LEGACY CARE PARTNERS INC. - Quarter Report: 2013 June (Form 10-Q)

 

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Nevada	88-0409170
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

Large accelerated filer   o	Accelerated filer   o
Non-accelerated filer   o	Smaller reporting company   ý

		Page
PART I.  FINANCIAL INFORMATION
Item 1.	Financial Statements:
	Balance Sheets (Unaudited)	3
	Statements of Operations (Unaudited)	4
	Statements of Cash Flows (Unaudited)	5
	Notes to Financial Statements (Unaudited)	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	11
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	14
Item 4.	Controls and Procedures	14
PART II.  OTHER INFORMATION
Item 1.	Legal Proceedings	15
Item 1A.	Risk Factors	15
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	15
Item 3.	Defaults Upon Senior Securities	15
Item 4.	Mine Safety Disclosures	15
Item 5.	Other Information	15
Item 6.	Exhibits	16
SIGNATURES		17

 

TRAILBLAZER RESOURCES, INC.
BALANCE SHEETS
		(Unaudited)				(Audited)
		June 30,				December 31,
		2013				2012
ASSETS
Current assets:
Cash		$	2,277			$	5,001
Total current assets			2,277				5,001
Debt issuance costs, net			183,044				-
Total assets		$	185,321			$	5,001
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Convertible notes payable		$	600,000			$	625,000
Accounts payable			124,356				106,363
Advances from shareholders			183,466				193,466
Accrued expenses			70,466				73,264
Total current liabilities			978,288				998,093
Long-term advance from shareholders			-				60,000
Revolving convertible note, shareholder			204,548				-
Total liabilities			1,182,836				1,058,093
Stockholders' deficit:
Common stock - $.001 par value; 100,000,000 shares
authorized, 28,129,942 and 28,069,882 shares issued and outstanding at
June 30, 2013 and December 31, 2012, respectively			28,130				28,070
Additional paid-in capital			22,443,811				22,162,950
Accumulated deficit			(23,469,456	)			(23,244,112	)
Total stockholders' deficit			(997,515	)			(1,053,092	)
Total liabilities and stockholders' deficit		$	185,321			$	5,001

 

See notes to the financial statements.

 

 

TRAILBLAZER RESOURCES, INC.
STATEMENTS OF OPERATIONS
		(Unaudited)								(Unaudited)
		For the Three Months Ended June 30,								For the Six Months Ended June 30,
		2013				2012				2013				2012
Revenue		$	-			$	-			$	-			$	-
Operating expenses:
General and administrative expenses			57,708				909,777				170,264				1,327,742
Investor relations expense			-				-				11,310				-
Total operating expenses			57,708				909,777				181,574				1,327,742
Loss from operations			(57,708	)			(909,777	)			(181,574	)			(1,327,742	)
Other income (expense):
Interest expense			(29,609	)			(6,731	)			(43,770	)			(16,754	)
Total other income (expense)			(29,609	)			(6,731	)			(43,770	)			(16,754	)
Income tax provision (benefit)			-				-				-				-
Net loss		$	(87,317	)		$	(916,508	)		$	(225,344	)		$	(1,344,496	)
Net loss per common share - basic and diluted		$	-			$	(0.03	)		$	(0.01	)		$	(0.05	)
Weighted average shares outstanding - basic and diluted			28,128,622				27,840,131				28,099,414				25,430,822

 

See notes to the financial statements.

 

 

TRAILBLAZERS RESOURCES, INC.
STATEMENTS OF CASH FLOWS
		(Unaudited)
		Six Months Ended
		June 30,
		2013				2012
Cash flows from operating activities:
Net loss		$	(225,344	)		$	(1,344,496	)
Adjustments to reconcile net loss to net cash used in
operating activities:
Amortization of debt issuance costs			21,504				-
Non-cash investor relations expense			11,310				-
Bad debt expense			82,773				-
Expenses paid directly by shareholders and added to advances			61,775				-
Amortization of prepaid consulting expense			-				1,263,722
Stock issued for professional services			5,000				-
Changes in operating assets and liabilities:
Accounts payable			17,993				64,020
Accrued expenses			22,265				16,754
Net cash used in operating activities			(2,724	)			-
Cash flows from investing activities:
Net cash used in investing activities			-				-
Cash flows from financing activities:
Net cash provided by financing activities			-				-
Net decrease in cash and cash equivalents			(2,724	)			-
Cash and cash equivalents:
Beginning of period			5,001				-
End of period		$	2,277			$	-
Supplemental cash flow information:
Cash paid during the period for interest		$	-			$	-
Accounts payable paid directly by certain shareholders as advances			-				126,485
Increase in debt isuance costs in connection with beneficial conversion feature on
revolving convertible note, shareholder			204,548				-
Accrued interest paid with common stock			25,063				30,431
Convertible debt converted to common stock			25,000				25,000
Accrued expenses paid with common stock			-				30,000
Common stock issued for prepaid consulting agreement			-				1,750,000
Expenses and advance to unrelated party paid directly by shareholder in exchange
for revolving convertible note, shareholder			144,548				-
Shareholder advances converted to revolving convertible note, shareholder			60,000				-
Shareholder advances converted to shares of common stock			10,000				-
Shares issued for professional services			5,000				-

 

 

 

 

 

The following table summarizes the Debentures balance as of June 30, 2013 and December 31, 2012:

 

 

 

 

 

The following tables provide a reconciliation of the numerators and denominators used in calculating basic and diluted earnings (loss) per share for the three and six months ended June 30, 2013 and 2012:

(1)	At June 30, 2013 and 2012, there were outstanding convertible debentures equivalent to 240,000 and 260,000 common shares, respectively. The convertible shares are anti-dilutive for both periods and therefore have been excluded from diluted earnings per share.

 

(2)	At June 30, 2013 and 2012, there were outstanding warrant equivalents of 0 (Note 10) and 2,311,671, respectively, common shares. The warrants are anti-dilutive for both periods and therefore, have been excluded from diluted earnings per share.

 

(3)	At June 30, 2013 and 2012, there were no outstanding options which would be anti-dilutive.

 

(4)	At June 30, 2013 and 2012, there were outstanding revolving convertible note equivalents of 3,052,955 and 0 of common shares, respectively. The convertible shares are anti-dilutive for both periods and therefore have been excluded from diluted earnings per share.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Regulation S-K Number	Document
3.1	Amended and Restated Articles of Incorporation effective October 14, 2008 (1)
3.2	Amended and Restated Bylaws adopted October 14, 2008 (1)
3.3	Certificate of Amendment to Articles of Incorporation (2)
4.1	Form of Debenture (3)
4.2	Form of Warrant (3)
10.1	2008 Stock Incentive Plan (1)
10.2	Stock Purchase Agreement dated August 12, 2011 (4)
10.3	Revolving Convertible Promissory Note to Diversified Equities Partners, LLC dated February 21, 2013 (5)
31.1	Rule 13a-14(a) Certification of Samuel W. Fairchild
32.1	Certification of Samuel W. Fairchild Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101*	Financial statements from the Quarterly Report on Form 10-Q of Trailblazer Resources, Inc. for the quarterly period ended June 30, 2013, formatted in XBRL: (i) the Balance Sheets; (ii) the Statements of Operations; (iii) the Statements of Cash Flows; and (iv) the Notes to Financial Statements (6)

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(1)	Filed as an exhibit to the Current Report on Form 8-K dated October 14, 2008, filed October 17, 2008.

(2)	Filed as an exhibit to the Current Report on Form 8-K dated October 21, 2011, filed October 27, 2011.

(3)	Filed as an exhibit to the Current Report on Form 8-K dated December 15, 2008, filed December 19, 2008.

(4)	Filed as an exhibit to the Current Report on Form 8-K dated August 12, 2011, filed August 19, 2011.

(5)	Filed as an exhibit to the Current Report on Form 8-K dated February 21, 2013, filed February 27, 2013.

(6)	To be filed by amendment.

	TRAILBLAZER RESOURCES, INC.
Dated:  August 30, 2013	By:	/s/ Samuel W. Fairchild
		Samuel W. Fairchild, President and Interim Chief Financial Officer

 

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