VPR Brands, LP. - Quarter Report: 2009 March (Form 10-Q)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter ended: March 31, 2009
JOBSINSITE, INC.
Commission File Number 333-137624
New York |
90-0191208 |
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(State or Other Jurisdiction of Incorporation or Organization) |
(IRS Employer Identification No.) |
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42450 Hollywood
Blvd., Suite 105 |
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(Address of Principal Executive Offices) |
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(305) 766-6267 |
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(Issuers Telephone Number, |
Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
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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 [ ]
As of May 14, 2009, there were outstanding 2,625,425 shares of the registrants common stock, $.001 par value per share.
TABLE OF CONTENTS
PART I FINANCIAL INFORMATION
ITEM 1. INTERIM FINANCIAL STATEMENTS
ITEM 2. MANAGEMENT'S DISCUSSION OF OPERATIONS AND FINANCIAL CONDITION
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
ITEM 4A. CONTROLS AND PROCEDURES
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
ITEM 1A. RISK FACTORS
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
ITEM 5. OTHER INFORMATION
ITEM 6. EXHIBITS
SIGNATURES
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
JOBSINSITE, INC.
(A Development Stage Company)
BALANCE SHEETS
(Unaudited)
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March 31, 2009 |
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December 31, 2008 | |
CURRENT ASSETS: |
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Cash | $ - |
| $828 | |
Accounts receivable | - |
| - | |
TOTAL CURRENT ASSETS |
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| 828 | |
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TOTAL ASSETS | $ - |
| $828 | |
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LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIENCY) |
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CURRENT LIABILITIES: |
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Accounts payable and other accrued liabilities | $ - |
| $ 7,040 | |
Loans payable - shareholder |
9,090 | |||
TOTAL CURRENT LIABILITIES | 9,090 |
| 7,040 | |
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STOCKHOLDERS EQUITY (DEFICIENCY): |
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Common stock, par value $.001, 50,000,000 shares |
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authorized, 2,625,425 shares issued and outstanding | 2,625 |
| 2,625 | |
Additional paid in capital | 86,343 |
| 86,343 | |
Accumulated deficit | (98,058) |
| (95,180) | |
TOTAL STOCKHOLDERS EQUITY ( DEFICIENCY) | (9,090) |
| (6,212) | |
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TOTAL LIABILITIES AND STOCKHOLDERS |
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EQUITY (DEFICIENCY) | $ - |
| $828 | |
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See accountants review report
JOBSINSITE, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
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Three months ended
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| From Inception (July 19, 2004)
to | ||
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2009 |
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2008 |
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REVENUE |
$ - |
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$ - |
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$6,303 |
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COSTS AND EXPENSES: |
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Research and development |
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3,017 |
General and administrative |
2,878
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21,331 |
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101,344 |
TOTAL COSTS AND EXPENSES |
2,878 |
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21,331 |
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104,361 |
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NET LOSS |
$ (2,878) |
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$ (21,331) |
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$(95,058) |
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BASIS AND DILUTED LOSS PER SHARE |
(0.001) |
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(0.008) |
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(0.04) |
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WEIGHTED NUMBER OF SHARES OUTSTANDING | 2,625,425 |
| 2,625,425 |
| 2,625,425 |
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See accountants review report
JOBSINSITE, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
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THREE MONTHS
ENDED |
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FROM INCEPTION (JULY 19, 2004) TO March 31, 2009 | ||
| 2009 |
| 2008 |
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OPERATING ACTIVITIES: |
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Net loss | $(2,878) |
| $(21,331) |
| $(95,058) |
Adjustments to reconcile net loss tp net cash used in |
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Operating activities: |
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Depreciation and amortization |
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| 2,500 |
Issuance of common stock in exchange for debt |
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and services |
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40,643 |
| 41,643 |
Changes in operating assets and liabilities: |
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Accounts receivable |
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Accounts payable and other accrued liabilities | (7,040) |
| (24,500) |
| - |
NET CASH USED IN OPERATING ACTIVITIES | (9,918) |
| (5,188) |
| (53,915) |
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INVESTING ACTIVITIES: |
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Acquisition of property and equipment |
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| (2,500) |
NET CASH USED IN INVESTING ACTIVITIES |
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| (2,500) |
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FINANCING ACTIVITIES: |
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Proceeds of loans payable - shareholder |
9,090 |
9,090 | |||
Contributions to additional paid in capital |
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| 5,595 |
| 47,325 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 9,090 |
| 5,595 |
| 56,415 |
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INCREASE (DECREASE) IN CASH | (828) |
| 407 |
| 0 |
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CASH - BEGINNING OF PERIOD | 828 |
| 102 |
| - |
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CASH - END OF PERIOD | $ 0
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| $ 509 |
| $0 |
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See accountants review report
JOBSINSITE, INC.
NOTES TO FINANCIAL STATEMENTS
March 31, 2009
(Unaudited)
1.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Item 310 of Regulation S-B. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of management, all adjustments, consisting of normal recurring accruals considered necessary for a fair presentation, have been included. Operating results for the three months ended March 31, 2009 are not necessarily indicative of the results that may be expected for the year ending December 31, 2009. For further information, refer to the financial statements and footnotes thereto included in the Form 10k that included the audited financial statements for the year ended December 31, 2008.
Development Stage
The Company is considered to be a development stage company. Activities to date have been organizational and explorative as to new business opportunities.
Business description
Jobsinsite, Inc. (the Company) was incorporated in July 2004 under the laws of the State of New York as developer and marketer of resume and employment assistance software and training programs. Recently management has begun to explore new opportunities for the Company.
Uses of estimates in the preparation of financial statements
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 net revenue and expenses during each reporting period. Actual results could differ from those estimates.
Cash
The Company currently has no cash or other current assets.
Loans Payable to Shareholder
The Company is indebted to Mr. Laufer, its CEO, CFO and its chairman of the
board of directors in the amount of $9,090. Mr. Laufer had
advanced funds
to the Company to cover cash requirements. The loan is unsecured and is
payable on demand with interest at the prime rate.
Property and equipment and depreciation policy
Property and equipment are recorded at cost. Depreciation and amortization are provided for in amounts sufficient to amortize the costs of the related assets over their estimated useful lives on the straight-line method for financial reporting purposes, whereas accelerated methods are used for income tax purposes.
Maintenance, repairs and minor renewals are charged to expense when incurred. Replacements and major renewals are capitalized.
Deferred income taxes
The Company accounts for income taxes in accordance with Statement of Financial Accounting Standards No. 109 (SFAS 109) which requires that deferred tax assets and liabilities be recognized for future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. In addition, SFAS 109 requires recognition of future tax benefits, such as carryforwards, to the extent that realization of such benefits is more likely than not and that a valuation allowance be provided when it is more likely than not that some portion of the deferred tax asset will not be realized.
Research and development costs
The Company is currently in the development stage of its product and, therefore, research and development costs are charged to the statement of operations as incurred.
Revenue Recognition
Revenue is recorded at that time titles changes hands which occurs at the time of shipment or online delivery. The product does not ship with any warrantee or guarantee provisions. Defective merchandise, of which there has not been any such instances to date, would be replaced by the Company at no cost to the end user.
Website Development Costs
The Company expenses costs incurred in the development of its website as it believes that the initial development stage, as defined in EITF 002 has not yet been completed
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Stock Based Compensation
In December 2004, the Financial Accounting Standards Board (FASB) issued SFAS No. 123R, Share-Based Payment, which addresses the accounting for share-based payment transactions. SFAS No. 123R eliminates the ability to account for share-based compensation transactions using APB No. 25, and generally requires instead, that such transactions be accounted and recognized in the statement of operations, based on their fair value. SFAS No. 123R is effective for public companies that file as small business issuers as of the first interim or annual reporting period that begins after December 15, 2005. The Company has no outstanding stock options at March 31, 2009. Therefore, the adoption of this standard does not have an impact on the Companys financial position and results of operations.
Item 2. Management's Discussion and Analysis.
The following discussion should be read in conjunction with our unaudited financial statements and the notes thereto.
Forward-Looking Statements
This quarterly report contains forward-looking statements and information relating to us that are based on the beliefs of our management as well as assumptions made by, and information currently available to, our management. When used in this report, the words "believe," "anticipate," "expect," "estimate," intend, plan and similar expressions, as they relate to us or our management, are intended to identify forward-looking statements. These statements reflect management's current view of us concerning future events and are subject to certain risks, uncertainties and assumptions, including among many others: a general economic downturn; a downturn in the securities markets; federal or state laws or regulations having an adverse effect on proposed transactions that we desire to effect; Securities and Exchange Commission regulations which affect trading in the securities of "penny stocks," and other risks and uncertainties. Should any of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in this report as anticipated, estimated or expected. The accompanying information contained herein, including, without limitation, the information set forth under the heading Managements Discussion and Analysis and Plan of Operation" identifies important additional factors that could materially adversely affect actual results and performance. You are urged to carefully consider these factors. All forward-looking statements attributable to us are expressly qualified in their entirety by the foregoing cautionary statement. The terms JobsInSite, we, us, our, and the Company refer to JobsInSite, Inc.
Overview
Overview and Plan of Operation
JobsInSite, Inc. (JIS or the Company) is a New York Corporation that was formed on July 19, 2004 and our fiscal year ends on December 31. Our principal executive office is located at 42450 Hollywood Blvd., Suite 105 Hollywood, Florida 33020. Our telephone number is (305) 766-6267. Our corporate website can be found at www.jobsinsite.com.
The Company's business is to develop, market and sell career oriented software and career reference materials. We are a company that is engaged in the design, development, and marketing of educational and corporate software training & technology materials (software CDs and online website development tools) developed to enhance the job search, preparation, and attainment process. These materials are designed for individuals seeking employment and companies who are seeking advantages over their peer competitors in recruiting qualified student and experienced applicants.
How we generate revenue
Our goal is to become a leading provider of career products and services. Our mission is to provide our customers, including consumers, corporations, non-profits, government agencies and educational organizations, with a complete solution for career services. The Companys products are specifically designed for job-seekers across the spectrum of work experience, including the first-time job seeker and the experienced candidate. The Company is targeting the unemployed and employed. The company is also targeting corporate human resources recruiting departments with its computer-based training software that focuses on specific elements for attaining the applicants desired job and position and the employers desired employees.
The Companys software is intended to be used by job seekers or as a supplemental tool for career service personnel to use in training. The software is designed to reinforce the strategies and techniques taught in school while also standing as a lifelong reference tool. For our employer recruiting market, the Company offers a standard package which includes client name/logo inclusion on the CD cover, CD content and section headings; a more tailored package is offered which is centered on development beyond the standard core package. This customer-tailored package includes elements such as (1) resume builder; (2) section quizzes; (3) video and audio content; and (4) custom pages and links.
Results of Operations for Three Months Ended March 31, 2009 Compared to the Three Months ended March 31, 2008
During the three months ended March 31, 2009 we had $0 in revenues. This was unchanged from the three months ended March 31, 2008. The lack of revenues was a result of a lack of business operations.
Our operating expenses decreased by $18,453 to $2,878 for the three months ended March 31, 2009. This was an decrease of 86%, as compared to operating expenses of $21,331 for the three months ended March 31, 2008. Our operating expenses for the three months ended March 31, 2009 consisted of general and administrative expenses of $2,878 compared to general and administrative expenses of $21,331 for the period ended March 31, 2008.
During the three months ended March 31, 2009 we had $0 in research and development costs. This was unchanged from the period ended March 31, 2008.
We had net loss of $2,878 (or basic and diluted loss per share of $0.001) for the three months ended March 31, 2009, as compared to net loss of $21,331 (or basic and diluted loss per share of $0.008) for the three months ended March 31, 2008. The decrease in net loss was due to the decrease in general and administrative expenses, discussed above.
Liquidity and Capital Resources
During the three months ended March 31, 2009 we had total assets of $0.
During the three months ended March 31, 2009 we had total liabilities of $9,090, as compared to total liabilities of $0 for the three months ended March 31, 2008.
We had an accumulated deficit of $98,058 and total stockholders deficit of $9,090 as of March 31, 2009.
Our net cash used in operating activities was $9,918 for the three months end March 31, 2009 which included a net loss of $2,878, and accounts payable and other accrued liabilities of $7,040. Net cash used in operating activities for the three months ended March 31, 2008 was $5,188, which included a net loss of $21,331, the issuance of common stock in exchange for debt and services in the amount of $40,643 and accounts payable and other accrued liabilities of $24,500.
Cash flows from operations were not sufficient to fund our requirements during this period. To make up for this short fall, during the three months ended March 31, 2009 we had $9,090, in net cash provided by financing activities, which consisted solely of shareholder loan provided by management. This was an increase of $3,495 or 61.6%, as compared to net cash provided by financing activities for the nine months ended March 31, 2008 of $5,595.
At this time, we have not secured or identified any additional financing but expect that management will continue to loan us funds that will allow us to execute our plan of operations over the next three months of operations. Outside of our principal's advances, we do not have any other identified sources of additional capital from third parties or from shareholders. There can be no assurance that additional capital will be available to us, or that, if available, it will be on terms satisfactory to us. Any additional financing may involve dilution to our shareholders. In the alternative, additional funds may be provided from cash flow in excess of that needed to finance our day-to-day operations, although we may never generate this excess cash flow. If we do not raise additional capital or generate additional funds, implementation of our plans for expansion will be delayed. If necessary we may withdraw from certain growth strategies to conserve cash for continued operation.
We will only be able to pay our future debts and meet operating expenses by conducting profitable operations or otherwise generating positive cash flow. As a practical matter, we are unlikely to generate positive cash flow by any means other than successful and profitable operations. Management and the shareholders are not obligated to provide any further funding. Any of our shareholders and management members who advance money to us to cover operating expenses will expect to be reimbursed. We have no intention of borrowing money to reimburse any of our officers, directors or shareholders or their affiliates.
Should the Company lack available funding, severe consequences could occur, including among others:
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failure to make timely filings with the SEC as required by the Exchange Act, which also probably would result in suspension of trading or quotation in our stock and could result in fines and penalties to us under the Exchange Act;
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curtailing or eliminating our ability to continue operations; or
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inability to pay legal and accounting fees and other operating expenses.
Off-Balance Sheet Arrangements
We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company is subject to certain market risks, including changes in interest rates. The Company does not undertake any specific actions to limit those exposures.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Our Chief Executive Officer and our Chief Financial Officer, after evaluating the effectiveness of our disclosure controls and procedures (as defined in the Securities Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this report (the Evaluation Date), have concluded that as of the Evaluation Date, our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act (i) is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure, and (ii) is recorded, processed, summarized and reported within the time periods specified in the Commissions rules and forms.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting identified in connection with the evaluation performed that occurred during the period covered by this report that has materially affected or is reasonably likely to materially affect, our internal control over financial reporting.
PART II - OTHER INFORMATION
ITEM 1.
LEGAL PROCEEDINGS
There are no legal proceedings which are pending or have been threatened against us or any of our officers, directors or control persons of which management is aware.
ITEM 1A.
RISK FACTORS.
As a smaller reporting company as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item
ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES
Except as may have previously been disclosed on a current report on Form 8-K, a quarterly report on Form 10-Q or a registration statement, we have not sold any of our securities in a private placement transaction or otherwise during the past three years.
ITEM 3.
DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote or for the written consent of security shareholders, through the solicitation of proxies or otherwise, during the three-months ended March 31, 2009, and no meeting of shareholders was held.
ITEM 5.
OTHER INFORMATION
Not applicable.
ITEM 6.
EXHIBITS
Exhibit |
| Description |
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31.1* |
| Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
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31.2* |
| Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
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32.1* |
| Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
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32.1* |
| Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
* Filed herewith
SIGNATURE
In accordance with the requirements of the Exchange Act, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| (Registrant) |
Date: May 14, 2009 |
| /s/ Adam Laufer By: ____________________ (Signature) Name: Adam Laufer Title: Chief Executive Officer |
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| /s/ Adam Laufer By: ____________________ (Signature) Name: Adam Laufer Title: Chief Financial Officer Principal Accounting Officer |