NAMI Corp. - Quarter Report: 2015 February (Form 10-Q)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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:

February 28, 2015

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from

___________

to

____________

Commission file number:

333-187007

PACK FUERTE, INC.

(Exact name of registrant as specified in its charter)

Nevada

61-1693116

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

99 Village no. 12, Khok Kruad Sub-District, Mueang Nakhon Ratchasima DistrictNakhon Ratchasima Province, 30280 Thailand

(Address of principal executive offices)   (Zip Code)

(702) 331-8633

(Registrant’s telephone number, including area code)

Indicate by check mark 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 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 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, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer  [  ]

Accelerated filer [   ]

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

Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in rule 12b-2 of the Exchange Act).

Yes |X| No |_|

The number of shares outstanding of the Registrant's Common Stock as of February 28, 2015 was 100,875,000 shares of common stock, $0.001 par value, issued and outstanding.

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PACK FUERTE, INC.

QUARTERLY REPORT

TABLE OF CONTENTS

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

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PACK FUERTE, Inc.

CONDENSED BALANCE SHEETS
Audited

 

 

 

 

		February 28, 2015		November 30, 2014
ASSETS
CURRENT ASSETS
Cash	$	3,816	$	16
TOTAL CURRENT ASSETS	$	3,816	$	16
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued liabilities	$	2,100	$	3,800
Accounts payable - related party		15,112		7,312
TOTAL CURRENT LIABILITIES	$	17,212	$	11,112
STOCKHOLDERS' EQUITY (DEFICIT)
Capital stock
Authorized
200,000,000 shares of common stock, $0.001 par value,
Issued and outstanding
100,875,000 shares at February 28, 2015 & at November 30, 2014	$	100,875	$	100,875
Additional Paid in Capital		(84,035)		(84,035)
Retained Deficit		(30,236)		(27,936)
TOTAL STOCKHOLDERS' EQUITY/(DEFICIT)	$	(13,396)	$	(11,096)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIT)	$	3,816	$	16

 

 

The accompanying notes are an integral part of these financial statements

 

 

 

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PACK FUERTE, Inc.

CONDENSED STATEMENTS OF OPERATIONS
Unaudited

 

 

 

 

		3 months endedFebruary 28, 2015		3 months endedFebruary 28, 2014
REVENUE
Revenues	$	-	$	-
Total Revenues	$	-	$	-
EXPENSES
Office and general	$	800	$	900
Professional Fees		1,500		1,500
Total Expenses, before provision of income taxes	$	2,300	$	2,400
Provision for income taxes		-		-
NET LOSS	$	(2,300)	$	(2,400)
BASIC AND DILUTED LOSS PER COMMON SHARE	$	-	$	-
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING		100,875,000		1,757,991,667

The accompanying notes are an integral part of these financial statements

 

 

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PACK FUERTE, Inc.

CONDENSED STATEMENTS OF CASH FLOWS
Unaudited

 

 

 

 

		3 months ended February 28, 2015		3 months ended February 28, 2014
OPERATING ACTIVITIES
Net loss	$	(2,300)	$	(2,400)
Adjustment to reconcile net loss to net cash
used in operating activities:
Expenses paid on company's behalf by related party		7,800		(3,375)
Increase (decrease) in accrued expenses		(1,700)		-
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES	$	3,800	$	(5,775)
FINANCING ACTIVITIES
Proceeds from sale of common stock		-		5,350
NET CASH PROVIDED BY FINANCING ACTIVITIES	$	-	$	5,350
NET INCREASE (DECREASE) IN CASH	$	3,800	$	(425)
CASH, BEGINNING OF PERIOD	$	16	$	1,439
CASH, END OF PERIOD	$	3,816	$	1,014
Supplemental cash flow information and noncash financing activities:
Cash paid for:
Interest	$	-	$	-
Income taxes	$	-	$	-

The accompanying notes are an integral part of these financial statements

 

ITEM 2. MANAGEMENT`S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This section of this report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance.  Forward looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions or words which, by their nature, refer to future events.  You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report.  These forward looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

 

 

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Company History

 

PACK FUERTE, Inc. (“PACK FUERTE”, “the Company”, “we”, “us” or “our”) is a development stage company incorporated in the State of Nevada on October 25, 2012. Pack Fuerte, Inc. intends to develop a built in safe with a combination lock that can store personal and or valuable items, inside of backpacks, carry-on luggage and suitcases. This safe would be assessable from the outside of the luggage for inserting valuables and the inserted items would be only recoverable from the inside.

We plan on generate revenue licensing our to-be-developed products to luggage manufacturing companies, after our prototype(s) is fully developed.

We expect to start generating revenues only after we are able to successfully implement our plan of operation.

 

We have registered 6,800,000 of our common stock for sale to the public.  Our registration statement became effective on October 4, 2013 and we are in the process of seeking equity financing to fund our operations over the next 12 months.  The Company will fail if funds are not either raised in this offering or by loans, either from the President or from other interested parties. If we are unable to raise enough funds through this offering, the Company would have to seek additional capital through debt or equity.

As of the date of this report, the current funds available to the Company will not be sufficient to continue maintaining its reporting status. The Company’s sole officer and director, Mr. Sriphanorm is committed to provide funds required to maintain the reporting status in the form of a non-secured loan for the next twelve months as the expenses are incurred if no other proceeds are obtained by the Company. However, there is no contract in place or written agreement securing this agreement. Management believes if the Company cannot maintain its reporting status with the SEC it will have to cease all efforts directed towards the Company. As such, any investment previously made would be lost in its entirety.

Should the Company fail to raise capital through this offering and Mr. Sriphanorm is unwilling or unable to loan the Company funds to proceed with its plans the Company will have to cease all business activities until such time further funds are raised.  As the Company does not currently have enough cash to fund its business plan and may not have enough to pay all of its liabilities; if the Company is unable to raise funds from this offering it may be able to issue restricted common shares to its creditors to satisfy their debts. The Company would only offer its creditors shares to settle debt if unable to raise equity financing. The Company would not settle any related party debt with this type of share offering.  The Company’s current debts are to its attorney, and EDGARizer, there is no assurance that any of the Company’s creditors would accept restricted shares from the company in exchange for their debts.

Results of Operations

As of February 28, 2015 we had $3,816 in cash, with liabilities of $17,212, as compared to November 30, 2014, where we had $16  in cash and liabilities of $11,112.

We incurred operating expenses in the amount of $2,300 in the three-month period ended  February 28, 2015  as compared to $2,400 in the three-month period ended February 28, 2014.

Plan of Operation

Over the next 12 months, provided that we have raised enough funds, our Company expects to start generating revenue after completing the steps described below. If we do not raise enough cash through this offering, the following plan of operation below will take effect after we raise enough funds to do so.

The expenses referenced herein, including the costs for the materials and equipment, were estimated based on the president’s personal expectations and it is not based in any market research or third party professional’s opinion. For this reason, there is no certainty that the amounts disclosed will be sufficient to accomplish the objectives listed herein.

 

 

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Month 1 to 12:

Internet, Office supplies and Telephone costs. Funds to be used for office supplies, internet and telephone bills. The President will be responsible to pay the bills and to purchase office supplies.

Month 1 to 9:

Development phase. We began on searching for the suitable third party Company or individual(s) to develop our product. We intend to purchase baggage (back packs, suitcases, luggage, etc.), for measurements and placement of our product. The company's president will be responsible for the purchase and hiring of third party developer(s).

We would also need to find the best option for hinges for the top door (which would allow to insert the valuables) and for the inside door (to open and retrieve the valuables).

We would need to determine the ideal thickness of the safe walls, considering the cost for the installation of our product without changing too much the final appearance of the luggage.

We intend to search for third party professional developers because they would be more qualified and experienced and it would probably result in a better final product.

We also plan on using part of the proceeds from this offering designated to this phase to secure the intellectual property of our product(s).

Month 9 to 10:

Testing phase. After our product is developed, we plan on testing it in varied circumstances. We intend to hire a third party Company to conduct the tests, if finances allow. The company's president will be responsible for finding the third party testing company and overseeing process. If necessary, he will conduct the tests.

Month 10 to 12:

Selling phase.  After we have fully developed and tested our products, we intend to search for baggage manufactures and license our products. We intend to license it for 15% in perpetuity of the gross sale of our products, but it will be dependent on negotiations. We intend to acquire photos of our products and email, mail and fax it to prospected buyers.

Capital Resources

If the Company is unsuccessful in raising the additional proceeds through a private placement offering it will then have to seek additional funds through debt financing, which would be highly difficult for a new development stage company to secure. Therefore, the company is highly dependent upon the success of the anticipated private placement offering and failure thereof would result in the Company having to seek capital from other sources such as debt financing, which may not even be available to the company. However, if such financing were available, because the Company is a development stage company with no operations to date, it would likely have to pay additional costs associated with high risk loans and be subject to an above market interest rate. At such time these funds are required, management would evaluate the terms of such debt financing and determine whether the business could sustain operations and growth and manage the debt load. If the Company cannot raise additional proceeds via a private placement of its common stock or secure debt financing it would be required to cease business operations. As a result, investors in the Company’s common stock would lose all of their investment. 

Off Balance Sheet Arrangement

The Company is dependent upon the sale of its common shares to obtain the funding necessary to carry its business plan.  Our President, Bunloet Sriphanorm has undertaken to provide the Company with operating capital to sustain its business over the next twelve month period, as the expenses are incurred, in the form of a non-secured loan.

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However, there is no contract in place or written agreement securing these agreements.  Investors should be aware that Mr. Sriphanorm’s undertaking is neither under a contract nor agreement between him and the Company.

Other than the above described situation the Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

As a Smaller Reporting Company, as defined by Rule 12b-2 of the Exchange Act and in Item 10 (f) (1) of Regulation S-K, we are electing scaled disclosure reporting obligations and therefore are not required to provide the information  requested by this Item.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Based upon an evaluation of the effectiveness of disclosure controls and procedures, our principal executive and financial officer  has concluded that as of the end of the period covered by this Quarterly Report on Form 10-Q our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Exchange Act) were not effective.  

The material weaknesses in our disclosure control procedures are as follows:

1.           Lack of formal policies and procedures necessary to adequately review significant accounting transactions. The Company utilizes a third party independent contractor for the preparation of its financial statements. Although the financial statements and footnotes are reviewed by our management, we do not have a formal policy to review significant accounting transactions and the accounting treatment of such transactions. The third party independent contractor is not involved in the day to day operations of the Company and may not be provided information from management on a timely basis to allow for adequate reporting/consideration of certain transactions.

2.            Audit Committee and Financial Expert. The Company does not have a formal audit committee with a financial expert, and thus the Company lacks the board oversight role within the financial reporting process.

We intend to initiate measures to remediate the identified material weaknesses including, but not necessarily limited to, the following:

	•	Establishing a formal review process of significant accounting transactions that includes participation of the Chief Executive Officer, the Chief Financial Officer and the Company’s corporate legal counsel.

	•	Form an Audit Committee that will establish policies and procedures that will provide the Board of Directors a formal review process that will among other things, assure that management controls and procedures are in place and being maintained consistently.

Changes in Internal Controls over Financial Reporting

As reported in our Report on Form 10-Q for the quarter ended February 28, 2014, management is aware that there a significant deficiency and a material weakness in our internal control over financial reporting and therefore has concluded that the Company’s internal controls over financial reporting were not effective as of February 28, 2014. The significant deficiency relates to a lack of segregation of duties due to the small number of employees involvement with general administrative and financial matters.  The material weakness relates to a lack of formal policies and procedures necessary to adequately review significant accounting transactions. 

 

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There have not been any changes in the Company's internal control over financial reporting during the quarter ended February 28, 2014 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

 

 

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

The Company is not a party to any pending legal proceedings, and no such proceedings are known to be contemplated.

No director, officer, or affiliate of the issuer and no owner of record or beneficiary of more than 5% of the securities of the issuer, or any security holder is a party adverse to the small business issuer or has a material interest adverse to the small business issuer.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

        No equity securities were sold during the three months ended February 28, 2015.

Item 3. Defaults Upon Senior Securities

No senior securities were issued or outstanding during the three months ended February 28, 2015.

Item 4. Mining Safety Disclosures

Not applicable.

Item 5. Other Information

    None

Item 6. Exhibits

Exhibit No.		Document Description
3.1		Articles of Incorporation [1]
3.2		By-Laws [1]
10.1 LAB		XBRL Taxonomy Extension Label Linkbase***
10.1 PRE		XBRL Taxonomy Extension Presentation Linkbase***
10.1 INS		XBRL Instance Document***
10.1 SCH		XBRL Taxonomy Extension Schema***
10.1 CAL		XBRL Taxonomy Extension Calculation Linkbase***
10.1 DEF		XBRL Taxonomy Extension Definition Linkbase***
31.1		Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Executive Officer
31.2		Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Financial Officer *
32.1		Section 1350 Certification of Chief Executive Officer
32.2		Section 1350 Certification of Chief Financial Officer **

[1]     Incorporated by reference from the Company’s filing with the Commission on January 25, 2013.

*     Included in Exhibit 31.1

**    Included in Exhibit 32.1

                                   

SIGNATURES

Pursuant to the requirements of the Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

                        

PACK FUERTE, INC.

By:      /s/ Bunloet Sriphanorm

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Bunloet Sriphanorm  

President, Secretary, Treasurer

Principal Executive Officer, Principal Financial Officer

Dated:  April 09, 2015

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