Mint Capital, Inc - FORM 10-Q - December 10, 2010

Attached files

file	filename
EX-32.1 - EXHIBIT 32.1 - Mint Capital, Inc	mint10q103110ex32_1.htm
EX-31.1 - EXHIBIT 31.1 - Mint Capital, Inc	mint10q103110ex31_1.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x	QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended October 31, 2010

¨	TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______to_______

Commission File No. 000-53758

MINT CAPITAL, INC.

(Exact Name of Registrant as Specified in its Charter)

Florida	27-0632015
(State or other jurisdiction of	(IRS Employer
incorporation or organization)	Identification No.)

319 Clematis Street, Suite 703

West Palm Beach, FL. 33401

(Address of principal executive offices) (Zip code)

(561) 514-9042

(Registrant's telephone number including area code)

(Former name, address and fiscal year)

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, and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by a check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

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 ¨

Number of shares of common stock outstanding at December 10, 2010: 3,750,000

TABLE OF CONTENTS


		Page
	PART I
Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	11
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	11
Item 4T	Controls and Procedures	11
	PART II
Item 1.	Legal Proceedings	12
Item 1A.	Risk Factors	12
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	12
Item 3.	Defaults Upon Senior Securities	12
Item 4.	Submission of Matters to a Vote of Security Holders	12
Item 5.	Other Information	12
Item 6.	Exhibits	12
SIGNATURES		14

MINT CAPITAL, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET (UNAUDITED)



	October 31, 2010			July 31, 2010

Current Assets
Cash	$	26		$	26

Total current assets		26			26


Total assets	$	26		$	26

LIABILITIES AND SHAREHOLDERS' DEFICIT

Current liabilities:
Accounts payable and accrued expenses		3,500			3,000
Notes payable, related party		50			50
Total current liabilities		3,550			3,050

Total liabilities		3,550			3,050

Shareholders’ deficit:
Common stock, $.0001 par value, 250,000,00 shares authorized;
3,750,000 issued and outstanding		3,750			3,750
Deficit accumulated during development stage		(7,274	)		(6,774	)

Total shareholders' deficit		(3,524	)		(3,024	)

Total liabilities and shareholders' deficit	$	26		$	26

See accompanying notes to financial statements.

MINT CAPITAL, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS(UNAUDITED)


	Three months			Three months			For the period from
	ended			ended			July 28, 2009 (inception)
	October 31, 2010			October 31, 2009			to October 31, 2010


Revenues
Revenues	$	—		$	—		$	—

Total revenues		—			—			—


General & Administrative Expenses
Accounting		500			-			4,500
Organization and related expenses		—			3,730			2,774
Total General & Administrative Expenses		500			3,730			7,274

Net Loss	$	(500	)	$	(3,730	)	$	(7,274	)

Basic loss per share	$	(0.01	)	$	(0.01	)	$	(0.01	)

Weighted average number of common
shares outstanding		3,750,000			3,667,582			3,725,597

See accompanying notes to financial statements.

MINT CAPITAL, INC
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN SHAREHOLDERS' DEFICIT
FROM JULY 28, 2009 (inception) THROUGH OCTOBER 31, 2010
(Unaudited)

										Deficit
										Accumulated
					Additional					During			Total
	Common stock				paid-in		Subscription			Development			stockholders'
	Shares		Amount		capital		Receivable			Stage			deficit

July 28, 2009 (inception) shares issued for services		1,500,000	$	1,500	$	-	$	-		$	-		$	1,500

Shares issued for stock subscription receivable		1,500,000		1,500				(1,500	)					-

Net loss for the period ending July 31, 2009		-									(1,500	)		(1,500	)

Balances, July 31, 2009		3,000,000		3,000		-		(1,500	)		(1,500	)		-

Stock subscription receivable received								1,500						1,500

Common stock issued for services		750,000		750										750

Net loss for the period ending July 31, 2010											(5,274	)		(5,274	)

Balances July 31, 2010		3,750,000		3,750		-		-			(6,774	)		(3,024	)

Net loss for the period ending October 31, 2010											(500	)		(500	)

		3,750,000	$	3,750	$	-	$	-		$	(7,274	)	$	(3,524	)

See accompanying notes to financial statements.

MINT CAPITAL, INC
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS (UNAUDITED)


	Three months			Three months			For the period from
	ended			ended			July 28, 2010 (inception)
	October 31, 2010			October 31, 2009			to October 31, 2010

Cash flows from operating activities:
Net loss	$	(500	)	$	(3,730	)	$	(7,274	)

Adjustments to reconcile net income (loss) to net cash used in operating
activities:
Services for common stock		-						750
Services for common stock-related party		-			750			1,500
Increase in accounts payable and accrued expenses		500			1,500			3,500
Net cash provided by (used in) operating activities		-			(1,480	)		(1,524	)


Cash flows from investing activities:		-						-
Net cash used in investing activities		-			-			-


Cash flows from financing activities:
Proceeds from notes payable, related party		-						50
Proceeds from sale of common stock		-			1,500			1,500
Net cash provided by financing activities		-			1,500			1,550


Net increase in cash and cash equivalents		-			20			26

Cash and cash equivalents, beginning of period		26			-			-

Cash and cash equivalents, end of period	$	26		$	20		$	26

Non cash Investing and Financing Activities:
Common stock issued for services rendered		-			750			750
Common stock issued to founder for services rendered	$	-		$	-		$	1,500

Supplemental disclosures of cash flow information:
Cash paid during the year for interest	$	-		$	-		$	-
Cash paid during the year for taxes	$	-		$	-		$	-

Supplemental disclosure of non cash investing and
financing activities:
Stock subscription receivable	$	-		$	-		$	1,500

See accompanying notes to financial statements.

Mint Capital, Inc.

(A Developmental Stage Company)

Notes to Financial Statements

For the Three Months Ended October 31, 2010

NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Mint Capital, Inc. (the “Company”) was incorporated under the laws of the State of Florida on July 28, 2009 and has been inactive since inception. The Company intends to serve as a vehicle to effect an asset acquisition, merger, exchange of capital stock or other business combination with a domestic or foreign business.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation - Development Stage Company

The Company has not earned any revenue from operations. Accordingly, the Company’s activities have been accounted for as those of a “Development Stage Company” as set forth in Financial Accounting Standards Board Accounting Standards Codification (FASB-ASC”). Among the disclosures required are that the Company’s financial statements be identified as those of a development stage company, and that the statements of operations, stockholders’ equity and cash flows disclose activity since the date of the Company’s inception.

Accounting Method

The Company’s financial statements are prepared using the accrual method of accounting. The Company has elected a fiscal year ending on July 31.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In the opinion of management, all adjustments necessary in order to make the financial statements not misleading have been included. Actual results could differ from those estimates.

Cash Equivalents

The Company considers all highly liquid investments with maturity of three months or less when purchased to be cash equivalents.

Income Taxes

Income taxes are provided in accordance with Accounting Standard Code 740 (ASC 740), Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carryforwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion of all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

Mint Capital, Inc.

(A Developmental Stage Company)

Notes to Financial Statements

For the Three Months Ended October 31, 2010

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Basic Earnings (Loss) per Share

Basic net loss per share amounts is computed by dividing the net income by the weighted average number of common shares outstanding during the year. Diluted per share amounts are computed using the weighted average number of common shares outstanding during the year and diluted potential common shares. Diluted potential common shares consist of stock options, stock warrants and redeemable convertible stock and are calculated using the treasury stock method. As of October 31, 2010, there were no dilutive convertible common shares outstanding.

Recent Accounting Pronouncements

In June 2009 the FASB established the Accounting Standards Codification ("Codification'" or "ASC") as the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in accordance with generally accepted accounting principles in the United States ("GAAP"). Rules and interpretive releases of the Securities and Exchange Commission issued under authority of federal securities laws are also sources of GAAP for SEC registrants. Existing GAAP was not intended to be changed as a result of the Codification, and accordingly the change did not impact our financial statements. The ASC does change the way the guidance is organized and presented.

Statement of Financial Accounting Standards ("SFAS'") SFAS No. 165 (ASC Topic 855), "Subsequent Events", SFAS No. 166 (ASC Topic 860), "Accounting for Transfers of Financial Assets-an Amendment of FASB Statement No. 140", SFAS No. 167 (ASC Topic 810), "Amendments to FASB Interpretation No. 46(R)", and SFAS No. 168 (ASC Topic 105), "The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles-a replacement of FASB Statement No. 162" were recently issued. SFAS No. 165, 166, 167, and 168 have no current applicability to the Company or their effect on the financial statements would not have been significant.

Accounting Standards Update ("ASU") ASU No. 2009-05 (ASC Topic 820), which amends Fair Value Measurements and Disclosures - Overall, ASU No. 2009-13 (ASC Topic 605), Multiple-Deliverable Revenue arrangements, ASU No. 2009-14 (ASC Topic 985), Certain Revenue Arrangements that include Software Elements, and various other ASU's No. 2009-2 through ASU No. 2009-15 which contain technical corrections to existing guidance or affect guidance to specialized industries or entities were recently issued. These updates have no current applicability to the Company or their effect on the financial statements would not have been significant.

The Company does not expect that adoption of these or other recently issued accounting pronouncements will have a material impact on its financial position, results of operations or cash flows.

Mint Capital, Inc.

(A Developmental Stage Company)

Notes to Financial Statements

For the Three Months Ended October 31, 2010

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Recently Issued Accounting Standards

In August 2009, the FASB issued an amendment to the accounting standards related to the measurement of liabilities that are recognized or disclosed at fair value on a recurring basis. This standard clarifies how a company should measure the fair value of liabilities and that restrictions preventing the transfer of a liability should not be considered as a factor in the measurement of liabilities within the scope of this standard. This standard is effective for the Company on October 1, 2009. The Company does not expect the impact of its adoption to be material to its financial statements.

In October 2009, the FASB issued an amendment to the accounting standards related to the accounting for revenue in arrangements with multiple deliverables including how the arrangement consideration is allocated among delivered and undelivered items of the arrangement. Among the amendments, this standard eliminated the use of the residual method for allocating arrangement considerations and requires an entity to allocate the overall consideration to each deliverable based on an estimated selling price of each individual deliverable in the arrangement in the absence of having vendor-specific objective evidence or other third party evidence of fair value of the undelivered items. This standard also provides further guidance on how to determine a separate unit of accounting in a multiple-deliverable revenue arrangement and expands the disclosure requirements about the judgments made in applying the estimated selling price method and how those judgments affect the timing or amount of revenue recognition. This standard, for which the Company is currently assessing the impact, will become effective for the Company on January 1, 2011.

In October 2009, the FASB issued an amendment to the accounting standards related to certain revenue arrangements that include software elements. This standard clarifies the existing accounting guidance such that tangible products that contain both software and non-software components that function together to deliver the product's essential functionality, shall be excluded from the scope of the software revenue recognition accounting standards. Accordingly, sales of these products may fall within the scope of other revenue recognition standards or may now be within the scope of this standard and may require an allocation of the arrangement consideration for each element of the arrangement. This standard, for which the Company is currently assessing the impact, will become effective for the Company on January 1, 2011.

NOTE 3. GOING CONCERN

The Company’s financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not established any source of revenue to cover its operating costs. The Company will engage in very limited activities without incurring any liabilities that must be satisfied in cash until a source of funding is secured. The Company will offer noncash consideration and seek equity lines as a means of financing its operations. If the Company is unable to obtain revenue producing contracts or financing or if the revenue or financing it does obtain is insufficient to cover any operating losses it may incur, it may substantially curtail or terminate its operations or seek other business opportunities through strategic alliances, acquisitions or other arrangements that may dilute the interests of existing stockholders.

Mint Capital, Inc.

(A Developmental Stage Company)

Notes to Financial Statements

For the Three Months Ended October 31, 2010

NOTE 4. STOCKHOLDER’S EQUITY

The Company’s Articles of Incorporation, as amended authorize 250,000,000 shares of $0.001 par value common stock, and 10,000,000 shares of $0.001 par value preferred stock. On July 28, 2009, the Company issued 1,500,000 shares of its Common Stock to the Company’s sole director, President and Chief Financial Officer and Incorporator, in exchange for services rendered to form and incorporate the Company and develop its business plan and format. The Company valued these shares at $0.001 (the par value of the common stock) and recorded $1,500 of organizational expenses for the year ended July 31, 2009. On July 28, 2009 the Company issued 1,500,000 shares of its common stock to the Company’s Secretary and Treasurer in exchange for a $1,500 stock subscription receivable. The Company sold the shares at $0.001, the par value of the common stock. On August 5, 2009 the Company received the $1,500 in payment of the stock subscription receivable.

In August 2009 the Company issued 750,000 shares of its common stock for services provided to the Company, including edgarization of documents provided and to be provided to the SEC. The Company valued the shares at $0.001(the par value of the common stock) and recorded $750 of expense during the three months ended October 31, 2009.

There are no shares of preferred stock issued.

ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The Company will attempt to locate and negotiate with a business entity for the combination of that target company with the Company. The combination will normally take the form of a merger, stock-for-stock exchange or stock-for-assets exchange (the "business combination"). In most instances the target company will wish to structure the business combination to be within the definition of a tax-free reorganization under Section 351 or Section 368 of the Internal Revenue Code of 1986, as amended. No assurances can be given that the Company will be successful in locating or negotiating with any target business.

The Company has not restricted its search for any specific kind of businesses, and it may acquire a business which is in its preliminary or development stage, which is already in operation, or in essentially an stage of its business life. It is impossible to predict the status of any business in which the Company may become engaged, in that such business may need to seek additional capital, may desire to have its shares publicly traded, or may seek other perceived advantages which the Company may offer.

In implementing a structure for a particular business acquisition, the Company may become a party to a merger, consolidation, reorganization, joint venture, or licensing agreement with another corporation or entity.

It is anticipated that any securities issued in any such business combination would be issued in reliance upon exemption from registration under applicable federal and state securities laws. In some circumstances, however, as a negotiated element of its transaction, the Company may agree to register all or a part of such securities immediately after the transaction is consummated or at specified times thereafter. If such registration occurs, it will be undertaken by the surviving entity after the Company has entered into an agreement for a business combination or has consummated a business combination. The issuance of additional securities and their potential sale into any trading market which may develop in the Company's securities may depress the market value of the Company's securities in the future if such a market develops, of which there is no assurance.

The Company will participate in a business combination only after the negotiation and execution of appropriate agreements. Negotiations with a target company will likely focus on the percentage of the Company which the target company shareholders would acquire in exchange for their shareholdings. Although the terms of such agreements cannot be predicted, generally such agreements will require certain representations and warranties of the parties thereto, will specify certain events of default, will detail the terms of closing and the conditions which must be satisfied by the parties prior to and after such closing and will include miscellaneous other terms. Any merger or acquisition effected by the Company can be expected to have a significant dilutive effect on the percentage of shares held by the Company's shareholders at such time.

ITEM 3. Quantitative and Qualitative Disclosures About Market Risk.

Information not required to be filed by Smaller reporting companies.

ITEM 4T. Controls and Procedures.

Disclosures and Procedures

Pursuant to Rules adopted by the Securities and Exchange Commission, the Company carried out an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures pursuant to Exchange Act Rules. This evaluation was done as of the end of the period covered by this report under the supervision and with the participation of the Company's principal executive officer (who is also the principal financial officer).

Based upon that evaluation, he believes that the Company's disclosure controls and procedures are effective, in that they are designed to ensure that information required to be disclosed is recorded, processed, summarized and reported, within the time periods specified in the Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Act is accumulated and communicated to management, including its principal executive and principal financial officer, to allow timely decisions regarding required disclosure. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives, and management necessarily is required to use its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures.

This Quarterly Report does not include an attestation report of the Company's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management's report in this Quarterly Report.

Changes in Internal Controls

There was no change in the Company's internal control over financial reporting that was identified in connection with such evaluation that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

PART II -- OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

There are no legal proceedings against the Company and the Company is unaware of such proceedings contemplated against it.

ITEM 1.A. RISK FACTORS

Refer to our “Risk Factors” in our Registration Statement on Form 10-12G/A filed February 4, 2010 (SEC File Number 000-53758) on the website at www.sec.gov

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.

ITEM 6. EXHIBITS

(a) Exhibits

31.1	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Filed herewith)

32.1	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Filed herewith)

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.

	MINT CAPITAL, INC.

	By: /s/ Barry S. Hollander
	Principal Executive Officer and Principal Financial Officer

Dated: December 10, 2010

Mint Capital, Inc - FORM 10-Q - December 10, 2010

Attached files

Mint Capital, Inc Reports