RAADR, INC. - Quarter Report: 2012 March (Form 10-Q)

PART I - FINANCIAL INFORMATION

Unaudited Financial Statements

The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial reporting and pursuant to the rules and regulations of the Securities and Exchange Commission ("Commission").  While these statements reflect all normal recurring adjustments which are, in the opinion of management, necessary for fair presentation of the results of the interim period, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. For further information, refer to the financial statements and footnotes thereto, which are included in the Company's December 31, 2011, Annual Report on Form 10-K, previously filed with the Commission on March 30, 2012.

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White Dental Supply, Inc.

(A Development Stage Company)

Condensed Balance Sheets

The accompanying notes are an integral part of these financial statements.

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White Dental Supply, Inc.

(A Development Stage Company)

Condensed Statements of Operations

(Unaudited)

The accompanying notes are an integral part of these financial statements.

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White Dental Supply, Inc.

(A Development Stage Company)

Condensed Statements of Cash Flows

(Unaudited)

The accompanying notes are an integral part of these financial statements.

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White Dental Supply, Inc.

(A Development Stage Company)

Notes to Condensed Financial Statements

Note 1 - Basis of presentation

The interim financial statements included herein, presented in accordance with United States generally accepted accounting principles and stated in US dollars, have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC).  Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.

These statements reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for fair presentation of the information contained therein.  It is suggested that these interim financial statements be read in conjunction with the audited financial statements of the Company for the period ended December 31, 2011 and notes thereto included in the Company's annual report on Form 10-K.  The Company follows the same accounting policies in the preparation of interim reports.

Results of operations for the interim periods are not indicative of annual results.

Note 2 - History and organization of the company

The Company was organized March 29, 2006 (Date of Inception) under the laws of the State of Nevada, as White Dental Supply, Inc.  The Company is authorized to issue 100,000,000 shares of its $0.001 par value common stock and 100,000,000 shares of its $0.001 par value preferred stock.

The business of the Company is to sell dental supplies through direct marketing and via the internet.  The Company has limited operations and in accordance with ASC 915-10, “Development Stage Entities”, the Company is considered a development stage company.  

Note 3 - Going concern

The Company’s financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The Company had an accumulated deficit of $185,609 as of March 31, 2012. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.

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White Dental Supply, Inc.

(A Development Stage Company)

Notes to Condensed Financial Statements

Note 4 -Accounting Policies and Procedures

Basis of Presentation

The financial statements present the balance sheets, statements of operations and cash flows of the Company. The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America.  

Use of estimates

The preparation of financial statements in conformity with generally accepted accounting principles 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 and the reported amounts of revenue and expenses during the reporting period.  Actual results could differ from those estimates.

Loss per share

Net loss per share is provided in accordance with ASC 260-10, “Earnings per Share”.  Basic loss per share is computed by dividing losses available to common stockholders by the weighted average number of common shares outstanding during the period.  Diluted income (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. The Company had no dilutive common stock equivalents, such as stock options or warrants as of March 31, 2012.

Recent Accounting Pronouncements

The company evaluated all of the other recent accounting updates and deemed that they would not have a material effect on the financial position, results of operations or cash flows of the Company.

Note 5 - Debt and interest expense

Through March 31, 2012, a non-affiliated third-party loaned the Company an aggregate of $7,250 in cash.  The note bears no interest and is due upon demand.  

Note 6 - Stockholders’ deficit

The Company is authorized to issue 100,000,000 shares of its $0.001 par value common stock and 100,000,000 shares of its $0.001 par value preferred stock.

On June 18, 2008, the Board of Directors authorized and declared a forward stock split to be affected in the form of a stock dividend, whereby eight new shares of common stock will be issued for each one existing share of common stock that is outstanding as of June 18, 2008, resulting in a total of nine post-split shares for each pre-split share outstanding, payable on July 17, 2008.  All references to share and per share information in the financial statements and related notes have been adjusted to reflect the stock split on a retroactive basis.   

Through the March 31, 2012, the founding shareholder of the Company donated cash in the amount of $47,700.  The entire amount is considered donated capital and recorded as additional paid-in capital.

As of March 31, 2012, there have been no other issuances of common stock.

Note 7 - Warrants and options

As of March 31, 2012, there were no warrants or options outstanding to acquire any additional shares of common stock.

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White Dental Supply, Inc.

(A Development Stage Company)

Notes to Condensed Financial Statements

Note 8 - Related party transactions

Since the inception of the Company, a shareholder, officer and director of the Company donated cash to the Company in the aggregate amount of $47,700.  This amount has been donated to the Company and is not expected to be repaid and is considered additional paid-in capital.

The Company does not lease or rent any property.  Office services are provided without charge by an officer and director of the Company.  Such costs are immaterial to the financial statements and, accordingly, have not been reflected therein.  The officers and directors of the Company are involved in other business activities and may, in the future, become involved in other business opportunities.  If a specific business opportunity becomes available, such persons may face a conflict in selecting between the Company and their other business interests.  The Company has not formulated a policy for the resolution of such conflicts.

Note 9 - Subsequent Events

On April 3, 2012, the Company experienced a change of control.  The Company’s founding shareholder sold her entire position, comprised of 92,250,000 of the Company’s common stock, to a third party in a private transaction not involving the Company.  As a result of the sale of common stock, the purchaser became the majority shareholder of the Registrant, owning approximately 92.76% of the Registrant’s issued and outstanding common stock.  In connection and concurrent with the change of control, the Company elected new Directors and Officers and the previous Officers and Directors resigned their positions.

On April 10, 2012, the Company entered into four bridge loan agreements with third party lenders for an aggregate of $180,000.  The loans are due and payable in full on the earlier of April 9, 2013 or at the closing of a private placement offering that nets the Registrant a minimum of $2,000,000.  The loans bear interest at a rate of 10% per annum, payable on maturity.  In connection with the loan, and for no additional consideration, the Company issued to the note holders the ability to convert the notes, in whole or in part, into shares of common stock of the Company, at any time prior to the Due Date.  The conversion price in effect on any conversion date shall be equal to the ten day average closing price of the Company’s common stock, subject to certain adjustment criteria.

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Management's Discussion and Analysis of Financial Condition and Results of Operation

Forward-Looking Statements

This Quarterly Report contains forward-looking statements about White Dental Supply, Inc.’s business, financial condition and prospects that reflect management’s assumptions and beliefs based on information currently available. We can give no assurance that the expectations indicated by such forward-looking statements will be realized.  If any of our management’s assumptions should prove incorrect, or if any of the risks and uncertainties underlying such expectations should materialize, White Dental Supply’s actual results may differ materially from those indicated by the forward-looking statements.

The key factors that are not within our control and that may have a direct bearing on operating results include, but are not limited to, acceptance of our services, our ability to expand our customer base, managements’ ability to raise capital in the future, the retention of key employees and changes in the regulation of our industry.

There may be other risks and circumstances that management may be unable to predict.  When used in this Quarterly Report, words such as,  "believes,"  "expects," "intends,"  "plans,"  "anticipates,"  "estimates" and similar expressions are intended to identify forward-looking statements, although there may be certain forward-looking statements not accompanied by such expressions.

Management’s Discussion and Analysis

Results of operations for the three month periods ended March 31, 2012 and 2011

We were incorporated in the State of Nevada on March 29, 2006.  We are a development stage company that sells dental supplies via direct sales to retail customers and industry participants, such as dental hygienists.  During the three month periods ended March 31, 2012 and 2011, we did not generate any revenues, and therefore did not incur any costs associated with sales of products.  We are unable to forecast the amount, if any, of revenues we will generate for the foreseeable future.  We have no recurring customers and no source of guaranteed ongoing revenues.  We have experienced marked difficulty in generating sales.  We believe our lack of revenues during these years is attributable to our lackluster internet experience and thus far ineffective marketing efforts, as well as an inability to secure inventory that is materially different and desirable than is readily available at the majority of retailers.  

For the three months ended March 31, 2012, we incurred operating expenses in the amount of $7,700, all of which is attributable to general and administrative expenses.  General and administrative fees included general office expenses ($250), accounting fees ($6,250) and professional fees ($1,200) related to legal fees and filing periodic reports to maintain our status as a public reporting company.  In the comparable three month period ended March 31, 2011, we incurred $7,275 in operating expenses.  During the period we paid an officer $1,254 in executive compensation, accounting fees were $5,000, professional fees of $720 and $301 in general office expenses.  The slight increase year-over-year is primarily attributable to increased accounting fees related to maintaining our public reporting requirements with the SEC.

During the three month periods ended March 31, 2012 and 2011, we recorded provisions for income taxes of $50 and $0, respectively, related to the minimum tax payable to the State of Arizona.  

In the period ended March 31, 2012, our net loss totaled $7,750, compared to a net loss of $7,275 in the comparable three months ended March 31, 2011.  We anticipate incurring ongoing operating losses and cannot predict when, if at all, we may expect these losses to plateau or narrow.  As a result of the foregoing, our independent auditors have expressed substantial doubt about our ability to continue as a going concern in the independent auditors’ report to the financial statements included in our annual report.  If our business fails, our investors may face a complete loss of their investment.  

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As a result of our minimal revenues and incurring ongoing expenses related to the implementation of our business plan, we have experienced net losses in all periods since our inception on March 29, 2006.  Since our inception, we have accumulated net losses in the amount of $105,609.  We anticipate incurring ongoing operating losses and cannot predict when, if at all, we may expect these losses to plateau or narrow.  As a result of the foregoing, our independent auditors have expressed substantial doubt about our ability to continue as a going concern in the independent auditors’ report to the financial statements included in our annual report.  If our business fails, our investors may face a complete loss of their investment.  

Plan of operation

Over the past several quarters, our operations had been impaired by the state of the general economy.  On August 19, 2009, the Company entered into a Revolving Line of Credit Promissory Note with a non-related, third party entity for a total of $25,000.  Any principal balance borrowed against the Note accrues interest at a rate of 10% per year.  Since the financing is structured as a loan, we must generate sufficient revenues with which to repay any amount borrowed.  Unfortunately, despite having secured a line of credit for $25,000, we were unable to develop a comprehensive strategy to become profitable.  The line of credit expired unused with a $0 balance as of December 31, 2011.  

Subsequent to the period covered by this quarterly report, on April 3, 2012, we experienced a change of control.  Our founding shareholder, Mrs. Nancy White, sold her entire position, comprised of 92,500,000 of our common stock, to Frederick B. Lawrence, who was a third party at the time of the transaction, in a private transaction not involving the Company.  As a result of the sale of common stock, Mr. Lawrence became our majority shareholder, owning approximately 92.76% of our issued and outstanding common stock.  In connection and concurrent with the change of control, we elected new Directors and Officers and the previous Officers and Directors resigned their positions.  

On April 10, 2012, we entered into four bridge loan agreements with third party lenders for an aggregate of $180,000.  The loans are due and payable in full on the earlier of April 9, 2013 or at the closing of a private placement offering that nets us a minimum of $2,000,000 in financing.  The loans bear interest at a rate of 10% per annum, payable on maturity.  In connection with the loan, and for no additional consideration, we issued to the note holders the ability to convert the notes, in whole or in part, into shares of our common stock, at any time prior to the Due Date.  The conversion price in effect on any conversion date shall be equal to the ten day average closing price of our common stock, subject to certain adjustment criteria.

Our management does not anticipate the need to hire additional full- or part- time employees over the next 12 months, as the services provided by our current officers and directors appear sufficient at this time.  Our officers and directors work for us on a part-time basis, and are prepared to devote additional time, as necessary.  We do not expect to hire any additional employees over the next 12 months.  

There are no known trends, events or uncertainties that have had or that are reasonably expected to have a material impact on our revenues from continuing operations.  

Our management does not expect to incur research and development costs.

We do not have any off-balance sheet arrangements.

We currently do not own any significant plant or equipment that we would seek to sell in the near future.  

We have not paid for expenses on behalf of our directors. Additionally, we believe that this fact shall not materially change.

We currently do not have any material contracts and or affiliations with third parties.

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Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our Principal Executive Officer and Chief Financial Officer evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of the period covered by this Report. Based on that evaluation, it was concluded that our disclosure controls and procedures are not designed at a reasonable assurance level and are not effective to provide reasonable assurance that information we are required to disclose in the reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure

Changes in internal controls over financial reporting  

There were no changes in our internal controls over financial reporting that occurred during the period covered by this report, which has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

Limitations on Effectiveness of Controls and Procedures

In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.

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PART II - OTHER INFORMATION

Legal Proceedings

We are not a party to any material legal proceedings.

Exhibits and Reports on Form 8-K

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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.

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