NATE'S FOOD CO. - Quarter Report: 2009 March (Form 10-Q)
United States
Securities and Exchange Commission
Washington, DC 20549
FORM 10Q SB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2009
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE
EXCHANGE ACT
Commission file Number 000-52831
CAPITAL RESOURCE ALLIANCE INC.
Exact name of small business issuer as specified in its charter
Colorado 20-5966439
(State or other jurisdiction of
I.R.S. Employer
incorporation or organization)
Identification Number
16125 Shawbrookw Rd SW, Calgary, AB T2Y 3B3 Canada
(Address of principal executive office)
(403) 827-7936
Issuer's telephone number
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PAST FIVE YEARS
Check whether the registrant filed all documents and reports required
To be filed by Section 12, 13 or 15 (d) of the Exchange Act after the distribution of
Securities under a plan confirmed by a court. Yes ____ No ____
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the Issuer's
Common equity as of the last practicable date: 61,200,000 shares
Transitional Small Business Disclosure Format (check one) Yes ___ No 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 [__]
As of the date of this report the Registrant had 61,200,000 shares issued and outstanding
Item 1.
CAPITAL RESOURCE ALLIANCE INC.
(An Exploration Stage Company)
INTERIM FINANCIAL STATEMENTS
March 31, 2009
(Unaudited)
2
CAPITAL RESOURCE ALLIANCE INC.
(An Exploration Stage Company)
BALANCE SHEETS
As at March 31, 2009 and June 30, 2008
ASSETS |
| March 31, |
| June 30, |
|
|
2009 |
|
2008 |
|
|
(Unaudited) |
|
|
Current Assets: |
|
|
|
|
Cash |
|
$ - |
|
$ 1,186 |
Total current assets |
| - |
| 1,186 |
|
|
|
|
|
Total Assets |
|
$ - |
|
$ 1,186 |
|
|
|
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|
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|
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) |
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Current Liabilities: |
|
|
|
|
Accounts Payable |
|
5,975 |
|
- |
Total Current Liabilities |
| 5,975 |
| - |
|
|
|
|
|
Stockholders' Equity (Deficit): |
|
|
|
|
Preferred stock, $.001 par value; authorized 10,000,000, none issued |
| - |
| - |
Common stock, $.001 par value; 300,000,000 shares authorized |
|
|
|
|
61,200,000 shares issued and outstanding at March 31, 2009 |
|
|
|
|
and June 30, 2008 |
| 61,200 |
| 61,200 |
Additional paid in capital |
| (23,600) |
| (23,600) |
Accumulated deficit |
|
(43,575) |
|
(36,414) |
|
|
|
|
|
Total Stockholders' Equity (Deficit) |
|
(5,975) |
|
1,186 |
|
|
|
|
|
Total Liabilities and Stockholders' Equity (Deficit) |
|
$ - |
|
$ 1,186 |
SEE ATTACHED NOTES
CAPITAL RESOURCE ALLIANCE INC.
(An Exploration Stage Company)
STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTH PERIODS ENDING MARCH 31, 2009
AND FROM JANUARY 12, 2000 (INCEPTION) THROUGH MARCH 31, 2009
|
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From |
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|
|
|
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|
|
|
January 13, 2000 |
| For the three |
| For the three |
| For the nine |
| For the nine | (Date of inception) |
| months ended |
| months ended |
| months ended |
| months ended | to |
| March 31, |
| March 31, |
| March 31, |
| March 31, | March 31, |
|
2009 |
|
2008 |
|
2009 |
|
2008 | 2009 |
|
|
|
|
|
|
|
|
|
Revenue: |
$ - |
|
$ - |
|
$ - |
|
$ - |
$ - |
|
|
|
|
|
|
|
|
|
Total Revenue | - |
|
- |
|
- |
|
- | - |
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Operating Expenses: |
|
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|
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|
|
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|
Exploration costs | - |
|
- |
|
- |
|
- | 5,000 |
General and administrative | (30) |
|
4,872 |
|
7,161 |
|
11,025 | 27,075 |
Impairment of mineral claims |
|
|
|
|
|
|
|
11,500 |
Total Operating Expenses | (30) |
|
4,872 |
|
7,161 |
|
11,025 | 43,575 |
|
|
|
|
|
|
|
|
|
NET LOSS |
$ 30 |
|
$ (4,872) |
|
$ (7,161) |
|
$ (11,025) |
$ (43,575) |
|
|
|
|
|
|
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|
Weighted Average Shares |
|
|
|
|
|
|
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|
Common Stock Outstanding |
20,400,000 |
|
20,400,000 |
|
20,400,000 |
|
20,038,888 |
|
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|
|
|
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|
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Net Loss Per Share |
|
|
|
|
|
|
|
|
(Basic and Fully Dilutive) |
(0.00) |
|
(0.00) |
|
(0.00) |
|
(0.00) |
|
SEE ATTACHED NOTES
CAPITAL RESOURCE ALLIANCE INC.
(An Exploration Stage Company)
STATEMENTS OF CASH FLOWS
FOR THE THREE AND NINE MONTH PERIODS ENDING MARCH 31, 2009
AND FROM JANUARY 12, 2000 (INCEPTION) THROUGH MARCH 31, 2009
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From |
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January 13, 2000 |
|
|
For the three |
| For the three |
| For the nine |
| For the nine |
| (Date of inception) |
|
|
months ended |
| months ended |
| months ended |
| months ended |
| to |
|
|
March 31, |
| March 31, |
| March 31, |
| March 31, |
| March 31, |
|
|
2009 |
|
2008 |
|
2009 |
|
2008 |
|
2009 |
Cash Flows Used in Operating Activities: |
|
|
|
|
|
|
|
|
|
|
Net Loss |
|
$ 30 |
|
$ (4,872) |
|
$ (7,161) |
|
$ 1,025) |
|
$ (43,575) |
|
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Adjustments to reconcile net (loss) to net |
|
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cash provided by operating activities: |
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Issuance of stock for services |
|
- |
|
- |
|
- |
|
- |
|
1,100 |
Impairment of mineral claims |
|
- |
|
- |
|
- |
|
- |
|
11,500 |
Increase in Accounts Payable |
|
(30) |
|
- |
|
5,975 |
|
- |
|
5,975 |
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|
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Net Cash Used in Operating Activities |
|
- |
|
(4,872) |
|
(1,186) |
|
(11,025) |
|
(25,000) |
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Cash Flows from Investing Activities: |
|
- |
|
- |
|
- |
|
- |
|
- |
Acquisition of mineral claims |
|
- |
|
- |
|
- |
|
- |
|
(10,000) |
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Cash Flows from Financing Activities: |
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Due to shareholder |
|
- |
|
(2,655) |
|
- |
|
(2,655) |
|
- |
Issuance of common stock for cash |
|
- |
|
- |
|
- |
|
6,500 |
|
35,000 |
Net Cash Provided by Financing Activities |
|
- |
|
(2,655) |
|
- |
|
3,845 |
|
35,000 |
|
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Net Increase (Decrease) in Cash |
|
- |
|
(7,527) |
|
(1,186) |
|
(7,180) |
|
- |
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Cash at Beginning of Period |
|
- |
|
9,002 |
|
1,186 |
|
8,655 |
|
- |
|
|
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Cash at End of Period |
|
$ - |
|
$ 1,475 |
|
$ - |
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$ 1,475 |
|
$ - |
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Non-Cash Investing & Financing Activities |
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Issuance of stock for services |
|
$ - |
|
$ - |
|
$ - |
|
$ - |
|
$ 1,100 |
SEE ATTACHED NOTES
CAPITAL RESOURCE ALLIANCE INC.
(An Exploration Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
March 31, 2008
NOTE 1 – BASIS OF PRESENTATION
The interim financial statements of Capital Resource Alliance, Inc. (the Company) for the three and nine months ended March 31, 2009 and 2008 and for the period from the date of inception on January 12, 2000 to March 31, 2009 are not audited. The financial statements are prepared in accordance with generally accepted accounting principles in the United States of America.
In the opinion of management, the accompanying financial statements contain all adjustments, consisting of normal recurring accruals, necessary for a fair presentation of the Company’s financial position as of March 31, 2009 and the results of its operations and cash flows for the three and nine months ended March 31, 2009 and 2008 and for the period from the date of inception on January 12, 2000 to March 31, 2009.
The results of operations for the three and nine months ended March 31, 2009 and 2008 are not necessarily indicative of the results for a full year period.
NOTE 2 – NATURE AND PURPOSE OF BUSINESS
Capital Resource Alliance, Inc. (the “Company”) was incorporated under the laws of the State of Colorado on January 12, 2000. The Company’s activities to date have been limited to organization and capital formation. The Company is “an exploration stage company” and has acquired a series of mining claims for exploration and formulated a business plan to investigate the possibilities of a viable mineral deposit. The Company has adopted June 30 as its fiscal year end.
NOTE 3 – NATURE OF SIGNIFICANT ACCOUNTING POLICIES
CASH AND CASH EQUIVALENTS
The Company considers all highly liquid debt instruments purchased with maturity of three months or less to be cash equivalents.
REVENUE RECOGNITION
The Company considers revenue to be recognized at the time the service is performed.
USE OF ESTIMATES
The preparation of the Company’s financial statements requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates.
FAIR VALUE OF FINANCIAL INSTRUMENTS
The Company’s short-term financial instruments consist of cash and cash equivalents and accounts payable. The carrying amounts of these financial instruments approximate fair value because of their short-term maturities. Financial instruments that potentially subject the Company to a concentration of credit risk consist principally of cash. During the year the Company did not maintain cash deposits at financial institution in excess of the $100,000 limit covered by the Federal Deposit Insurance Corporation. The Company does not hold or issue financial instruments for trading purposes nor does it hold or issue interest rate or leveraged derivative financial instruments.
EARNINGS PER SHARE
Basic Earnings per Share (“EPS”) is computed by dividing net income available to common stockholders by the weighted average number of common stock shares outstanding during the year. Diluted EPS is computed by dividing net income available to common stockholders by the weighted-average number of common stock shares outstanding during the year plus potential
dilutive instruments such as stock options and warrant. The effect of stock options on diluted EPS is determined through the application of the treasury stock method, whereby proceeds received by the Company based on assumed exercises are hypothetically used to repurchase the Company’s common stock at the average market price during the period. Loss per share is unchanged on a diluted basis since the assumed exercise of common stock equivalents would have an anti-dilutive effect.
INCOME TAXES:
The Company uses the asset and liability method of accounting for income taxes as required by SFAS No. 109 “Accounting for Income Taxes”. SFAS 109 requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of certain assets and liabilities. Deferred income tax assets and liabilities are computed annually for the difference between the financial statement and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is the tax payable or refundable for the period, plus or minus the change during the period in deferred tax assets and liabilities.
Deferred income taxes may arise from temporary differences resulting from income and expanse items reported for financial accounting and tax purposes in different periods. Deferred taxes are
classified as current or non-current, depending on the classification of the assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an
asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse. The Company had no significant deferred tax items arise during any of the periods presented.
CONCENTRATION OF CREDIT RISK:
The Company does not have any concentration of related financial credit risk.
RECENT ACCOUNTING PRONOUNCEMENTS:
The Company does not expect that the adoption of other recent accounting pronouncements will have a material impact to its financial statements.
NOTE 3 – MINERAL CLAIMS
The Company entered into a mineral claims purchase agreement on April 25th, 2007, whereby the Company purchased certain mineral claims located in the Abrey Township, Northwestern Ontario, Thunder Bay Mining District. These mineral claims were acquired from an individual for cash in the amount of $10,000 and the issuance of 6,000,000 shares of the Company’s common stock valued at $ .0002 per share for a total purchase price of $11,500. After the acquisition of these mineral claims, management performed an impairment test to determine the carrying value of these claims. Management determined that there was no reasonable method to value the claims and have impaired the cost of these claims and recorded the expense during the year ended June 30, 2007.
NOTE 4 – COMMON STOCK
The Company issued 6,000,000 shares of its common stock in November 2006 in exchange for services rendered valued at $500.
The Company issued 7,200,000 shares of its common stock in January 2007 in exchange for services rendered valued at $600.
During the year ended June 30, 2007 the Company issued 42,000,000 shares of its common stock in exchange for cash. The shares were valued at $.0008 per share for an aggregate value of $35,000.
The Company issued 6,000,000 shares of its common stock in April 2007 as a partial payment for the acquisition of mineral claims (see Note 3). These shares were valued at $.0002 per share for an aggregate value of $11,500.
In January of 2008, the Company effected a three for one stock dividend of all of the outstanding shares of common stock on that date. Immediately before the stock dividend, the Company had 20,400,000 shares of common stock outstanding and after the stock dividend, the Company had 61,200,000 shares of common stock outstanding. This stock dividend has been retroactively reported in the shareholders’ equity as if the stock dividend had been effective at the inception of the Company.
In November of 2008, the Company effected a three for one forward split of all of the outstanding shares of common stock of the Company. Immediately before the stock split, the Company had 20,400,000 shares of common stock outstanding and after the stock split, the Company had 61,200,000 shares of common stock outstanding. This forward split has been retroactively reported in the shareholders’ equity as if the forward split had been effective at the inception of the Company.
Also, in November of 2008, the Company amended its articles of incorporation to increase the total authorized shares of common stock to 300,000,000.
NOTE 5 – GOING CONCERN
The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As shown in the accompanying financial statements, the Company has no sales and has incurred a net loss of $ 43,575 since inception. The future of the Company is dependent upon its ability to obtain financing and upon future profitable operations from the development of its mineral properties. Management has plans to seek additional capital through a private placement and public offering of its common stock. The financial statements do not include any adjustments relating to the recoverability and classifications of recorded assets, or the amounts of and the classification of liabilities that might be necessary in the event the Company cannot continue in existence.
NOTE 6 – MINERALS CLAIM PURCHASE AGREEMENT
On July 11, 2008, the Company entered into a minerals claim purchase agreement with Queensland Potash Pty Ltd. (Potash) whereby the Company will acquire an interest in property and the mineral rights of that property located in North Queensland, Australia. Under the terms of the agreement, the Company will pay the sum of $3,250,000 for the property and mineral rights. The Company is obligated to pay the sum of $250,000 within twenty days of the execution of the
agreement; an additional $250,000 within forty days of the execution of the agreement; an additional $250,000 within sixty days of the execution of the agreement and the balance of $2,500,000 will be paid by the issuance of shares of common stock of the Company at a maximum price of $1.00 per share.
As of the date of this report, May 13, 2009, the Company had not made any of the scheduled payments under the terms of the agreement. Management has not made the scheduled payments because the seller (Potash) had not met its obligations under the terms of the agreement.
Item 6. Exhibits and Reports on Form 8K
Exhibit 99.1 Report on Form 8K dated November 20, 2008
Exhibit 99.2 Report on Form 8K dated February 23, 2009
Exhibit 31.1 Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 and 906 of the Sarbanes-Oxley Act of 2003.
Exhibit 31.2 Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 and 906 of the Sarbanes-Oxley Act of 2003.
Exhibit 32.2 Certifications of CEO And CFO Pursuant To Section 906 Of The Sarbanes-Oxley Act
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
Dated May 14, 2008
/s/ Frederick Fitzgerald
Frederick Fitzgerald, President, Secretary/Treasurer, Director and Principal Accounting Officer
3