorded at cost.  Depreciation of property and equipment are accounted for by accelerated methods over the following estimated useful lives:
 
Lives  
Furniture and fixtures
10 years
Software
3-5 years
Computers
5 years
 
- 9 -

 
Superlattice Power, Inc.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
 
Long-lived assets
The Company  accounts for  long-lived  assets in  accordance  with  Statement of Financial  Accounting  Standard No. 144 (SFAS 144)  "Accounting  for  Long-Lived Assets". The carrying value of long-lived assets is reviewed on a regular basis for the existence of facts and circumstances that may suggest impairment.  The Company recognizes impairment when the sum of undiscounted future cash flows is less than the carrying amount of the asset.  The write down of the asset is charged to the period in which the impairment occurs.

Income taxes
Income taxes are accounted for under the asset and liability method.  Deferred tax assets and liabilities are recognized for amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards.  Deferred tax assets and credits are measured using enacted tax rates expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated financial statements in the period that includes the enactment date.

Foreign currency translation
The functional currency for some foreign operations is the local currency. Assets and liabilities of foreign operations are translated at balance sheet date rates of exchange and income, expense and cash flow items are translated at the average exchange rate for the period. There were no foreign currency translations for the period ended April 30, 2009.  The translation gains or losses were not material for the year ended July 31, 2008.

Comprehensive income (loss)
The Company reports comprehensive income (loss) in accordance with the requirements of Statement of Financial Accounting Standards No.130. For the year ended July 31, 2008 the difference between net income (loss) and comprehensive income (loss) is foreign currency translation.

Discontinued Operations
In May 2008, the Company completed the sale of its VoIP business. The results for the business were accounted for as discontinued operations in the consolidated financial statements for the periods presented herein.  The divestiture resulted in a loss of $0 and $465,653, respectively, for the nine months ended April 30, 2009 and 2008.

Summarized unaudited combined statement of loss for discontinued operations is as follows:
 
   
NINE MONTHS
   
NINE MONTHS
 
   
ENDED
   
ENDED
 
   
April 30, 2009
   
April 30, 2008
 
Net sales
  $ -     $ 614,097  
Loss before income tax
    -       (1,079,750 )
Provision for income taxes
    -       -  
Loss from operations - net tax
    -       (465,653 )
Gain on sale of discontinued operations
    -       -  
Provision for income taxes
    -       -  
Loss from discontinued operations - net of tax
  $ -     $ (465,653 )
 
Revenues
Revenues are recognized at the time that service is completed or the related products have been installed.
 
- 10 -

 
Superlattice Power, Inc.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
 
Advertising
Advertising costs are expensed and are included in selling, general and administrative expenses.  Total advertising expenditures for the nine months ended April 30, 2009 and 2008 were approximately $50,000 and $2,100 respectively.

Shipping and handling
Shipping and handling costs associated with shipping equipment to customers are generally expensed and included in costs of sales for the telecommunications business.

Research and development
The Company is currently a research and development (“R&D”) stage company and therefore the Board of Directors has not set a budget for R&D. However, all projects and purchases must be approved before being started or purchased. As of April 30, 2009, there have been expenses put toward research and development. For the nine months ending April 30, 2009, salaries, payroll taxes, and benefits amounted to approximately $165,000 in R&D, parts and supplies was approximately $6,000, and other R&D were approximately $3,000.

Reclassification
Certain reclassifications have been made to the prior year’s financial statements to conform to the current year presentation. These reclassifications have had no impact on the net. The reclassification consisted of other assets being reclassified as marketable securities. The Company reclassified certain continuing operations to discontinued operations for the nine months ended April 30, 2008 in the Company’s Consolidated Statements of Operations.

Recently issued pronouncements
In December 2007, the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards (“SFAS”) No. 160, “Noncontrolling Interests in Consolidated Financial Statements – an amendment of ARB No. 51” (“SFAS No. 160”).  SFAS No. 160 amends Accounting Research Bulletin (“ARB”) No. 51 to establish accounting and reporting standards for the noncontrolling (minority) interest in a subsidiary and for the deconsolidation of a subsidiary.  It clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the Consolidated Financial Statements.  SFAS No. 160 also requires consolidated net income to be reported at amounts that include the amounts attributable to both the parent and the noncontrolling interest on the face of the consolidated statement of income.  Under SFAS No. 160, the accounting for changes in a parent’s ownership interest in a subsidiary that do not result in deconsolidation must be accounted for as equity transactions for the difference between the parent’s carrying value and the cash exchanged in the transaction.  In addition, SFAS No. 160 also requires that a parent recognize a gain or loss in net income when a subsidiary is deconsolidated (except in the case of a spin-off), and requires expanded disclosure in the Consolidated Financial Statements that clearly identify and distinguish between the interests of the parent’s ownership interest and the interests of the noncontrolling owners of a subsidiary.  This Statement is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2008.  The Company will adopt SFAS No. 160 on August 1, 2009, as required, and does not believe they will have a significant impact on its financial statements.

In February 2008, the FASB issued FASB Staff Position SFAS 157-1, “Application of SFAS No. 157 to SFAS No. 13 and Its Related Interpretative Accounting Pronouncements that Address Leasing Transactions” (“FSP SFAS 157-1”) and FASB Staff Position SFAS 157-2, “Effective Date of SFAS No. 157” (“FSP SFAS 157-2”). FSP SFAS 157-1 excludes SFAS No. 13 and its related interpretive accounting pronouncements that address leasing transactions from the requirements of SFAS No. 157, with the exception of fair value measurements of assets and liabilities recorded as a result of a lease transaction but measured pursuant to other pronouncements within the scope of SFAS No. 157. FSP SFAS 157-2 delays the effective date of SFAS No. 157 for all nonfinancial assets and nonfinancial liabilities, except those that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). FSP SFAS 157-1 and FSP SFAS 157-2 became effective for the Company upon adoption of SFAS No. 157 on January 1, 2008. The Company will provide the additional disclosures required relating to the fair value measurement of nonfinancial assets and nonfinancial liabilities. The Company completed its implementation of SFAS No. 157 effective January 1, 2009 and it did not have a material impact on its financial statements.
 
- 11 -

 
Superlattice Power, Inc.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
 
In March 2008, the FASB issued SFAS No. 161, “Disclosures about Derivative Instruments and Hedging Activities”, an amendment of FASB Statement No. 133 (“SFAS No. 161”).  The new standard is intended to improve financial reporting about derivative instruments and hedging activities by requiring enhanced disclosures to enable investors to better understand their effects on an entity’s financial position, financial performance and cash flows.  It is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008.  The Company does not believe that SFAS No. 161 will have a material impact on its financial statements.

In May 2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally Accepted Accounting Principles” (“SFAS No. 162”).  SFAS No. 162 identifies the sources of accounting principles and the framework for selecting the principles to be used in the preparation of financial statements of nongovernmental entities that are presented in conformity with generally accepted accounting principles (GAAP) in the United States.  The Company adopted SFAS No. 162 effective January 1, 2009 and it did not have a material impact on its financial statements.

Note 2. Property and equipment

Property and equipment consist of:
 
   
April 30,
   
July 31,
 
   
2009
   
2008
 
Office and computer equipment
  $ 131,455     $ 28,430  
Leasehold improvements
    25,404       9,345  
      156,859       37,775  
Less accumulated depreciation
    (23,508 )     (4,172 )
    $ 133,351     $ 33,603  
 
Depreciation expense for the nine months ended April 30, 2009 and 2008 was $19,336 and $30,812, respectively.

In January 2009, a private company provided Superlattice with equipment in exchange for Superlattice’s battery prototypes for testing and possibly for purchase of batteries from the Company. The equipment was received in the manufacturing facility, and was recorded at appraised value of $103,025.

Note 3. Segment information

FASB Statement No. 131, Disclosures about Segments of an Enterprise and Related Information, establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by management. We are organized by geographical area.
 
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Superlattice Power, Inc.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
 
The following is financial information relating to the Company’s business segments from continuing operations:
 
   
(unaudited)
   
(unaudited)
   
(unaudited)
   
(unaudited)
 
   
NINE MONTHS
   
NINE MONTHS
   
THREE MONTHS
   
THREE MONTHS
 
   
ENDED
   
ENDED
   
ENDED
   
ENDED
 
   
April 30, 2009
   
April 30, 2008
   
April 30, 2009
   
April 30, 2008
 
Revenue from external customers:
                       
United States
  $ -     $ -     $ -     $ -  
India
    -       -       -       -  
Canada
    -       -       -       -  
Total revenues
  $ -     $ -     $ -     $ -  
(Loss) from operations:
                               
United States
  $ (666,278 )   $ (123,670 )   $ (207,147 )   $ (25,018 )
India
    -       -       -       -  
Canada
    -       -       -       -  
Total loss from operations
  $ (666,278 )   $ (123,670 )   $ (207,147 )   $ (25,018 )

Note 4.  Related party transactions

The Company's principal financing source has been from its former parent, EV Innovations, Inc. The Company has also received advances during 2008 from its chief executive and principal financial officer Ayaz Kassam. On April 15, 2008, Blue Diamond assumed EVI’s debt due from Superlattice.  At April 30, 2009 and July 31, 2008 the Company owed Blue Diamond $4,321,358, and Kassam $390,150 and $137,410, respectfully. During the nine months ended April 30, 2009 and 2008 the Company had advances totaling $252,740 and $1,192,128, respectively; and payments amounted to approximately $0 and $545,173, respectively. Without such funding, the Company could not stay in business.

The advances from the parent company will accrue interest at a rate of 10% annually until the obligation has been paid in full. No term has been set for repayment and no payment is expected until the Company has begun to produce battery cells and has become a profitable venture. The balance of the related party transactions is due within two weeks of the parties request but does not bear interest. Interest for the nine months ended April 30, 2009 and 2008 is $335,257 and $0, respectively. The related party transaction amounts are reported as current due to the relationship.

Note 5.  Loss per share

Loss per share is computed based on the weighted average number of shares outstanding during the year. Diluted loss per common share is computed by dividing net loss by the weighted average number of common shares and potential common shares during the specified periods. The Company has no outstanding options, warrants or other convertible instruments that could affect the calculated number of shares.

Note 6. Going concern

The Company's financial statements are prepared based on the going concern principle.  That principle anticipates the realization of assets and payments of liabilities through the ordinary course of business.  No adjustments have been made to reduce the value of any assets or record additional liabilities, if any, if the Company were to cease to exist.  The Company has incurred significant operating losses since inception.  These operating losses have been funded by the issuance of capital and advances from related parties (the Company's former parent, EV Innovations, Inc.).  There are no guarantees that the Company will continue to be able to raise the funds necessary.  Additionally, the lack of capital may limit the Company's ability to establish and maintain existing business and establish future viable business.
 
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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

FORWARD LOOKING STATEMENTS

This quarterly report contains forward-looking statements that involve risks and uncertainties.  We use words such as anticipate,  believe, plan, expect, future, intend and similar expressions to identify such forward-looking  statements. You should not place too much  reliance on these  forward-looking  statements. Our actual results are likely to differ  materially from those  anticipated in these forward-looking  statements  for many  reasons, including the risks faced by us described in this section.
 
INTRODUCTION
 
Superlattice Power, Inc. (formerly Zingo, Inc., the “Company”, “we”, or “us”) was incorporated on July 15, 2002 under the laws of the State of Nevada under the name "Titan Web Solutions, Inc." On August 18, 2003, we changed our name to "Javakingcoffee, Inc."
 
We had been engaged in the business of offering a full range of business consulting services to retailers in the specialty coffee industry in China until August 2005. On August 18, 2005, we entered into an Agreement and Plan of Reorganization, pursuant to which we agreed to acquire all of the outstanding shares of Whistlertel, Inc. (“Whistlertel”), a Nevada corporation, which was formerly a wholly-owned subsidiary of EV Innovations, Inc. (“EVI”, formerly Hybrid Technologies, Inc.). On August 19, 2005, we completed the acquisition of Whistlertel in exchange for the issuance of 80,000,000 shares of our common stock, or 69.56% of our outstanding common stock following such issuance.   We entered into a license agreement with EVI on April 15, 2008, for the license of the development of their lithium battery technology, and we sold our subsidiaries that offered telecommunications services to business and residential customers utilizing VoIP technology on May 15, 2008.  To reflect our new business, we changed our name from Zingo, Inc. to Superlattice Power, Inc. on April 25, 2008.
 
THREE MONTHS ENDED APRIL 30, 2009 AS COMPARED WITH THREE MONTHS ENDED APRIL 30, 2008

We  incurred  a net loss of $207,147 for the three months ended April 30, 2009, which included general and administrative costs of $36,544 and research and development expense of $53,190.

We had no sales for the three month period ended April 30, 2009. Our net loss for the three-month  period  ended  April 30, 2009, increased from the three-month period ended April 30, 2008 (from $159,256 for the prior period to $207,147 in 2009). This was primarily due to interest expense of $117,413 in 2009, as compared to $-0- in the prior period.  General and administrative costs of $36,544 were higher in the three months ended April 30, 2009, as compared with $25,018 in the prior period, due to increased administrative overhead and leased space costs as compared with the lower level of general and administrative expenses associated with the prior period’s telecommunications operations. We incurred research and development costs of $53,190, as compared to $-0- in the prior period, due to an increase in the number of employees involved in development of rechargeable lithium ion batteries.   The prior period’s results also reflected a loss from discontinued operations of $134,238.

NINE MONTHS ENDED APRIL 30, 2009 AS COMPARED WITH NINE MONTHS ENDED APRIL 30, 2008

We  incurred  a net loss of $666,278 for the nine months ended April 30, 2009, which included general and administrative costs of $174,787, and research and development expense of $156,234.
 
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We had no sales for the nine month period ended April 30, 2009. Our net loss for the nine-month  period  ended  April 30, 2009, increased from the nine-month period ended April 30, 2008 (from $589,323 for the prior period to $666,278 in 2009). This was primarily due to interest expense of $335,257 in 2009, as compared to -0- in the prior period.  General and administrative costs of $174,787 were higher in the nine months ended April 30, 2009, as compared with $123,670 in the prior period, due to increased administrative overhead and leased space costs as compared with the lower level of general and administrative expenses associated with the prior period’s telecommunications operations. The principal components of general and administrative costs in the nine month period ended April 30, 2009 were rent of approximately $29,000, legal and accounting fees of approximately $48,000, advertising expense of approximately $50,000, and depreciation expense of approximately $19,000. We incurred $156,234 in research and development costs in the nine months ended April 30, 2009, as compared with $-0- in the prior period, due to an increase in the number of employees involved in development of rechargeable lithium ion batteries. The principal components of research and development costs in the nine month period ended April 30, 2009 were salaries and wages of $145,073, payroll taxes and expenses of approximately $14,000, approximately $7,000 of costs related to project development and parts and supplies. The prior period’s results also reflected a loss from discontinued operations of $465,653.
 
PLAN OF OPERATION

Commercial Initiatives

We are developing rechargeable lithium ion batteries for power production for a variety of uses.  We plan to pioneer  a superlattice cathode material for the use in lithium ion rechargeable batteries.

License Agreement with EVI

Effective April 15, 2008, we entered into a License Agreement (the “License Agreement”) with EVI, our former controlling stockholder, providing for EVI’s license to us of EVI’s patent applications and technologies for rechargeable lithium-ion batteries for hybrid vehicles and other applications (“Licensed Products”).

Under the License Agreement, EVI has the right to purchase its requirements of lithium ion batteries from us, and its requirements of lithium ion batteries shall be supplied in preference to, and on a priority basis as compared with, supply and delivery arrangements in effect for our other customers. Hybrid’s cost for lithium ion batteries purchased from us is our actual manufacturing costs for such batteries for our fiscal quarter in which Hybrid’s purchase takes place.

We have agreed to invest a minimum of $1,500,000 in each of the next two years in development of the technology for the Licensed Products, and we intend to pursue development of the lithium battery technology that we have licensed.

Effective April 16, 2008, we agreed to lease approximately 5,000 square feet of space (“Leased Space”) in EVI’s North Carolina facility, such Leased Space to be suitable for, and utilized by us for, our developmental and manufacturing operations for Licensed Products pursuant to the License Agreement.  The Leased Space is leased by EVI to us on a month-to-month basis at a monthly rental of $2,500, the monthly rental to be escalated five (5%) percent annually. Effective April 16, 2008, EVI also sold us for the purchase price of $29,005, specified equipment and supplies related to the Licensed Field. The space became available in late May and rent commenced to accrue at that time.

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Sale of our Telecom Subsidiaries
 
At a closing held on May 15, 2008, we sold for $215,000 the 75,000 outstanding shares of common stock, constituting 100% of the outstanding stock, of our subsidiary Zingo Telecom, Inc.  In addition, at the closing, we assigned and transferred all receivables or debt obligations of Zingo Telecom owing to or held by us at the closing date, and all outstanding shares of M/S Zingo Bpo Services Pvt. Ltd., our subsidiary incorporated in India.
 
5.2     Liquidity and Capital Resources
 
As of April 30, 2009, we had cash on hand of $807.  Our liabilities at April 30, 2009 totaled $5,271,141, as compared with $4,623,028 at July 31, 2008; and our property plant and equipment increased to $133,351 at April 30, 2009, as compared with $33,603 at July 31, 2008.

At April 30, 2009, we had a working  capital  deficiency and a stockholders deficit of $5,136,983.

We used net cash in operating activities of $270,629 in the nine months ended April 30, 2009, as compared with $595,708 in the comparable period in 2008, and cash flows from investing activities were $16,059 in 2009, as compared with $38,222 in 2008.
 
In the nine months ended April 30, 2009, we had received approximately $252,740 in advances from related parties and proceeds from debt of $19,060, as compared with net advances from related parties of $646,955 in the comparable period in 2008.

Since our  incorporation,  we have  financed  our  operations  almost exclusively  through  the sale of our common  shares to  investors  and  through advances from our directors. We expect to finance operations through the sale of equity or other investments in us for the foreseeable  future, as we do not receive  significant  revenue  from our new business  operations.  There  is no  guarantee  that we will  be  successful  in arranging financing on acceptable terms.
 
Our ability to raise additional  capital is affected by trends and uncertainties  beyond our control. We do not currently have any  arrangements  for financing and we may not be able to find such financing if required.  Obtaining  additional  financing  would be subject to a number of factors, including investor sentiment. Market factors may make the timing, amount, terms or conditions of additional financing unavailable to us.
 
Our auditors are of the opinion that our continuation as a going concern is in doubt.  Our  continuation as a going  concern is  dependent  upon continued financial support from our shareholders and other related parties.

CRITICAL ACCOUNTING POLICIES

Recently issued pronouncements

In December 2007, the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards (“SFAS”) No. 160, “Noncontrolling Interests in Consolidated Financial Statements – an amendment of ARB No. 51” (“SFAS No. 160”).  SFAS No. 160 amends Accounting Research Bulletin (“ARB”) No. 51 to establish accounting and reporting standards for the noncontrolling (minority) interest in a subsidiary and for the deconsolidation of a subsidiary.  It clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the Consolidated Financial Statements.  SFAS No. 160 also requires consolidated net income to be reported at amounts that include the amounts attributable to both the parent and the noncontrolling interest on the face of the consolidated statement of income.  Under SFAS No. 160, the accounting for changes in a parent’s ownership interest in a subsidiary that do not result in deconsolidation must be accounted for as equity transactions for the difference between the parent’s carrying value and the cash exchanged in the transaction.  In addition, SFAS No. 160 also requires that a parent recognize a gain or loss in net income when a subsidiary is deconsolidated (except in the case of a spin-off), and requires expanded disclosure in the Consolidated Financial Statements that clearly identify and distinguish between the interests of the parent’s ownership interest and the interests of the noncontrolling owners of a subsidiary.  This Statement is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2008.  The Company will adopt SFAS No. 160 on August 1, 2009, as required, and does not believe they will have a significant impact on its financial statements.
 
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In February 2008, the FASB issued FASB Staff Position SFAS 157-1, “Application of SFAS No. 157 to SFAS No. 13 and Its Related Interpretative Accounting Pronouncements that Address Leasing Transactions” (“FSP SFAS 157-1”) and FASB Staff Position SFAS 157-2, “Effective Date of SFAS No. 157” (“FSP SFAS 157-2”). FSP SFAS 157-1 excludes SFAS No. 13 and its related interpretive accounting pronouncements that address leasing transactions from the requirements of SFAS No. 157, with the exception of fair value measurements of assets and liabilities recorded as a result of a lease transaction but measured pursuant to other pronouncements within the scope of SFAS No. 157. FSP SFAS 157-2 delays the effective date of SFAS No. 157 for all nonfinancial assets and nonfinancial liabilities, except those that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). FSP SFAS 157-1 and FSP SFAS 157-2 became effective for the Company upon adoption of SFAS No. 157 on January 1, 2008. The Company will provide the additional disclosures required relating to the fair value measurement of nonfinancial assets and nonfinancial liabilities. The Company completed its implementation of SFAS No. 157 effective January 1, 2009 and it did not have a material impact on its financial statements.

In March 2008, the FASB issued SFAS No. 161, “Disclosures about Derivative Instruments and Hedging Activities”, an amendment of FASB Statement No. 133 (“SFAS No. 161”).  The new standard is intended to improve financial reporting about derivative instruments and hedging activities by requiring enhanced disclosures to enable investors to better understand their effects on an entity’s financial position, financial performance and cash flows.  It is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008.  The Company does not believe that SFAS No. 161 will have a material impact on its financial statements.

In May 2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally Accepted Accounting Principles” (“SFAS No. 162”).  SFAS No. 162 identifies the sources of accounting principles and the framework for selecting the principles to be used in the preparation of financial statements of nongovernmental entities that are presented in conformity with generally accepted accounting principles (GAAP) in the United States.  The Company adopted SFAS No. 162 effective January 1, 2009 and it did not have a material impact on its financial statements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk
 
Interest Rate Risk - Interest rate risk refers to fluctuations in the value of a security resulting from changes in the general level of interest rates. Investments that are classified as cash and cash equivalents have original maturities of three months or less. Our interest income is sensitive to changes in the general level of U.S. interest rates.  We do not have significant short-term investments, and due to the short-term nature of our investments, we believe that there is not a material risk exposure.
 
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Item 4T. Controls and Procedures.

As of the end of the fiscal quarter covered by this Form 10-Q, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Principal Financial and Accounting Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as defined in Rule 13a-14 of the Securities Exchange Act of 1934. Based upon that evaluation, the Chief Executive Officer and Principal Financial and Accounting Officer concluded that the Company’s disclosure controls and procedures are effective in timely alerting him to material information relating to the Company (including its consolidated subsidiaries) required to be included in this Quarterly Report on Form 10-Q. There have been no changes in the Company’s internal controls or in other factors which could significantly affect internal controls subsequent to the date the Company carried out its evaluation.
 
PART II- OTHER INFORMATION

ITEM 1A. Risk Factors

There are material risks in addition to the risk factors previously disclosed in our Annual Report on Form 10-K, filed October 29, 2008, which additional risk factors are relevant to and should be considered in connection with an evaluation of our business.  These additional risks are as follows.
 
THE CURRENT WORLDWIDE ECONOMIC SLOWDOWN COULD HAVE A MATERIAL ADVERSE IMPACT ON OUR PRODUCT RESEARCH AND DEVELOPMENTAL ACTIVITIES AND PLANNED COMMERCIALIZATION OF OUR LITHIUM BATTERY TECHNOLOGY.
 
The automotive industry is cyclical in nature and tends to reflect general economic conditions. The U.S. and other world economies are in an economic slowdown or a recession, which could last well into 2009 and beyond. The recession may lead to a significant decline in prices and demand for automotive power train components, which would in turn adversely affect the demand for our proposed lithium battery products.
 
OUR PLANNED LITHIUM ION BATTERY BUSINESS IS SUBJECT TO SUBSTANTIAL RISKS

The lithium ion battery market is competitive and risky. We are competing against numerous competitors with  greater financial resources than us, and due to the difficulties of entry into these markets,  we may be unsuccessful  and not be able to complete  our business plan.

We may be required to obtain Federal and state certifications or approvals for our planned products. Our products, when fully developed, may not meet these Federal or state performance or safety standards in effect at the time for lithium ion batteries for the uses for which we intend to sell our products.


OUR PRODUCTS ARE SUBJECT TO EXTENSIVE FEDERAL, STATE AND LOCAL SAFETY, ENVIRONMENTAL AND OTHER GOVERNMENT REGULATION THAT MAY REQUIRE US TO INCUR EXPENSES, MODIFY PRODUCT OFFERINGS OR CEASE ALL OR PORTIONS OF OUR BUSINESS IN ORDER TO MAINTAIN COMPLIANCE WITH THE ACTIONS OF REGULATORS.

The Company’s business and facilities also are subject to regulation under various federal, state and local regulations relating to the sale of its products, operations, occupational safety, environmental protection, hazardous substance control and product advertising and promotion. Failure to comply with any of these regulations in the operation of the business could subject the Company to administrative or legal action resulting in fines or other monetary penalties or require the Company to change or cease business.
 
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A SIGNIFICANT ADVERSE DETERMINATION IN ANY MATERIAL PRODUCT LIABILITY CLAIM AGAINST THE COMPANY COULD ADVERSELY AFFECT OUR OPERATING RESULTS OR FINANCIAL CONDITION.
 
Accidents involving personal injury and property damage occur in the use of products that we develop, and no assurance can be given that material product liability claims against us will not be made in the future. Adverse determination of material product liability claims made against us or a lapse in coverage of any product liability policy that we may have in effect in the future when we are marketing our products commercially could adversely affect our operating results or financial condition.

BECAUSE OUR STOCK IS DEEMED A “PENNY STOCK”, YOU MAY HAVE DIFFICULTY SELLING SHARES OF OUR COMMON STOCK.

Our common stock is a "penny stock" and is therefore subject to the requirements of Rule 15g-9 under the Securities Exchange Act of 1934, as amended. Under this rule, broker-dealers who sell penny stocks must provide purchasers of these stocks with a standardized risk-disclosure document prepared by the Securities and Exchange Commission ("SEC"). The penny stock rules severely limit the liquidity of securities in the secondary market, and many brokers choose not to participate in penny stock transactions. As a result, there is generally less trading in penny stocks and you may not always be able to resell shares of our common stock publicly at the time and prices that you feel are fair or appropriate. Under applicable regulations, our common stock will generally remain a penny stock until and for such time as its per-share price is $5.00 or more (as determined in accordance with SEC regulations), or until we meet certain net asset or revenue thresholds. These thresholds include the possession of net tangible assets (that is, total assets less intangible assets and liabilities) in excess of $2,000,000, and the recognition of average revenues equal to at least $6,000,000 for each of the last three years. We do not anticipate meeting any of the thresholds in the foreseeable future.
 
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ITEM 6. Exhibits.


Ex 31
Certification of Chief Executive Officer and Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.


Ex 32
Certification of Chief Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as  Adopted   Pursuant   to  Section   906  of the Sarbanes-Oxley Act of 2002, filed herewith.
 
SIGNATURES

In accordance with the  requirements of the Exchange Act, the registrant  caused this  report to be  signed on its  behalf  by the  undersigned,  thereunto duly authorized.
 
  Superlattice Power, Inc.  
       
 
By:
/s/ Ayaz Kassam  
    Ayaz Kassam       
    President and Chief Executive Officer  
    Dated:  June 15, 2009  
 
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