YUMMIES INC - Quarter Report: 2009 March (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 March 31,
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)
|
Nevada
|
87-0615629
|
|
(State
or other jurisdiction of incorporation or organization)
|
(I.R.S.
Employer Identification No.)
|
|
1981 East Murray Holiday
Rd, Salt Lake City, Utah
|
84117 |
|
(Address
of principal executive offices)
|
(Zip
Code)
|
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 Alarge
accelerated filer@, @accelerated
filer@,
and Asmaller
reporting company@ in Rule
12b-2 of the Exchange Act
|
Large
Accelerated Filer [ ]
|
Accelerated
Filer [ ]
|
|
Non-Accelerated
filer [ ]
|
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 [ ]
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
Class Outstanding
as of March 31, 2009
Common Stock,
$0.001 2,505,000
INDEX
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Page Number | |
| PART I | |||
|
ITEM
1.
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Financial
Statements (unaudited)
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4
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|
|
Balance
Sheets
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5
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||
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March 31, 2009 and September 30, 2008
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|||
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Statements
of Operations
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6
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||
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For
the three and six months ended March 31, 2009 and 2008 and the
period June 10, 1998 to March 31, 2009
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||
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Statements
of Cash Flows
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7
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||
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For the three and six months ended March 31, 2009 and 2008 and
the period June 10, 1998 to March 31, 2009
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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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|
|
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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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|
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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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PART
I - FINANCIAL INFORMATION
ITEM
1. FINANCIAL STATEMENTS
The
accompanying balance sheets of Yummies, Inc. ( development stage
company) at March 31, 2009 and September 30, 2008, and the
related statements of operations for the three and
six months ended March 31, 2009 and 2008 and the period June 10,
1998 to March 31, 2009 , and statements of cash flows for the three
and six months ended March 31, 2009 and 2008 and the period June 10,
1998 to March 31, 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 March 31, 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
MARCH 31,
2009 AND SEPTEMBER 30, 2008
|
March
31,
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September
30,
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|||||||
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2009
|
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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$ | 804 | $ | 4,778 | ||||
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Total current assets
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804 | 4,778 | ||||||
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Total Assets
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$ | 804 | $ | 4,778 | ||||
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Liabilities
and Stockholders' Equity
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||||||||
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Current
Liabilities:
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||||||||
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Accounts payable
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$ | 3,144 | $ | 3,901 | ||||
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Interest payable
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420 | 336 | ||||||
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Interest payable, stockholders
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1,494 | 1,054 | ||||||
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Note payable
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2,105 | 2,105 | ||||||
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Notes payable, stockholders
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11,000 | 11,000 | ||||||
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Total current liabilities
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18,163 | 18,396 | ||||||
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Stockholders'
Equity:
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||||||||
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Common
stock, $.001 par value 50,000,000 shares authorized, 2,505,000
issued and outstanding
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2,505 | 2,505 | ||||||
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Additional paid-in capital
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11,987 | 1,987 | ||||||
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Deficit accumulated during the development
stage
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(31,851 | ) | (28,110 | ) | ||||
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Total Stockholders' Equity
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(17,359 | ) | (13,618 | ) | ||||
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Total Liabilities and Stockholders' Equity
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$ | 804 | $ | 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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Six
Months
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Six
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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March
31,
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March
31,
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March
31,
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March
31,
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March
31,
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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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||||||||||||||||
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Revenues
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$ |
--
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$ | -- | $ | -- | $ | -- | $ | -- | ||||||||||
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||||||||||||||||||||
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Expenses,
general and administrative
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673 | 629 | 3,217 | 2,805 | 29,937 | |||||||||||||||
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Operating loss
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(673 | ) | (629 | ) | (3,217 | ) | (2,805 | ) | (29,937 | ) | ||||||||||
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Other
income (expense)
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||||||||||||||||||||
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Interest expense
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(262 | ) | (228 | ) | (524 | ) | (390 | ) | (1,914 | ) | ||||||||||
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Net loss
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$ | (935 | ) | $ | (857 | ) | $ | (3,741 | ) | $ | (3,195 | ) | $ | (31,851 | ) | |||||
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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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Six
Months
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Six
Months
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(Inception)
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||||||||||
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Ended
|
Ended
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Through
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||||||||||
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March
31,
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March
31,
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March
31,
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||||||||||
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2009
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2008
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2009
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||||||||||
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Cash
flows from operating activities:
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||||||||||||
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Net loss
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$ | (3,741 | ) | $ | (3,195 | ) | $ | (31,851 | ) | |||
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||||||||||||
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Adjustment
to reconcile net loss to cash provided by operating
activities:
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||||||||||||
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Increase
(decrease) in accounts payable and interest payable
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(233 | ) | (74 | ) | 5,058 | |||||||
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Expenses
paid directly by shareholder
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-- | -- | 2,463 | |||||||||
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Accounts
payable converted into notepayable
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-- | -- | 2,105 | |||||||||
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Net
cash used byoperating activities
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(3,974 | ) | (3,269 | ) | (22,225 | ) | ||||||
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Cash
flows from investing activities
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-- | -- | -- | |||||||||
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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 | 11,000 | |||||||||
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Net
cash provided byfinancing activities
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-- | 5,000 | 23,029 | |||||||||
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Net
increase (decrease) in cash
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(3,974 | ) | 1,731 | 804 | ||||||||
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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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$ | 804 | $ | 5,230 | $ | 804 | ||||||
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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. Note
Payable
On
January 10, 2007, the Company converted $2,105 of accounts payable from its
transfer agent into a one-year note payable. The note balance is $2,105 at March
31, 2009 and September 30, 2008, bears interest at 8% and both principal and
accrued interest are convertible into common stock at $.025 per share. The note
payable was due on January 10, 2008.
8
Notes to Financial
Statements - Continued
3. Notes Payable,
Stockholders
Stockholder
notes payable consist of the following at March 31, 2009 and September 30,
2008:
|
March
31,
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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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Note
payable to an individual, also a stockholder of the
Company,
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||||||||
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interest
is being charged at 8% the note is unsecured and due on
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||||||||
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February
9, 2008. The note principal and accrued interest
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||||||||
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is
convertible into common stock at $.025 per share.
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$ | 6,000 | $ | 6,000 | ||||
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||||||||
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Note
payable to an individual also a stockholder and director of
the
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||||||||
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Company,
interest is being charged at 8%, the note is unsecured and
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||||||||
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due
on January 10, 2009. The note principal and accrued interest
is
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||||||||
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convertible
into common stock at $.025 per share.
|
5,000 | 5,000 | ||||||
| $ | 11,000 | $ | 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.
5. Warrants and
Options
No
options or warrants are outstanding to acquire the Company's common
stock.
9
Notes to Financial
Statements - Continued
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
$3,741 during the six months ended March 31, 2009 and accumulated losses of
$31,851 since inception at June 10, 1998. The Company=s current
liabilities exceed its current assets by $17,359 at March 31, 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.
Three
and six month Period Ended March 31, 2009 and 2008
The
Company did not generate any revenue during the three and six months
ended March 31, 2009 and 2008.
General
and administrative expenses were $673 and $3,217, respectively, for
the three and six months ended March 31, 2009, compared to general
and administrative expenses of $629 and $2,805, respectively, for the same
period in 2008. Interest expense was $262 and $524, respectively for the
three and six months ended March 31, 2009 compared to $228 and $390,
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 $935 and $3,741, respectively, for the three
and six months ended March 31, 2009 compared to $857 and $3,195,
respectively, for the same period in 2008. The Company=s net loss
is attributable to a lack of business and ongoing professional costs associated
with preparing the Company=s public
reports.
Liquidity
and Capital Resources
At March
31, 2009, assets consisted of $804 in cash. Liabilities consisted of
$3,144 in accounts payable, $1,914 in accrued interest, a note payable of
$2,105, and $11,000 in notes payable to two stockholders, for total liabilities
of $18,163, leaving the Company without any working capital.
Since
2008, the Company has borrowed money from stockholders of the Company. At
March 31, 2009 the outstanding balance is $11,000. 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, March 31, 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 March 31, 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 FinancialOfficer Relating to a Periodic Report Containing
FinancialStatements.*
(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.
|
|
|
[Registrant]
|
|
|
S/ Dianne
Hatton-Ward
|
|
|
President
& Treasurer
|
May 7 ,
2009
13