YUMMIES INC - Quarter Report: 2009 June (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 June
30, 2009
( )
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 000-32361
YUMMIES, INC.
(Exact
name of registrant as specified in charter)
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Nevada
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87-0615629
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(State
or other jurisdiction of incorporation or organization)
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(I.R.S.
Employer Identification No.)
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1981 East Murray Holiday Rd, Salt Lake City,
Utah
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84117
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(Address
of principal executive offices)
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(Zip
Code)
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801-272-9294
Registrant’s
telephone number, including area code
___________________________________
(Former
name, former address, and former fiscal year, if changed since last
report.)
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 checkmark whether the registrant is a large accelerated filer, an accelerated
filer, a non-accelerated filer, or a smaller reporting company. Se 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 [ ]
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Accelerated
Filer [ ]
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Non-Accelerated
filer [ ]
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Smaller
Reporting Company [ x ]
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-1-
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange
Act) Yes
[X] No [ ]
APPLICABLE
ONLY TO CORPORATE ISSUERS:
Indicate
the number of shares outstanding of each of the issuer’s classes of common
stock, as of the last practicable date
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Class
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Outstanding as of June 30, 2009
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Common Stock,
$0.001
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2,505,000
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-2-
INDEX
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Page
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Number
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PART
I.
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ITEM
1.
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Financial
Statements (unaudited)
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4
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Balance
Sheets
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June
30, 2009 and September 30, 2008
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5
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||
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Statements
of Operations
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|||
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For
the three and nine months ended June 30, 2009 and 2008 and the period June
10, 1998 to June 30, 2009
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6
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||
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Statements
of Cash Flows
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|||
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For
the three and nine months ended June 30, 2009 and 2008 and the period June
10, 1998 to June 30, 2009
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7
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||
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Notes
to Financial Statements
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8
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||
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ITEM
2.
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Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
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11
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ITEM
3.
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Quantitative
and Qualitative Disclosures about Market Risk
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12
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ITEM
4T.
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Controls
and Procedures
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12
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PART
II.
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|||
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ITEM
6.
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Exhibits
and Reports on 8K
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12
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Signatures
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13
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-3-
PART
I - FINANCIAL INFORMATION
ITEM 1.
FINANCIAL STATEMENTS
The
accompanying balance sheets of Yummies, Inc. ( development stage
company) at June 30, 2009 and September 30, 2008, and the
related statements of operations for the three and
nine months ended June 30, 2009 and 2008 and the period June 10,
1998 to June 30, 2009 , and statements of cash flows for the three
and nine months ended June 30, 2009 and 2008 and the period June 10,
1998 to June 30, 2009 have been prepared by the Company’s
management in conformity with accounting principles generally accepted in the
United States of America. In the opinion of management, all
adjustments considered necessary for a fair presentation of the results of
operations and financial position have been included and all such adjustments
are of a normal recurring nature.
Operating
results for the quarter ended June 30, 2009, are not necessarily indicative of
the results that can be expected for the year ending September 30,
2009.
-4-
YUMMIES,
INC.
(A
Development Stage Company)
BALANCE
SHEETS
JUNE 30,
2009 AND SEPTEMBER 30, 2008
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June
30,
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September
30,
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|||||||
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2009
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2008
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|||||||
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Assets
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||||||||
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Current
Assets:
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||||||||
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Cash
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$ | 5,330 | $ | 4,778 | ||||
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Total
current assets
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5,330 | 4,778 | ||||||
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Total
Assets
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$ | 5,330 | $ | 4,778 | ||||
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Liabilities and
Stockholders' Deficit
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||||||||
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Current
Liabilities
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||||||||
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Accounts
payable
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$ | 3,200 | $ | 3,901 | ||||
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Interest
payable
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462 | 336 | ||||||
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Interest
payable, stockholders
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1,738 | 1,054 | ||||||
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Notes
payable
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3,775 | 2,105 | ||||||
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Notes
payable, stockholders
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16,000 | 11,000 | ||||||
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Total
current liabilities
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25,175 | 18,396 | ||||||
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Stockholders'
Deficit:
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||||||||
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Common
stock, $.001 par value 50,000,000 shares authorized, 2,505,000 issued and
outstanding
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2,505 | 2,505 | ||||||
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Additional
paid-in capital
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11,987 | 11,987 | ||||||
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Deficit
accumulated during the development stage
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(34,337 | ) | (28,110 | ) | ||||
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Total
Stockholders' Deficit
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(19,845 | ) | (13,618 | ) | ||||
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||||||||
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Total
Liabilities and Stockholders' Deficit
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$ | 5,330 | $ | 4,778 | ||||
The
accompanying notes are an integral part of the financial
statements.
-5-
YUMMIES,
INC.
(A
Development Stage Company)
STATEMENTS
OF OPERATIONS
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For
the
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||||||||||||||||||||
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Period
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||||||||||||||||||||
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For
the
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For
the
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For
the
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For
the
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June
10, 1998
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||||||||||||||||
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Three
Months
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Three
Months
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Nine
Months
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Nine
Months
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(Inception)
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||||||||||||||||
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Ended
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Ended
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Ended
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Ended
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Through
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||||||||||||||||
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June
30,
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June
30,
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June
30,
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June
30,
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June
30,
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||||||||||||||||
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2009
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2008
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2009
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2008
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2009
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Revenues
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$ | -- | $ | -- | $ | -- | $ | -- | $ | -- | ||||||||||
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Expenses,
general and administrative
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2,200 | 577 | 5,417 | 3,383 | 32,137 | |||||||||||||||
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Operating
loss
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(2,200 | ) | (577 | ) | (5,417 | ) | (3,383 | ) | (32,137 | ) | ||||||||||
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Other
income (expense) Interest expense
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(286 | ) | (263 | ) | (810 | ) | (653 | ) | (2,200 | ) | ||||||||||
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Net
loss
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$ | (2,486 | ) | $ | (840 | ) | $ | (6,227 | ) | $ | (4,036 | ) | $ | (34,337 | ) | |||||
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Net
loss per share
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$ | -- | $ | -- | $ | -- | $ | -- | $ | (.01 | ) | |||||||||
The
accompanying notes are an integral part of the financial
statements.
-6-
YUMMIES,
INC.
(A
Development Stage Company)
STATEMENTS
OF CASH FLOWS
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For
the period
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||||||||||||
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For
the
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For
the
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June
10, 1998
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||||||||||
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Nine
Months
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Nine
Months
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(Inception)
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||||||||||
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Ended
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Ended
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Through
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||||||||||
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June
30,
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June
30,
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June
30,
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||||||||||
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2009
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2008
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2009
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Cash
flows from operating activities:
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Net
loss
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$ | (6,227 | ) | $ | (4,036 | ) | $ | (34,337 | ) | |||
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Adjustment
to reconcile net loss to cash provided by operating
activities:
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||||||||||||
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Expenses
paid directly by shareholder
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-- | -- | 2,463 | |||||||||
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Increase
(decrease) in accounts payable and interest payable
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109 | 558 | 5,400 | |||||||||
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Accounts
payable converted into note payable
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1,670 | -- | 3,775 | |||||||||
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Net
cash used by operating activities
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(4,448 | ) | (3,478 | ) | (22,699 | ) | ||||||
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Cash
flows from investing activities:
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-- | -- | -- | |||||||||
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Cash
flows from financing activities:
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||||||||||||
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Issuance
of common stock
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-- | -- | 12,029 | |||||||||
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Proceeds
from note payable
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5,000 | 5,000 | 16,000 | |||||||||
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Net
cash provided by financing activities
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5,000 | 5,000 | 28,029 | |||||||||
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Net
increase in cash
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552 | 1,522 | 5,330 | |||||||||
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Cash,
beginning of period
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4,778 | 3,499 | -- | |||||||||
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Cash,
end of period
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$ | 5,330 | $ | 5,021 | $ | 5,330 | ||||||
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Interest
paid
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$ | -- | $ | -- | $ | -- | ||||||
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Income
taxes paid
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$ | -- | $ | -- | $ | -- | ||||||
The
accompanying notes are an integral part of the financial
statements.
-7-
YUMMIES,
INC.
(A
Development Stage Company)
NOTES TO
FINANCIAL STATEMENTS
1. Summary of Business and
Significant Accounting Policies
a. Summary of
Business
The
Company was incorporated under the laws of the State of Nevada on June 10,
1998. The Company is seeking business opportunities. The
Company has not commenced principal operations and is considered a "Development
Stage Company" as defined by the Financial Accounting Standards Board Statement
No. 7.
b. Cash
Flows
For
purposes of the statement of cash flows, the Company considers all highly liquid
investments purchased with a maturity of three months or less to be cash or cash
equivalents.
c. Net Loss Per
Share
The net
loss per share calculation is based on the weighted average number of shares
outstanding during the period.
d. Use of
Estimates
The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect certain reported amounts and disclosures. Accordingly, actual
results could differ from those estimates.
2. Notes
Payable
The
Company has converted the accounts payable from its transfer agent into two
one-year notes payable. The balance is $3,775 and $2,105 at June 30, 2009 and
September 30, 2008, respectively, bears interest at 8% and both principal and
accrued interest are convertible into common stock at $.025 per share. The
$2,105 note payable is due on January 10, 2008 and the $1,670 note payable is
due on May 22, 2010.
-8-
Notes to Financial
Statements - Continued
3. Notes Payable,
Stockholders
Stockholder
notes payable consist of the following at June 30, 2009 and September 30,
2008:
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June30,
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September
30,
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|||||||
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2009
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2008
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Note
payable to an individual, also a stockholder of the Company, interest is
being charged at 8% the note is unsecured and due on February 9, 2008. The
note principal and accrued interest is convertible into
common stock at $.025 per share.
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$ | 6,000 | $ | 6,000 | ||||
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Notes
payable to an individual also a stockholder and director of the Company,
interest is being charged at 8%, the notes are unsecured and due in one
year, January 10, 2009 and May 29, 2010, respectively The note principal
and accrued interest is convertible into common stock at $.025 per
share.
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10,000 | 5,000 | ||||||
| $ | 16,000 | $ | 11,000 | |||||
4. Issuance of Common
Stock
On August
13, 1998, the Company issued 1,000,000 shares of its $.001 par value common
stock for an aggregate price of $1,000.
In
February 1999, pursuant to Rule 504 of Regulation D of the Securities and
Exchange Commission, the Company sold 17,500 shares of its common stock at a
price of $1.00 per share. Costs of $6,471 associated directly with the offering
were offset against the proceeds.
On
December 15, 2000, an officer and stockholder of the Company returned 600,000
shares of common stock to authorized but unissued shares.
On
February 5, 2001, the Company authorized a 6 for 1 forward split. The
stock split has been accounted for retroactively in the accompanying financial
statements.
-9-
Notes to Financial
Statements - Continued
5. Warrants and
Options
No
options or warrants are outstanding to acquire the Company's common
stock.
6. Income
Taxes
The
Company has had no taxable income under Federal or State tax laws. The Company
has loss carryforwards totaling $28,110 that may be offset against future
federal income taxes. If not used, the carryforwards will expire between 2022
and 2028. Due to the Company being in the development stage and incurring net
operating losses, a valuation allowance has been provided to reduce the deferred
tax assets from the net operating losses to zero. Therefore, there are no tax
benefits recognized in the accompanying statement of operations.
7.
Going
Concern
As shown
in the accompanying financial statements, the Company incurred a net loss of
$6,227 during the nine months ended June 30, 2009 and accumulated losses of
$34,337 since inception at June 10, 1998. The Company=s current
liabilities exceed its current assets by $19,845 at June 30, 2009. These factors
create an uncertainty as to the Company=s ability to
continue as a going concern. The ability of the Company to continue as a going
concern is dependent upon the success of raising additional capital through the
issuance of common stock and the ability to generate sufficient operating
revenue. The financial statements do not include any adjustments that might be
necessary should the Company be unable to continue as a going
concern.
-10-
ITEM
2. Management’s Discussion and Analysis of Financial Condition
and Results of Operations
The
Company’s management is seeking and intends to acquire interests in various
business opportunities which, in the opinion of management, will provide a
profit to the Company but it does not have the working capital to be successful
in this effort. The Company is not currently engaging in any substantive
business activity and has no plans to engage in any such activity in the
foreseeable future. In its present form, the Company may be deemed to
be a vehicle to acquire or merge with a business or company. The
Company does not intend to restrict its search to any particular business or
industry, and the areas in which it will seek out acquisitions,
reorganizations or mergers may include, but will not be
limited to, the fields of high
technology, manufacturing, natural
resources, service, research and development,
communications, transportation, insurance, brokerage, finance and all
medically related fields, among others. Although the Company has had
discussions with various parties as to possible acquisitions, no definitive
agreements have been reached with any such party, at this time.
Three
and nine month Period Ended June 30, 2009 and 2008
The
Company did not generate any revenue during the three and nine months ended June
30, 2009 and 2008.
General
and administrative expenses were $2,200 and $5,417, respectively, for the three
and nine months ended June 30, 2009, compared to general and
administrative expenses of $577 and $3,383, respectively, for the same period in
2008. Interest expense was $286 and $810, respectively for the three and
nine months ended June 30, 2009 compared to $263 and $653, respectively, for the
same period in 2008. Expenses were largely due to accounting, legal and other
professional costs. As a result of the foregoing, the Company realized net
losses of $2,486 and $6,227, respectively, for the three and nine months ended
June 30, 2009 compared to $840 and $4,036, respectively, for the same period in
2008. The Company’s increased net loss is attributable to a lack of
business, ongoing professional costs associated with preparing the Company’s
public reports, and timing differences.
Liquidity
and Capital Resources
At June
30, 2009, assets consisted of $5,330 in cash. Liabilities consisted of
$3,200 in accounts payable, $2,200 in accrued interest, a note payable of
$3,775, and a $16,000 note payable to two stockholders, for total
liabilities of $25,175, leaving the Company without any working capital.
Since
2008, the Company has borrowed money from two stockholders of the Company.
At June 30, 2009 the outstanding balance is $16,000. The notes are
unsecured, bear interest at 8% and are convertible into common stock at $.025
per share.
Currently,
the Company has no material commitments for capital expenditures.
Management anticipates that operating expenses for the next twelve months
will be approximately $5,000 to $7,000. Management understands that it
does not have sufficient cash to meet its immediate operational needs and will
require additional capital to cover ongoing operating expenses. Management may
attempt to raise additional capital for its current operational needs through
loans from its officers or shareholders, debt financing, equity financing or a
combination of financing options. However, there are no existing
understandings, commitments or agreements for such an infusion; nor can there be
assurances to that effect.
-11-
ITEM 3.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not
Required by smaller reporting companies.
ITEM 4T.
CONTROLS AND PROCEDURES
Evaluation
of Disclosure Controls and Procedures. Our management, with the participation of
our president/chief financial officer, carried out an evaluation of the
effectiveness of our "disclosure controls and procedures" (as defined in the
Securities Exchange Act of 1934 (the "Exchange Act") Rules 13a-15(e) and
15-d-15(e)) as of the end of our last fiscal quarter, June 30, 2009, (the
"Evaluation Date"). Based upon that evaluation, our president/chief financial
officer concluded that, as of the Evaluation Date, our disclosure controls and
procedures are effective to ensure that information required to be disclosed by
us in the reports that we file or submit under the Exchange Act (i) is recorded,
processed, summarized and reported, within the time periods specified in the
SEC's rules and forms and (ii) is accumulated and communicated to our
management, including our president and our chief financial officer, as
appropriate to allow timely decisions regarding required
disclosure.
Changes
in Internal Control Over Financial Reporting. There were no changes in our
internal controls over financial reporting that occurred during our last fiscal
quarter (ended June 30, 2009) that materially affected, or are reasonably likely
to materially affect, our internal control over financial
reporting.
PART
2 - OTHER INFORMATION
ITEM 6.
EXHIBITS AND REPORTS ON FORM 8-K
(a)
Exhibits
|
|
Exhibit 31.1 | Rule 13a-14(a)/15d-14(a) Certification. |
|
Exhibit
32.1
|
Certification
by the Chief Executive Officer/Acting Chief Financial Officer Relating to
a Periodic Report Containing Financial
Statements.*
|
(b)
Reports on Form 8-K.
There
were no reports filed on Form 8-K during the period covered by this
report.
* The
Exhibit attached to this Form 10-Q shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or
otherwise subject to liability under that section, nor shall it be deemed
incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as expressly set forth by specific
reference in such filing.
-12-
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned there unto
duly authorized.
|
Yummies,
Inc.
|
|
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[Registrant]
|
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S/ Susan Santage
|
|
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Susan
Santage, President & Treasurer
|
July 23,
2009
-13-