GULFSLOPE ENERGY, INC. - Quarter Report: 2010 December (Form 10-Q)
U. S. Securities and Exchange Commission
Washington, D.C. 20549
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FORM 10-Q
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[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the quarter ended December 31, 2010
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[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from ____________ to____________
Commission File No. 00-51638
PLAN A PROMOTIONS, INC.
(Exact name of the issuer as specified in its charter)
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Utah
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16-1689008
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(State or Other Jurisdiction of
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(I.R.S. Employer I.D. No.)
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incorporation or organization)
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9 Birchtree Lane
Sandy, UT 84092
(Address of Principal Executive Offices)
(801) 231-1121
(Issuer’s Telephone Number)
3010 Lostwood Drive
Sandy, UT 84092
(Former name or former address, if changed since last report.)
Check whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) during the preceding 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 definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
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Large accelerated filer [ ]
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Accelerated filer [ ]
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Non-accelerated filer [ ]
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Smaller reporting company [X]
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Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No [ ]
APPLICABLE ONLY TO ISSUER INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the Registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act subsequent to the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]
Not applicable.
Indicate the number of shares outstanding of each of the Registrant’s classes of common equity, as of the latest practicable date.
The number of shares outstanding of each of the Registrant’s classes of common equity, as of the latest practicable date:
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Class
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Outstanding as of February 14, 2011
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Common Capital Voting Stock, $0.01 par value per share
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1,200,000
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FORWARD LOOKING STATEMENTS
This Quarterly Report on Form 10-Q, Financial Statements and Notes to Financial Statements contains forward-looking statements that discuss, among other things, future expectations and projections regarding future developments, operations and financial conditions. All forward-looking statements are based on management’s existing beliefs about present and future events outside of management’s control and on assumptions that may prove to be incorrect. If any underlying assumptions prove incorrect, our actual results may vary materially from those anticipated, estimated, projected or intended.
PART I - FINANCIAL STATEMENTS
Item 1. Financial Statements.
December 31, 2010
C O N T E N T S
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Condensed Balance Sheets
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3
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Condensed Statements of Operations
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4
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Condensed Statements of Cash Flows
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5
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Notes to Condensed Financial Statements
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6
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2
Plan A Promotions, Inc.
(A Development Stage Company)
Condensed Balance Sheets
As of December 31, 2010 and September 30, 2010
(Unaudited)
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12/31/2010
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9/30/2010
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Assets
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Current Assets
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Cash
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$ | - | $ | - | ||||
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Prepaid Expenses
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- | - | ||||||
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Total Current Assets
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- | - | ||||||
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Property & Equipment (net)
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- | - | ||||||
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Total Assets
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$ | - | $ | - | ||||
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Liabilities and Stockholders' Deficit
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Current Liabilities
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Accounts Payable
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$ | 11,195 | $ | 6,972 | ||||
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Accrued Liabilities
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786 | 786 | ||||||
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Related-Party Payable - Note 3
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10,837 | 10,651 | ||||||
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Total Current Liabilities
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22,818 | 18,409 | ||||||
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Long Term Liabilities
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Loans from Shareholders
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36,489 | 36,078 | ||||||
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Accrued Interest Payable - Shareholders
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9,381 | 8,463 | ||||||
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Total Long Term Liabilities
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45,870 | 44,541 | ||||||
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Total Liabilities
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$ | 68,688 | $ | 62,950 | ||||
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Stockholders' Deficit
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Preferred Stock; par value ($0.01);
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- | - | ||||||
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Authorized 5,000,000 shares
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none issued or outstanding
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Common Stock; par value ($0.01);
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Authorized 50,000,000 shares; issued
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and outstanding 1,200,000
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12,000 | 12,000 | ||||||
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Paid-in Capital
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24,237 | 24,237 | ||||||
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Deficit Accumulated during the development stage
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(104,925 | ) | (99,188 | ) | ||||
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Total Stockholders' Deficit
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(68,688 | ) | (62,950 | ) | ||||
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Total Liabilities and Stockholders' Deficit
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$ | - | $ | - | ||||
See accompanying notes to financial statements.
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Plan A Promotions, Inc.
(A Development Stage Company)
Condensed Statements of Operations
For the Three Months Ended December 31, 2010 and 2009, and
For the Period from Inception through December 31, 2010
(Unaudited)
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For the
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For the
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Since Inception
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Three Months
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Three Months
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[12/12/03]
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Ended
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Ended
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through
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12/31/2010
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12/31/2009
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12/31/2010
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Revenues
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$ | - | $ | - | $ | 9,694 | ||||||
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Revenues from Related Parties
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- | - | 2,346 | |||||||||
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Total Revenue
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- | - | 12,040 | |||||||||
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Cost of Sales
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- | - | 8,394 | |||||||||
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Cost of Sales to Related Parties
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- | - | 2,101 | |||||||||
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Total Cost of Sales
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- | - | 10,495 | |||||||||
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Gross Profit
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- | - | 1,545 | |||||||||
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General & Administrative Expenses
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4,634 | 1,981 | 92,588 | |||||||||
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Net Loss from Operations
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(4,634 | ) | (1,981 | ) | (91,043 | ) | ||||||
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Other Income/(Expenses):
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Interest Expense
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(1,103 | ) | (963 | ) | (13,182 | ) | ||||||
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Net Loss Before Income Taxes
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(5,737 | ) | (2,944 | ) | (104,225 | ) | ||||||
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Provision for Income Taxes
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- | - | (700 | ) | ||||||||
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Net Loss
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(5,737 | ) | (2,944 | ) | (104,925 | ) | ||||||
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Loss Per Share - Basic and Diluted
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$ | (0.01 | ) | $ | (0.01 | ) | $ | (0.09 | ) | |||
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Weighted Average Shares Outstanding
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1,200,000 | 1,200,000 | 1,195,822 | |||||||||
See accompanying notes to financial statements.
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Plan A Promotions, Inc.
(A Development Stage Company)
Condensed Statements of Cash Flows
For the Three Months Ended December 31, 2010 and 2009, and
For the Period from Inception through December 31, 2010
(Unaudited)
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For the
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For the
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Since Inception
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Three Months
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Three Months
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[12/12/03]
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Ended
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Ended
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through
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12/31/2010
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12/31/2009
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12/31/2010
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Net Loss
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(5,737 | ) | (2,944 | ) | (104,925 | ) | ||||||
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Adjustments to reconcile net income/(loss) to net cash
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From Operating Activities:
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Depreciation
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- | - | 8,906 | |||||||||
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Changes in operating assets and liabilities:
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(Increase)/Decrease in Prepaid Expenses
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- | 700 | - | |||||||||
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Increase/(Decrease) in Accounts Payable/Accrued Liabilities
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4,224 | 1,281 | 11,982 | |||||||||
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Increase/(Decrease) in Accrued Interest/Related Party Payable
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1,103
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963 | 20,218 | |||||||||
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Net Cash From Operating Activities
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(410 | ) | - | (63,819 | ) | |||||||
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Cash From Investing Activities
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Purchase of equipment
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- | - | (7,406 | ) | ||||||||
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Net Cash From Investing Activities
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- | - | (7,406 | ) | ||||||||
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Cash From Financing Activities
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Issued Stock for Cash
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- | - | 34,737 | |||||||||
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Loan from Shareholders
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410 | - | 36,488 | |||||||||
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Net Cash From Financing Activities
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410 | - | 71,225 | |||||||||
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Net Increase/(Decrease) in cash
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- | - | - | |||||||||
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Beginning Cash Balance
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- | - | - | |||||||||
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Ending Cash Balance
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$ | - | $ | - | $ | - | ||||||
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Supplemental Schedule of Cash Flow Activities
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Cash paid for income taxes
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$ | - | $ | - | $ | 700 | ||||||
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Property contributed by shareholder
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$ | - | $ | - | $ | 1,500 | ||||||
See accompanying notes to financial statements.
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Plan A Promotions, Inc.
(A Development Stage Company)
Notes to Condensed Financial Statements
December 31, 2010
(Unaudited)
NOTE 1 BASIS OF PRESENTATION
The accompanying financial statements have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. The interim financial statements reflect all adjustments, consisting of normal recurring adjustments which, in the opinion of management, are necessary to present a fair statement of the results for the period.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended September 30, 2010. The results of operations for the period ended December 31, 2010, are not necessarily indicative of the operating results for the full year.
NOTE 2 LIQUIDITY/GOING CONCERN
The Company does not have significant assets, nor has it established operations, and has accumulated losses since inception. These factors raise substantial doubt about the Company’s ability to continue as a going concern. It is the intent of the Company to seek a merger with an existing, well-capitalized operating company. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
NOTE 3 RELATED PARTY TRANSACTIONS
Salaries to the President of the Company were accruing at a rate of $250 per month. As of January 1, 2007, the Company suspended all salaries until the Company's operations generate positive cash flow. The balance payable accrues interest at a simple interest rate of 10% annually. Salaries payable at December 31, 2010 was $10,837 including accrued interest. During the quarter ended December 31, 2010, the Company accrued interest associated with the Salaries payable of $187. The balance is unsecured and payable upon demand.
As of December 31, 2010, James Doolin, a shareholder, loaned the Company an aggregate of $26,535 on an unsecured debenture. The Note accrues interest at 10% per annum and matures on December 31, 2013. As of December 31, 2010, the outstanding note payable balance to the shareholder was $33,552, including accrued interest. From inception through December 31, 2010 the Company accrued interest of $7,018 on the note.
As of December 31, 2010, Michael Doolin, a shareholder, loaned the Company an aggregate of $9,954 on an unsecured debenture. The Note accrues interest at 10% per annum and matures on December 31, 2013. As of December 31, 2010, the outstanding note payable balance to the shareholder was $12,317, including accrued interest. From inception through December 31, 2010 the Company accrued interest of $2,363 on the note.
Eight shareholders, excluding the Company's Executive Officers, control 75.3% of the Company's issued and outstanding common stock. As a result, these majority shareholders could exercise significant influence over all matters requiring stockholder approval, including the election of directors and approval of significant corporate transactions. Such concentration of ownership may also have the effect of delaying or preventing a change in control of the Company.
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NOTE 4 RECENT ACCOUNTING PRONOUNCEMENTS
The Company has reviewed all recently issued, but not yet adopted, accounting standards in order to determine their effects, if any, on its consolidated results of operation, financial position or cash flows. Based on that review, the Company believes that none of these pronouncements will have a significant effect on its financial statements.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Forward-looking Statements
Statements made in this Quarterly Report which are not purely historical are forward-looking statements with respect to the goals, plan objectives, intentions, expectations, financial condition, results of operations, future performance and our business, including, without limitation, (i) our ability to raise capital, and (ii) statements preceded by, followed by or that include the words “may,” “would,” “could,” “should,” “expects,” “projects,” “anticipates,” “believes,” “estimates,” “plans,” “intends,” “targets” or similar expressions.
Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond our control) that could cause actual results to differ materially from those set forth in the forward-looking statements, including the following, general economic or industry conditions, nationally and/or in the communities in which we may conduct business, changes in the interest rate environment, legislation or regulatory requirements, conditions of the securities markets, our ability to raise capital, changes in accounting principles, policies or guidelines, financial or political instability, acts of war or terrorism, other economic, competitive, governmental, regulatory and technical factors affecting our current or potential business and related matters.
Accordingly, results actually achieved may differ materially from expected results in these statements. Forward-looking statements speak only as of the date they are made. We do not undertake, and specifically disclaim, any obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of such statements.
Plan of Operations
Our Company’s plan of operation for the next 12 months is to: (i) consider guidelines of industries in which our Company may have an interest; (ii) adopt a business plan regarding engaging in business in any selected industry; and (iii) to commence such operations through funding and/or the acquisition of a going concern engaged in any industry selected.
During the next 12 months, our only foreseeable cash requirements will relate to maintaining our good standing; the payment of our Securities and Exchange Commission and the Exchange Act reporting filing expenses, including associated legal and accounting fees; costs incident to reviewing or investigating any potential business venture; and maintaining our good standing as a corporation in our state of organization. Because a principal shareholder has been paying all of the operating expenses, management does not anticipate that we will have to raise additional funds during the next 12 months.
Our common stock currently trades on the Over-the-Counter Bulletin Board (OTCBB) under the symbol PAPM.
Results of Operations
Three Months Ended December 31, 2010 Compared to Three Months Ended December 31, 2009
We had no operations during the quarterly period ended December 31, 2010, nor do we have operations as of the date of this filing. In the quarterly period ended December 31, 2010, we had sales of $0, compared to the quarterly period ended December 31, 2009, with sales of $0. General and administrative expenses were $4,634 for the quarter ended December 31, 2010, compared to $1,981 for the December 31, 2009, quarterly period. General and
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administrative expenses for the three months ended December 31, 2010, were comprised mainly of accounting fees. The increased general and administrative expenses for the 2010 quarterly period over the 2009 quarterly period was due to an increase in the accounting and transfer agent fees. Interest expenses were $1,103 for the three months ended December 31, 2010, and $963 for the three months ended December 31, 2009. We had a net loss of $5,737 for the December 31, 2010, period compared to a net loss of $2,944 for the December 31, 2009, period.
Liquidity and Capital Requirements
We had no cash or cash equivalents on hand at December 31, 2010. If additional funds are required, such funds may be advanced by management or shareholders as loans to us. The outstanding unsecured note balance and accrued interest is $45,870 as of December 31, 2010. These unsecured notes accrue interest at 10% per annum and mature on December 31, 2013.
Off-balance Sheet Arrangements
None; not applicable
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Not required.
Item 4(T). Controls and Procedures.
Disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in rules and forms adopted by the Securities and Exchange Commission, and that such information is accumulated and communicated to management, including the President and Vice President, to allow timely decisions regarding required disclosures.
Under the supervision and with the participation of our management, including our President and Vice President, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act). Based upon that evaluation, our President and Vice President concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective.
Changes in Internal Control Over Financial Reporting
During the most recent fiscal quarter covered by this Quarterly Report, there has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
None; not applicable.
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Item 1A. Risk Factors
Not required.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None; not applicable.
None; not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
None; not applicable.
None; not applicable.
Item 6. Exhibits
(a) Exhibits
(b) Reports on Form 8-K
Pursuant to the requirements of the Securities Exchange Act of 1934, the Issuer has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
PLAN A PROMOTIONS, INC.
(Issuer)
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Date:
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02/14/2011
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By:
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/s/Alycia Anthony
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Alycia Anthony Principal Executive Officer,, President and Director
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Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Quarterly Report has also been signed below by the following person on behalf of the Registrant and in the capacities and on the dates indicated.
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Date:
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02/14/2011
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By:
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/s/Sharlene Doolin
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Sharlene Doolin, Principal Financial Officer, Vice President
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9