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EX-32.1 - EXHIBIT 32.1 - Kurrant Mobile Catering, Inc.kurrantmon10q83109x32_101409.htm
EX-31.1 - EXHIBIT 31.1 - Kurrant Mobile Catering, Inc.kurrantmon10q83109x31_101409.htm
 

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 August 31, 2009

 [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934
 
 
Commission File No. 000-53011

KURRANT MOBILE CATERING, INC.
(Exact Name of Small Business Issuer as specified in its charter)
 
Colorado
20-3902781
(State or other jurisdiction
(IRS Employer File Number)
of incorporation)
 
   
194 Hermosa Circle                
 
Durango, Colorado
81301
(Address of principal executive offices)
(zip code)

(970) 247-4980
 (Registrant's telephone number, including area code)

Indicate by check mark whether the registrant: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days.    Yes [X]  No [ ]

Indicate by check mark whether the registrant 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(Section 232.405 of this chapter) during the preceding 12 months(or such shorter period that the registrant was required to submit and post such files. Yes []  No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “small reporting company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer []
Accelerated filer []
Non-accelerated filer   [] (Do not check if a smaller reporting company)
 Smaller reporting company  [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes [ ]    No [X]

As of August 31, 2009 registrant had outstanding 1,404,254 shares of the registrant's common stock.


 
- 1 -

 

 

FORM 10-Q
KURRANT MOBILE CATERING, INC.

TABLE OF CONTENTS


PART I  FINANCIAL INFORMATION
 
 
Item 1. Financial Statements for the period ended August 31, 2009
 
          Balance Sheet (Unaudited)
5
          Statements of Operations (Unaudited)
  6
          Statements of Cash Flows (Unaudited)
  7
          Notes to Financial Statements
  9
   
Item 2. Management’s Discussion and Analysis and Plan of Operation
11
Item 3. Quantitative and Qualitative Disclosures About Market Risk
  15
Item 4. Controls and Procedures
  15
Item 4T. Controls and Procedures
  15
   
PART II  OTHER INFORMATION
 
  Item 1. Legal Proceedings
16
  Item 1A. Risk Factors
  16
  Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
  21
  Item 3. Defaults Upon Senior Securities
  21
  Item 4. Submission of Matters to a Vote of Security Holders
  21
  Item 5. Other Information
  21
  Item 6. Exhibits
  22
    23
Signatures
 
   
 

 
- 2 -

 


PART I FINANCIAL INFORMATION

References in this document to "us," "we," or "Company" refer to KURRANT MOBILE CATERING, INC.

 
ITEM 1. FINANCIAL STATEMENTS
 


KURRANT MOBILE CATERING, INC.

CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

Quarter Ended August 31, 2009

 



 
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Kurrant Mobile Catering, Inc.
Consolidated Financial Statements
(Unaudited)


TABLE OF CONTENTS

Kurrant Mobile Catering, Inc.
Financial Statements
(Unaudited)


TABLE OF CONTENTS


 
Page
   
FINANCIAL STATEMENTS
 
   
Balance sheets
1
Statements of operation
2
Statements of cash flows
3
Notes to financial statements
5

 
 
 
- 4 -

 


KURRANT MOBILE CATERING, INC.
 
(A Development Stage Company)
 
BALANCE SHEETS
 
         
             
         
August 31, 2009
 
   
Nov. 30, 2008
   
(Unaudited)
 
ASSETS
           
             
Current assets
           
      Cash
  $ 582     $ 272  
             Total current assets
    582       272  
                 
Total Assets
  $ 582     $ 272  
                 
LIABILITIES &
               
   STOCKHOLDERS' EQUITY
               
                 
Current liabilities
               
      Accrued payables
  $ 4,789     $ 9,347  
      Notes payable - related parties
    21,950       36,752  
      Notes payable
    12,500       14,760  
          Total current liabilties
    39,239       60,859  
                 
Total Liabilities
    39,239       60,859  
                 
Stockholders' Equity
               
      Preferred stock, $.01 par value;
               
          1,000,000 shares authorized;
               
          no shares issued and outstanding
    -       -  
      Common stock, $.001 par value;
               
          50,000,000 shares authorized;
               
          1,404,254 shares issued and outstanding
    1,405       1,405  
      Additional paid in capital
    4,108       4,108  
      Deficit accumulated during the dev. stage
    (44,170 )     (66,100 )
                 
Total Stockholders' Equity
    (38,657 )     (60,587 )
                 
Total Liabilities and Stockholders' Equity
  $ 582     $ 272  
 
The accompanying notes are an integral part of the financial statements.


 
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KURRANT MOBILE CATERING, INC.
 
(A Development Stage Company)
 
STATEMENTS OF OPERATIONS
 
(Unaudited)
 
                           
 
 
                           
 
 
   
 
   
 
   
 
   
 
       
   
 
   
 
   
 
   
 
   
 
 
   
Three Months
Ended
Aug. 31, 2008
   
Three Months
Ended
Aug. 31, 2009
   
Nine Months
Ended
Aug. 31, 2008
   
Nine Months
Ended
Aug. 31, 2009
   
Period From
Oct. 15, 2007
(Inception)
Through
Aug. 31, 2009
 
                               
                               
Revenue
  $ -     $ -     $ -     $ -     $ -  
                                         
Operating expenses:
                                       
     Depreciation
    -       -       -       -       -  
     General and administrative
    2,579       9,745       20,142       13,228       59,142  
      2,579       9,745       20,142       13,228       59,142  
                                         
Gain (loss) from operations
    (2,579 )     (9,745 )     (20,142 )     (13,228 )     (59,142 )
                                         
Other income (expense):
                                       
     Interest expense
    (1,057 )     (1,905 )     (3,009 )     (8,702 )     (6,958 )
                                         
Income (loss) before
                                       
     provision for income taxes
    (3,636 )     (11,650 )     (23,151 )     (21,930 )     (66,100 )
                                         
Provision for income tax
    -       -       -       -       -  
                                         
Net income (loss)
  $ (3,636 )   $ (11,650 )   $ (23,151 )   $ (21,930 )   $ (66,100 )
                                         
Net income (loss) per share
                                       
(Basic and fully diluted)
  $ (0.00 )   $ (0.01 )   $ (0.02 )   $ (0.02 )        
                                         
Weighted average number of
                                       
common shares outstanding
    1,404,254       1,404,254       1,536,642       1,404,254          


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


 
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KURRANT MOBILE CATERING, INC.
 
(A Development Stage Company)
 
STATEMENTS OF CASH FLOWS
 
(Unaudited)
 
                   
               
 
 
               
 
 
   
 
   
 
   
Period From
 
   
 
   
 
   
Oct. 15, 2007
 
   
Nine Months
Ended
Aug. 31, 2008
   
Nine Months
Ended
Aug. 31, 2009
   
(Inception)
Through
Aug. 31, 2009
 
Cash Flows From Operating Activities:
                 
     Net income (loss)
  $ (23,151 )   $ (21,930 )   $ (66,100 )
                         
     Adjustments to reconcile net loss to
                       
     net cash provided by (used for)
                       
     operating activities:
                       
          Depreciation
    -       -       -  
          Accrued payables
    3,009       2,218       18,209  
          Compensatory stock issuances
                    2,000  
          Compensatory warrant issuances
                    3,375  
               Net cash provided by (used for)
                       
               operating activities
    (20,142 )     (19,712 )     (42,516 )
                         
                         
Cash Flows From Investing Activities:
                       
      -       -       -  
               Net cash provided by (used for)
                       
               investing activities
    -       -       -  
                         
                         
                         
                         
(Continued On Following Page)
 

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


 
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KURRANT MOBILE CATERING, INC.
 
(A Development Stage Company)
 
STATEMENTS OF CASH FLOWS
 
(Unaudited)
 
                   
(Continued From Previous Page)
 
                   
                   
               
 
 
               
 
 
   
 
   
 
   
Period From
 
   
 
   
 
   
Oct. 15, 2007
 
   
Nine Months
Ended
Aug. 31, 2008
   
Nine Months
Ended
Aug. 31, 2009
   
(Inception)
Through
Aug. 31, 2009
 
                   
Cash Flows From Financing Activities:
                 
         Notes payable - borrowings
    12,450       19,402       42,650  
         Warrant exercises
    138       -       138  
               Net cash provided by (used for)
                       
               financing activities
    12,588       19,402       42,788  
                         
Net Increase (Decrease) In Cash
    (7,554 )     (310 )     272  
                         
Cash At The Beginning Of The Period
    8,500       582       -  
                         
Cash At The End Of The Period
  $ 946     $ 272     $ 272  
                         
                         
Schedule Of Non-Cash Investing And Financing Activities
                       
                         
In March 2009 note holders converted $5,006 in interest due to note principal.
                 
                         
Supplemental Disclosure
                       
                         
Cash paid for interest
  $ -     $ -     $ -  
Cash paid for income taxes
  $ -     $ -     $ -  

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


 
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KURRANT MOBILE CATERING, INC.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)


NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

Kurrant Mobile Catering, Inc. (the “Company”), was incorporated in the State of Colorado on October 15, 2007. The Company is a wholly owned subsidiary of Kurrant Food Enterprises, Inc., and was formed to provide mobile catering services to individuals, businesses and other organizations. The Company is currently considered to be in the development stage, having generated no revenues and conducted only limited activities.

Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-QSB and do not include all of the information and disclosures required by generally accepted accounting principles for complete financial statements. All adjustments which are, in the opinion of management, necessary for a fair presentation of the results of operations for the interim periods have been made and are of a recurring nature unless otherwise disclosed herein. The results of operations for such interim periods are not necessarily indicative of operations for a full year.

Cash and cash equivalents

The Company considers all highly liquid investments with an original maturity of three months or less as cash equivalents.

Accounts receivable

The Company reviews accounts receivable periodically for collectability and establishes an allowance for doubtful accounts and records bad debt expense when deemed necessary.

Property and equipment

Property and equipment are recorded at cost and depreciated under accelerated methods over each item's estimated useful life.

Revenue recognition

Revenue is recognized on an accrual basis after services have been performed under contract terms, the event price to the client is fixed or determinable, and collectibility is reasonably assured.
 
 
 
 
 
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KURRANT MOBILE CATERING, INC.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)


NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued):

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Income tax

The Company accounts for income taxes under Statement of Financial Accounting Standards No. 109 (“SFAS 109”). Under SFAS 109 deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

Net income (loss) per share

The net income (loss) per share is computed by dividing the net income (loss) by the weighted average number of shares of common outstanding. Warrants, stock options, and common stock issuable upon the conversion of the Company's preferred stock (if any), are not included in the computation if the effect would be anti-dilutive and would increase the earnings or decrease loss per share.

Financial Instruments

The carrying value of the Company’s financial instruments, including cash and cash equivalents and accrued payables, as reported in the accompanying balance sheet, approximates fair value.
 
 
 
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS AND PLAN OF OPERATION

The following discussion of our financial condition and results of operations should be read in conjunction with, and is qualified in its entirety by, the consolidated financial statements and notes thereto included in, Item 1 in this Quarterly Report on Form 10-Q. This item contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those indicated in such forward-looking statements.

Forward-Looking Statements

This Quarterly Report on Form 10-Q and the documents incorporated herein by reference contain forward-looking. Such forward-looking statements are based on current expectations, estimates, and projections about our industry, management beliefs, and certain assumptions made by our management. Words such as "anticipates", "expects", "intends", "plans", "believes", "seeks", "estimates", variations of such words, and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties, and assumptions that are difficult to predict; therefore, actual results may differ materially from those expressed or forecasted in any such forward-looking statements. Unless required by law, we undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise. However, readers should carefully review the risk factors set forth herein and in other reports and documents that we file from time to time with the Securities and Exchange Commission, particularly the Report on Form 10-K, Form 10-Q and any Current Reports on Form 8-K.

Overview and History

Kurrant Mobile Catering is a corporation which was formed under the laws of the State of Colorado on November 15, 2007. We were originally a wholly-owned subsidiary of Kurrant Food Enterprises, Inc.(“KRTF”).
 
We are a development stage company. Our development stage began when we incorporated on November 15, 2007. Our plan is to own and operate a mobile catering business.


 
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On November 30, 2007, the directors of KRTF approved, subject to the effectiveness of a registration with the Securities and Exchange Commission, the pro rata spin-off of Mobile Catering to KRTF shareholders of record on January 10, 2008 on a pro rata basis. Since KRTF’s business is related to the proposed activities of Mobile Catering, the KRTF directors decided it was in the best interest of KRTF and Mobile Catering and KRTF's shareholders to spin-off Mobile Catering to minimize any potential of conflict of interest.  KRTF distributed the Mobile Catering shares on or about February 12, 2008. The shares were distributed by Corporate Stock Transfer, which acts as our transfer agent.

We originally issued promissory notes to several parties. All notes became due on November 15, 2008. All notes have now been exchanged for new notes. One note, in the amount of $5,904.17, is dated March 1, 2009, and is due March 1, 2010. This note is convertible into common stock at $0.01 per share. The face amount of our note to Spyglass Investment Partnership remains at $250,000, although the note is now dated March 1, 2009, and is due March 1, 2010. This note is convertible into common stock at $0.01 per share. We have three other notes, each in the amount of $2,952.08, which are now dated July 8, 2009 and are due July 8, 2010. None of these latter notes are convertible into common stock.

Results of Operations

The following discussion involves our results of operations for the fiscal quarter ending August 31, 2009 and 2008 and for the nine months ended August 31, 2009 and 2008. We have had no revenues from inception through August 31, 2009.

General and administrative expenses for the fiscal quarter ended August 31, 2009 were $9,745. General and administrative expenses for the fiscal quarter ended August 31, 2008 were $2,579. General and administrative expenses for the nine months ended August 31, 2008 were $13,228. General and administrative expenses for the nine months ended August 31, 2008 were $20,142. The major components of these general and administrative expenses were payments to independent contractors, professional fees, and prepaid expenses. While our general and administrative expenses will continue to be our largest expense item, we believe that this expense will stabilize in the coming fiscal year as we reduce independent contractors, professional fees, and prepaid expenses.

We had a net loss of $11,650 for the fiscal quarter ended August 31, 2009, compared to a net loss of $3,636 for the fiscal quarter ended August 31, 2008. We had a net loss of $21,930  for the nine months ending in August 31, 2009, compared to a net loss of $23,151 for the nine months ending in August 31, 2008.

We believe that overhead cost in current operations should remain fairly constant as revenues develop. Each dollar of revenue will have minimal offsetting overhead cost. If we can develop sufficient revenues, we could be profitable by the end of our current fiscal year.


 
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Liquidity and Capital Resources

As of August 31, 2009, we had cash or cash equivalents of $272.

Net cash used for operating activities was $19,712 for the nine months ended August 31, 2009 compared to $20,142 for the nine months ended August 31, 2008. We anticipate that overhead costs in current operations will remain fairly constant as we develop revenue.

Cash flows provided or used in investing activities were $-0- for the nine months ended August 31, 2009, compared to $ -0- for the nine months ended August 31, 2008.

Cash flows provided by financing activities were $19,402 for the nine months ended August 31, 2009, compared to $12,588 for the nine months ended August 31, 2008. These activities were primarily in the form of loans.

Over the next twelve months our capital costs will be approximately $10,000 to $12,000 primarily to expand our current operations. We plan to buy additional equipment to be used in our operations.

We believe that our recent offering will provide sufficient capital in the short term for our current level of operations, which includes becoming profitable. Additional resources will be needed to expand into additional locations.

Otherwise, we do not anticipate needing to raise additional capital resources in the next twelve months.

Until the current operations become cash flow positive, our officers and directors will fund the operations to continue the business. At this time we have no other resources on which to get cash if needed without their assistance.

Our principle source of liquidity is our operations. Our variation in sales is based upon the level of our catering event activity and will account for the difference between a profit and a loss. Also business activity is closely tied to the economy of Colorado and the U.S. economy. A slow down in entertaining activity will have a negative impact to our business. In any case, we try to operate with minimal overhead. Our primary activity will be to seek to expand the number of catering events and, consequently, our sales. If we succeed in expanding our customer base and generating sufficient sales, we will become profitable. We cannot guarantee that this will ever occur. Our plan is to build our Company in any manner which will be successful.


 
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Plan of Operation

We are in the process of developing a mobile catering operation. We will provide catering activities through the use of mobile facilities. We plan to only provide mobile catering to events in places such as ski areas, resorts, public outdoor activities, such as sporting events, and other venues where the use of mobile catering facilities is economically feasible. These events include, but are not limited to, public festivals and ski and biking events. We plan to operate at any event where large groups of people could purchase concession items.

Our sales will be generated for individual events. The more events we hold, the more sales we generate. Our plan is to attempt to generate as many events as possible with our current resources. We currently have no full-time employees. We plan to hire part-time help as needed on an individual event basis.

We believe that the catering industry is thriving industry and has been steadily growing for the past thirty years. The catering industry is a subset of the restaurant industry and has been termed the accommodation and food services sector. The catering industry comprises establishments primarily engaged in providing single event-based food services. The catering industry is experiencing strong growth according to the trade journal Specialty Food News, which states that off-premise catering is the second biggest growth sector, second only to home meal replacement.

We also believe that we must provide a high level of service for our customers. We believe that it is our responsibility to make certain that our products and services are satisfying for our catering customers.

We initially plan to operate with one mobile catering unit. Our plan is to concentrate our operations in the Durango, Colorado and La Plata County area and throughout the State of Colorado. This mobile catering unit will be organized to provide on-site catering for any project we undertake.

We currently have no full-time employees. We plan to use part-time independent help for specific events. As we expand, we intend to hire employees. However, we have no present plans to do so.

We will strive to maintain quality and consistency through the careful training and supervision of personnel and the establishment of, and adherence to, high standards relating to personnel performance, customer service, and maintenance of our facilities. We believe that we will be able to attract high quality, experienced personnel by paying competitive wages and salaries.

Recently Issued Accounting Pronouncements

We do not expect the adoption of any recently issued accounting pronouncements to have a significant impact on our net results of operations, financial position, or cash flows.

Seasonality

We have found that our sales are impacted by seasonal demands for our services, with greater sales coming at the end of the calendar year and around major holidays.


 
- 14 -

 

Critical Accounting Policies

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make a number of estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Such estimates and assumptions affect the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, we evaluate estimates and assumptions based upon historical experience and various other factors and circumstances. We believe our estimates and assumptions are reasonable in the circumstances; however, actual results may differ from these estimates under different future conditions.

We believe that the estimates and assumptions that are most important to the portrayal of our financial condition and results of operations, in that they require subjective or complex judgments, form the basis for the accounting policies deemed to be most critical to us. These relate to bad debts, impairment of intangible assets and long lived assets, contractual adjustments to revenue, and contingencies and litigation. We believe estimates and assumptions related to these critical accounting policies are appropriate under the circumstances; however, should future events or occurrences result in unanticipated consequences, there could be a material impact on our future financial conditions or results of operations.

 
ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

None.


ITEM 4. CONTROLS AND PROCEDURES

Not applicable


ITEM 4T. CONTROLS AND PROCEDURES

As of the end of the period covered by this report, based on an evaluation of our disclosure controls and procedures (as defined in Rules 13a -15(e) and 15(d)-15(e) under the Exchange Act), our Chief Executive Officer and the Chief Financial Officer has concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in our Exchange Act reports is recorded, processed, summarized, and reported within the applicable time periods specified by the SEC’s rules and forms.


 
- 15 -

 

There were no changes in our internal controls over financial reporting that occurred during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

This report does not include an attestation report of the company’s registered public accounting firm regarding internal control over financial reporting. Identified in connection with the evaluation required by paragraph (d) of Rule 240.13a-15 or Rule 240.15d-15 of this chapter that occurred during the registrant’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.


PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

There are no legal proceedings, to which we are a party, which could have a material adverse effect on our business, financial condition or operating results.


ITEM 1A. RISK FACTORS

You should carefully consider the risks and uncertainties described below and the other information in this document before deciding to invest in shares of our common stock.

The occurrence of any of the following risks could materially and adversely affect our business, financial condition and operating result. In this case, the trading price of our common stock could decline and you might lose all or part of your investment.


 
- 16 -

 

Risks Related to Our Business and Industry

 If we do not generate adequate revenues to finance our operations, our business may fail.
 
We have not generated revenues from our inception. As of August 31, 2009, we had a cash position of $272. Operating costs are expected to range between $30,000 and $50,000, for the fiscal year ending November 30, 2009. These operating costs include insurance, taxes, utilities, maintenance, contract services and all other costs of operations. We will use contract employees who will be paid on a per transaction basis for each catering. However, the operating costs and expected revenue generation are difficult to predict. We expect to generate revenues in the next twelve months from catering operations using referrals from KRTF and unrelated individuals and entities that operate in the catering business. Since there can be no assurances that revenues will be sufficient to cover operating costs for the foreseeable future, it may be necessary to raise additional funds. Due to our lack of operating history, raising additional funds may be difficult. In November, 2007, an organization named Spyglass Investment Partnership (“Spyglass ”) agreed to provide operating capital in the form of a loan of $250,000 to cover operating expenses. This loan was evidenced by an unsecured promissory note which was originally due November 15, 2009 but is now due March 1, 2010. If we are unable to raise funds to cover any operating deficit after March 1, 2010, our business may fail.
 
Because we had incurred a loss and have no current operations, our accountants have expressed doubts about our ability to continue as a going concern.

For the fiscal year ended November 30, 2008, our accountants have expressed doubt about our ability to continue as a going concern as a result of lack of history of operations, limited assets, and operating losses since inception. Our ability to achieve and maintain profitability and positive cash flow is dependent upon:

 
s
our ability to locate customers who will use our catering services; and

 
s
our ability to generate revenues.
 
Based upon current plans, we expect to incur operating losses in future periods because we will be incurring expenses and not generating sufficient revenues. We expect our operating costs to range between $30,000 and $50,000 for the fiscal year ending November 30, 2009. We cannot guarantee that we will be successful in generating sufficient revenues or other funds in the future to cover these operating costs. Failure to generate sufficient revenues will cause us to go out of business.


 
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Our business operations will be highly dependent upon our ability to attract and maintain key employees with experience in the catering business. We must be able to attract and retain key personnel to fully staff our operations. We are completely dependent upon Mr. Bell for our operations.

The ultimate success of our business operations will be highly dependent upon our ability to attract and maintain key employees with experience in the catering business. The process of hiring employees with the combination of skills and attributes required to carry out our business plan is extremely competitive and time-consuming. However, to date, we have not hired anyone. Mr. Bell currently performs all of our operations. We cannot guarantee that we will be able to identify and/or hire qualified personnel as and when they are needed for our operations. The loss of the services of Mr. Bell or the inability to attract qualified personnel, could materially adversely affect our business, financial condition and results of operations. No one in our company has a written employment agreement.

The catering industry is highly competitive. If we are not well received or successful, we may never achieve profitability.

The catering industry is highly competitive with respect to price and service. There are numerous competitors, many well-established, including national, regional and local organizations possessing substantially greater financial, marketing, personnel and other resources than we do. There can be no assurance that we will be able to respond to various competitive factors affecting the catering industry. The catering industry is also generally affected by changes in client preferences, national, regional and local economic conditions and demographic trends. The performance of catering may also be affected by factors such as demographic considerations, and the type, number and location of competing operations. In addition, factors such as inflation, increased labor and employee benefit costs and a lack of availability of employees may also adversely affect our industry in general and our operations in particular. We cannot guarantee that we will be able to successfully compete.

The lack of a broker or dealer to create or maintain a market in our stock could adversely impact the price and liquidity of our securities.
 
We have no agreement with any broker or dealer to act as a market maker for our securities and there is no assurance that we will be successful in obtaining any market makers. Thus, no broker or dealer will have an incentive to make a market for our stock. The lack of a market maker for our securities could adversely influence the market for and price of our securities, as well as your ability to dispose of, or to obtain accurate information about, and/or quotations as to the price of, our securities.


 
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As our stock is not listed on NASDAQ or another national exchange, trading in our shares are subject to rules governing "penny stocks," which will impair trading activity in our shares.
 
As our stock is not listed on NASDAQ or another national exchange, our stock is therefore be subject to rules adopted by the Commission regulating broker dealer practices in connection with transactions in "penny stocks." Those disclosure rules applicable to "penny stocks" require a broker-dealer, prior to a transaction in a "penny stock" not otherwise exempt from the rules, to deliver a standardized list disclosure document prepared by the Commission. That disclosure document advises an investor that investment in "penny stocks" can be very risky and that the investor's salesperson or broker is not an impartial advisor but rather paid to sell the shares. The disclosure contains further warnings for the investor to exercise caution in connection with an investment in "penny stocks," to independently investigate the security, as well as the salesperson with whom the investor is working and to understand the risky nature of an investment in this security. The broker dealer must also provide the customer with certain other information and must make a special written determination that the "penny stock" is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction. Further, the rules require that, following the proposed transaction, the broker provide the customer with monthly account statements containing market information about the prices of the securities.
 
These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for our common stock. Many brokers may be unwilling to engage in transactions in our common stock because of the added disclosure requirements, thereby making it more difficult for stockholders to dispose of their shares. You will also find it difficult to obtain accurate information about, and/or quotations as to the price of, our common stock.
 
Issuances of our stock could dilute current shareholders and adversely affect the market price of our common stock, if a public trading market develops.
 
We have the authority to issue up to 50,000,000 shares of common stock, 1,000,000 shares of preferred stock, and to issue options and warrants to purchase shares of our common stock without stockholder approval. Although no financing is planned currently, we may need to raise additional capital to fund operating losses. If we raise funds by issuing equity securities, our existing stockholders who receive shares in the spin-off may experience substantial dilution. In addition, we could issue large blocks of our common stock to fend off unwanted tender offers or hostile takeovers without further stockholder approval.
 

 
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The issuance of preferred stock by our board of directors could adversely affect the rights of the holders of our common stock. An issuance of preferred stock could result in a class of outstanding securities that would have preferences with respect to voting rights and dividends and in liquidation over the common stock and could, upon conversion or otherwise, have all of the rights of our common stock. Our board of directors' authority to issue preferred stock could discourage potential takeover attempts or could delay or prevent a change in control through merger, tender offer, proxy contest or otherwise by making these attempts more difficult or costly to achieve.

Colorado law and our Articles of Incorporation protect our directors from certain types of lawsuits, which could make it difficult for us to recover damages from them in the event of a lawsuit.
 
Colorado law provides that our directors will not be liable to our company or to our stockholders for monetary damages for all but certain types of conduct as directors. Our Articles of Incorporation require us to indemnify our directors and officers against all damages incurred in connection with our business to the fullest extent provided or allowed by law. The exculpation provisions may have the effect of preventing stockholders from recovering damages against our directors caused by their negligence, poor judgment or other circumstances. The indemnification provisions may require our company to use our assets to defend our directors and officers against claims, including claims arising out of their negligence, poor judgment, or other circumstances.

The share control position of Christopher Bell will limit the ability of other shareholders to influence corporate actions.
 
After distribution of our shares to the KRTF shareholders, our largest shareholder, Christopher Bell, will own and control 1,010,000 shares and thereby control approximately 72.6% of our outstanding shares. Because Christopher Bell individually will beneficially control more than a majority of the outstanding shares, other shareholders, individually or as a group, will be limited in their ability to effectively influence the election or removal of our directors, the supervision and management of our business or a change in control of or sale of our company, even if they believed such changes were in the best interest of our shareholders generally.
 
Our future success depends, in large part, on the continued service of our President.
 
We depend almost entirely on the efforts and continued employment of Mr. Bell, our President and Secretary-Treasurer. Mr. Bell is our primary executive officer, and we will depend on him for nearly all aspects of our operations. In addition, Spyglass is our only source of financing. We do not have an employment contract with Mr. Bell, and we do not carry key person insurance on his life. The loss of the services of Mr. Bell through incapacity or otherwise, would have a material adverse effect on our business. It would be very difficult find and retain qualified personnel such as Mr. Bell.


 
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Our future success depends, in large part, on the continued financing of Spyglass.The loss of this financing would have a material adverse effect on our business

Spyglass is our only source of continued financing. It would be very difficult find a financing source to replace Spyglass. The loss of the Spyglass financing would have a material adverse effect on our business.

We do not expect to pay dividends on common stock.

We have not paid any cash dividends with respect to our common stock, and it is unlikely that we will pay any dividends on our common stock in the foreseeable future. Earnings, if any, that we may realize will be retained in the business for further development and expansion.


ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
            None


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
 None


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 None


ITEM 5.  OTHER INFORMATION 
 None



 
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ITEM 6.  EXHIBITS

Exhibits

Exhibit
 
Number
                                      Description
   
3.1*
Articles of Incorporation
3.2*
Bylaws
4.1*
Warrant dated November 15, 2007 for Spyglass  Investment Partnership
4.2*
Warrant dated November 15, 2007 for David Wagner & Associates, P.C.
4.3*
Warrant dated November 15, 2007 for Matthew Gregarek
4.4*
Warrant dated November 15, 2007 for Taylor May
4.5*
Warrant dated November 15, 2007 for Michael Hopkins
4.6*
Warrant dated November 15, 2007 for Robert Wanish
10.1*
Promissory note dated November 15, 2007 with Spyglass  Investment Partnership
10.2*
Promissory note dated November 15, 2007 with Matthew Gregarek
10.3*
Promissory note dated November 15, 2007 with Taylor May
10.4*
Promissory note dated November 15, 2007 with Michael Hopkins
10.5*
Promissory note dated November 15, 2007 with Robert Wanish
10.6*
Promissory note dated March 1, 2009 with Spyglass Investment Partnership
10.7*
Promissory note dated March 1, 2009 with Matthew Gregarek
10.8*
Promissory note dated July 8, 2009 with Taylor May
10.9*
Promissory note dated July 8, 2009 with Michael Hopkins
10.10*
Promissory note dated July 8, 2009 with Robert Wanish
31.1
Certification of CEO/CFO pursuant to Sec. 302
32.1
Certification of CEO/CFO pursuant to Sec. 906
   

* Previously filed

(b)                 Reports on Form 8-K. No reports have ever been filed under cover of Form 8-K.
 



 
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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 thereunto duly authorized.


     
 
Kurrant Mobile Catering, Inc.
     
Date October 14, 2009
By:  
/s/ Christopher Bell
 
Christopher Bell, President,
Chief Executive Officer and Chief Financial Officer
 
 

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