YUMMIES INC - Quarter Report: 2010 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, 2010
( )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
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(I.R.S.
Employer
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incorporation
or organization)
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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 check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). Yes
[ ] 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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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 May 1, 2010
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Common Stock,
$0.001
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2,505,000
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-1-
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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3
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Balance
Sheets
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March
31, 2010 and September 30, 2009
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4 | |
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Statements
of Operations
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For
the three and six months ended March 31, 2010 and 2009
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and the period June 10, 1998 to March 31, 2010
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5 | |
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Statements
of Cash Flows
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For
the six months ended March 31, 2010 and 2009
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and the period June 10, 1998 to March 31, 2010
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6 | |
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Notes
to Financial Statements
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7
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ITEM
2.
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Management’s
Discussion and Analysis of Financial Condition
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and Results of Operations
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13
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ITEM
3.
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Quantitative
and Qualitative Disclosures about Market Risk
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14
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ITEM
4T.
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Controls
and Procedures
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14
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PART
II.
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ITEM
6.
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Exhibits
and Reports on 8K
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14
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Signatures
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15
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-2-
PART
I - FINANCIAL INFORMATION
ITEM 1.
FINANCIAL STATEMENTS
The
accompanying balance sheets of Yummies, Inc. ( development stage company) at
March 31, 2010 and September 30, 2009, and the related statements of
operations for the three and six months ended March 31, 2010 and 2009 and the
period June 10, 1998 to March 31, 2010 , and statements of cash flows
for the six months ended March 31, 2010 and 2009 and the period June 10,
1998 to March 31, 2010.
-3-
YUMMIES,
INC.
(A
Development Stage Company)
BALANCE
SHEETS
MARCH 31,
2010 AND SEPTEMBER 30, 2009
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March
31,
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September
30,
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|||||||
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2010
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2009
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Assets
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Current
Assets:
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Cash
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$ | 431 | $ | 5,057 | ||||
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Total
current assets
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431 | 5,057 | ||||||
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Total
Assets
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$ | 431 | $ | 5,057 | ||||
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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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$ | 2,600 | $ | 4,100 | ||||
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Interest
payable
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704 | 552 | ||||||
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Interest
payable, stockholders
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2,699 | 2,059 | ||||||
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Note
payable
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3,774 | 3,774 | ||||||
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Notes
payable, stockholders
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16,000 | 16,000 | ||||||
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Total
current liabilities
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25,777 | 26,485 | ||||||
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Stockholders'
Equity:
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Common
stock, $.001 par value 50,000,000 shares authorized, 2,505,000 issued and
outstanding
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2,505 | 2,505 | ||||||
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Additional
paid-in capital
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12,227 | 11,987 | ||||||
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Deficit
accumulated during the development stage
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(40,078 | ) | (35,920 | ) | ||||
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Total
stockholders' equity
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(25,346 | ) | (21,428 | ) | ||||
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Total
Liabilities and Stockholders' Equity
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$ | 431 | $ | 5,057 | ||||
The
accompanying notes are an integral part of
the financial statements.
-4-
YUMMIES,
INC.
(A
Development Stage Company)
STATEMENTS
OF OPERATIONS
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For
the
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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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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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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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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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2010
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2009
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2010
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2009
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2010
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Revenues
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$ | -- | $ | -- | $ | -- | $ | -- | $ | -- | ||||||||||
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Expenses,
general and administrative
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664 | 673 | 3,367 | 3,217 | 36,676 | |||||||||||||||
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Operating
loss
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(664 | ) | (673 | ) | (3,367 | ) | (3,217 | ) | (36,676 | ) | ||||||||||
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Other
income (expense)
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Interest
expense
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(396 | ) | (262 | ) | (791 | ) | (524 | ) | (3,402 | ) | ||||||||||
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Net
loss
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$ | (1,060 | ) | $ | (935 | ) | $ | (4,158 | ) | $ | (3,741 | ) | $ | (40,078 | ) | |||||
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Net
loss per share
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$ | -- | $ | -- | $ | -- | $ | -- | $ | (.02 | ) | |||||||||
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Weighted
Average Shares
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2,505,000 | 2,505,000 | 2,505,000 | 2,505,000 | 2,447,641 | |||||||||||||||
The
accompanying notes are an integral part of
the financial statements.
-5-
YUMMIES,
INC.
(A
Development Stage Company)
STATEMENTS
OF CASH FLOWS
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For
the period
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For
the
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For
the
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June
10, 1998
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Six
Months
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Six
Months
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(Inception)
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Ended
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Ended
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Through
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March
31,
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March
31,
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March
31,
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2010
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2009
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2010
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Cash
flows from operating activities:
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Net
loss
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$ | (4,158 | ) | $ | (3,741 | ) | $ | (40,078 | ) | |||
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Adjustment
to reconcile net loss to cash provided by operating
activities:
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Increase
(decrease) in accounts payable and interest payable
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(708 | ) | (233 | ) | 6,003 | |||||||
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Expenses
paid directly by shareholder
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240 | -- | 2,703 | |||||||||
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Accounts
payable converted into note payable
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-- | -- | 3,774 | |||||||||
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Net
cash used by operating activities
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(4,626 | ) | (3,974 | ) | (27,598 | ) | ||||||
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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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Issuance
of common stock
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-- | -- | 12,029 | |||||||||
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Proceeds
from note payable
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-- | -- | 16,000 | |||||||||
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Net
cash provided by financing activities
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-- | -- | 28,029 | |||||||||
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Net
increase (decrease) in cash
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(4,626 | ) | (3,974 | ) | 431 | |||||||
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Cash,
beginning of period
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5,057 | 4,778 | -- | |||||||||
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Cash,
end of period
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$ | 431 | $ | 804 | $ | 431 | ||||||
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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.
-6-
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.
e.
Financial
Instruments
Statement
of Financial Accounting Standards (“SFAS”) No. 107, “Disclosure About Fair Value
of Financial Instruments,” requires disclosure of fair value information about
financial instruments when it is practicable to estimate that value. The
carrying amount of the Company’s cash, accounts payable, interest payable and
notes payable approximates their estimated fair values due to the short-term
maturities of those financial instruments.
-7-
Notes to Financial
Statements - Continued
f.
Income
Taxes
The Company accounts for
income taxes using the asset and liability method in accordance with SFAS No.
109, “Accounting for Income Taxes.” Deferred tax asset and liabilities are
recognized for the future tax consequences attributable to differences between
the financial statement carrying amounts of existing assets and liabilities and
their respective tax bases. Deferred tax assets and liabilities are measure
using enacted tax rates expected to apply to taxable income in the years in
which those temporary differences are expected to be recovered or settled. The
effect on deferred tax assets and liabilities of a change in tax rates is
recognized in income in the period that includes the enactment date. A valuation
allowance is recognized against deferred tax assets when it is more likely than
not that the assets will not be realized.
In May 2007, the FASB issued
Staff Position FIN 48-1, “Definition of Settlement in FASB Interpretation No.
48” (“FSP FIN 48-1”), which amends FASB Interpretation No. 48, “Accounting for
Uncertainty in Income Taxes-an interpretation of FASB Statement No. 109” (“FIN
48,” together with FSP FIN 48-1 referred as “FIN 48, as amended”). As of January
1, 2009, we adopted the provisions of FIN 48, as amended, which clarify the
accounting for uncertainty in income taxes recognized in an enterprise’s
financial statements in accordance with SFAS No. 109, “Accounting for Income
Taxes.” FIN 48, as amended, prescribes a recognition threshold and measurement
attribute for financial statement recognition and measurement of a tax position
an entity takes or expects to take in a tax return. To recognize a tax position,
the tax position must be more-likely-than-not sustainable upon examination by
the relevant taxing authority, and the relevant measurement of the position must
be the largest amount of benefit that we would more than 50% likely realize upon
settlement. We would recognize the benefit of a position in the interim
reporting period during which it meets the threshold, unless we effectively
settle it earlier through examination, negotiation, or litigation or the
applicable statute of limitations period expires.
-8-
Notes to Financial
Statements - Continued
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The
Company did not recognize any additional liability for unrecognized tax
benefit as a result of the implementation. As of March 31, 2010, the
Company did not increase or decrease liability for unrecognized tax
benefit related to tax positions in prior period nor did the company
increase its liability for any uncertain tax positions in the current
year. Furthermore, there were no adjustments to the liability or lapse of
statute of limitation or settlements with taxing
authorities.
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The
Company expects resolution of unrecognized tax benefits, if created would
occur while the 100% valuation allowance of deferred tax assets is
maintained; therefore, the Company does not expect to have any
unrecognized tax benefits that, if recognized, would affect its effective
income tax rate.
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The
Company will recognize interest and penalty related to unrecognized tax
benefits and penalties as income tax expense. As of March 31, 2010, the
Company has not recognized any liabilities for penalty or interest as the
Company does not have any liability for unrecognized tax
benefits.
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2.
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Notes
Payable
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On
January 10, 2007 and May 22, 2009, the Company converted $2,105 and $1,669 of
accounts payable from its transfer agent into a one-year notes payable. The note
balance of $3,774 at March 31, 2010 and September 30, 2009, bears interest at 8%
and both principal and accrued interest are convertible into common stock at
$.025 per share. The first note payable was due on January 10, 2008. The second
note payable is due May 22, 2010.
-9-
Notes to Financial
Statements – Continued
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6.
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Notes Payable,
Stockholders
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Stockholder
notes payable consist of the following at March 31, 2010 and September 30,
2009:
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March
31,
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September
30,
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|||||||
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2010
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2009
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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 on
January 10, 2009 and May 29, 2010, respectively. The notes principal and
accrued interest is convertible into common stock at $.025 per
share
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10,000 | 10,000 | ||||||
| $ | 16,000 | $ | 16,000 | |||||
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.
-10-
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 $35,920 that may be offset against future
federal income taxes. If not used, the carryforwards will expire between 2022
and 2029. 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
$4,158 during the six months ended March 31, 2010 and accumulated losses of
$40,078 since inception at June 10, 1998. The Company=s current
liabilities exceed its current assets by $25,346 at March 31, 2010. 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.
8.
Fair Value
Measurement
We
adopted SFAS No. 157 “Fair Value Measurements,” (“SFAS 157”) effective October
1, 2008 for financial assets and liabilities measured on a recurring basis. On
February 6, 2008, the FASB deferred the effective date of SFAS 157 for all
nonfinancial assets and nonfinancial liabilities, except those that are
recognized or disclosed at fair value in the financial statements on a recurring
basis. SFAS 157 defines fair value, establishes a framework for measuring fair
value and generally accepted accounting principles and expands disclosures about
fair value measurements. This standard applies in situation where other
accounting pronouncements either permit or require fair value measurements. SFAS
157 does not require any new fair value measurements.
-11-
Notes to Financial
Statements – Continued
Fair
value is defined in SFAS 157 as the price that would be received to sell an
asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date. Fair value measurements are to be
considered from the perspective of a market participant that holds the asset or
owes the liability. SFAS 157 also establishes a fair value hierarchy which
requires an entity to maximize the use of observable inputs and minimize the use
of unobservable inputs when measuring fair value.
The
standard describes three levels of inputs that may be used to measure fair
value:
|
|
Level
1: Quoted prices in active markets for identical or similar assets and
liabilities.
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Level
2: Quoted prices for identical or similar assets and liabilities in
markets that are not active or observable inputs other than quoted prices
in active markets for identical or similar assets and
liabilities.
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Level
3: Unobservable inputs that are supported by little or no market activity
and that are significant to the fair value of the assets or
liabilities.
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The
carrying amount of the Company’s financial assets and liabilities, including
cash, accounts payable, interest payable and notes payable approximate fair
value, without being discounted, due to the short-term maturities during which
these amounts are outstanding.
-12-
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 Six month Period Ended March 30, 2010 and 2009
The
Company did not generate any revenue during the three months ended March 31,
2010 and 2009.
General
and administrative expenses were $664 and $3,367 for the three and six months,
respectively, ended March 31, 2010, compared to general and administrative
expenses of $673 and $3,217, respectively, for the same period in 2009.
Interest expense was $396 and $791, respectively, for the three and six
months ended March 31, 2010 compared to $262 and $524 for the same period in
2009. Expenses were largely due to accounting, legal and other professional
costs. As a result of the foregoing, the Company realized net losses of $1,060
and $4,158 for the three and six months, respectively, ended March 31, 2010
compared to $935 and $3,741 for the same period in 2009. 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 March
31, 2010, assets consisted of $431 in cash. Liabilities consisted of
$2,600 in accounts payable, $3,403 in accrued interest, a note payable of
$3,774, and a $16,000 note payable to a stockholder, for total liabilities of
$25,777, leaving the Company without any working capital.
Since
2008, the Company has borrowed money from two stockholders of the Company.
At March 31, 2010 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.
-13-
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, 2010, (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, 2010) 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.
-14-
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
|
|
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May
10, 2010
|
-15-