Profit Planners Management, Inc.

(A Development Stage Company)

TABLE OF CONTENTS

			Page
	PART I
Item 1.	Financial Statements
	Balance Sheets as of November 30, 2010 (Unaudited) and May 31, 2010 (Audited)		1
	Statements of Operations for the three and six months ended November 30, 2010 (Unaudited),  the three and six months ended November 30, 2009 (Unaudited), and for the period from inception (January 29, 2009) to November 30, 2010 (Unaudited)		2
	Statement of Stockholders’ Equity for the period from inception (January 29, 2009) to May 31, 2010 (Audited) and the six months ended November 30, 2010 (Unaudited)		3
	Statements of Cash Flows for the six months ended November 30, 2010 (Unaudited), the six months ended November 30, 2009 (Unaudited) and the period from January 29, 2009 (Inception) to November 30, 2010 (Unaudited)		4
	Notes to the Financials (Unaudited)		5
Item 2.	Management’s Discussion and Analysis or Plan of Operation		7
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		10
Item 4T	Controls and Procedures		10
	PART II
Item 1.	Legal Proceedings		11
Item 1A.	Risk Factors		11
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		11
Item 3.	Defaults Upon Senior Securities		11
Item 4.	Submission of Matters to a Vote of Security Holders		11
Item 5.	Other Information		11
Item 6.	Exhibits		12
SIGNATURES			13

 

 

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PART I.

ITEM 1. FINANCIAL INFORMATION

 

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Profit Planners Management, Inc.

(A Development Stage Company)

Statements of Operations

(Unaudited)

		Three Months Ended November 30, 2010				Three Months Ended November 30, 2009				Six Months Ended November 30, 2010				Six Months Ended November 30, 2009				January 29, 2009 (Inception) - November 30, 2010
Revenue - Related Parties		$	3,000			$	6,000			$	9,000			$	12,000			$	38,000
Operating expenses:
Consulting & professional expenses - related party			4,500				4,500				9,000				9,000				31,500
Consulting & professional expenses			1,774				8,230				11,744				11,230				27,004
Other operating expenses			6,194				5,444				7,640				6,934				16,436
Total operating expenses			12,468				18,174				28,384				27,164				74,940
Net Loss		$	(9,468	)		$	(12,174	)		$	(19,384	)		$	(15,164	)		$	(36,940	)
Basic and diluted net loss per weighted-average shares common stock		$	(0.00	)		$	(0.00	)		$	(0.00	)		$	(0.00	)		$	(0.00	)
Weighted-average number of shares of common stock to be issued and outstanding			10,416,669				10,416,669				10,416,669				10,261,841				9,373,136

 

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Profit Planners Management, Inc.

(A Development Stage Company)

Statements of Changes in Stockholders’ Equity

For the Period from Inception (January 29, 2009) to May 31, 2010 (Audited)

and For the Six Months Ended November 30, 2010 (Unaudited)

										Additional				Accumulated
		Common				Common				Paid-in				Deficit during the
		Shares Outstanding				Stock				Capital				development stage				Total
Balance January 29, 2009 (Inception)			-			$	-			$	-			$	-			$	-
Issuance of common stock			10,000,000				10,000				-				-				10,000
Net loss for the period ended May 31, 2009							-				-				(617	)			(617	)
Balance May 31, 2009			10,000,000				10,000				-				(617	)			9,383
Issuance of common stock			416,669				416				12,084				-				12,500
Net loss for the year ended May 31, 2010							-				-				(16,939	)			(16,939	)
Balance May 31, 2010			10,416,669				10,416				12,084				(17,556	)			4,944
Net loss for the six months ended November 30, 2010							-				-				(19,384	)			(19,384	)
Balance November 30, 2010			10,416,669			$	10,416			$	12,084			$	(36,940	)		$	(14,440	)

 

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Profit Planners Management, Inc.

Notes to Financial Statements

November 30, 2010

(Unaudited)

 

NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited financial statements of Profit Planners Management, Inc. (the “Company”), a development stage company incorporated on January 29, 2009, have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. It is management's opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation. The results for the interim period are not necessarily indicative of the results to be expected for the full year.

The balance sheet at May 31, 2010 has been derived from the audited financial statements at that date, but does not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements.  

The unaudited interim financial statements should be read in conjunction with the Company’s Form 10-K, which contains the audited financial statements and notes thereto, together with Management’s Discussion and Analysis, for the year ended May 31, 2010.  The interim results for the period ended November 30, 2010 are not necessarily indicative of the results for the full fiscal year.

NOTE 2 – NET LOSS PER COMMON SHARE

Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. There were no potentially dilutive shares outstanding as of November 30, 2010 or May 31, 2010.

NOTE 3 – GOING CONCERN

As reflected in the accompanying condensed financial statements, the Company has a net loss of $19,384 and net cash used in operations of $12,619 for the six months ended November 30, 2010; and had negative working capital of $14,440 and an accumulated deficit of $36,940 at November 30, 2010.  These factors raise substantial doubt about the Company’s ability to continue as a going concern.

Management believes that the actions presently being taken and the success of future operations will be sufficient to enable the Company to continue as a going concern.  In addition, management intends to obtain capital in the near future through additional private placement offerings. However, there can be no assurance that the raising of equity will be successful and that the Company’s anticipated financing will be available in the future, at terms satisfactory to the Company. Failure to achieve the equity and financing at satisfactory terms and amounts could have a material adverse effect on the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

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NOTE 6 – SUBSQUENT EVENTS

On December 21, 2010, the Company entered into a one year operating lease for their office in Florida.  Office expense fees of approximately $660 are paid on a monthly basis for basic office services.

 

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

 

Forward-Looking Statements

The information in this report contains forward-looking statements. All statements other than statements of historical fact made in this report are forward looking. In particular, the statements herein regarding industry prospects and future results of operations or financial position are forward-looking statements. These forward-looking statements can be identified by the use of words such as “believes,” “estimates,” “could,” “possibly,” “probably,” anticipates,” “projects,” “expects,” “may,” “will,” or “should” or other variations or similar words. No assurances can be given that the future results anticipated by the forward-looking statements will be achieved. Forward-looking statements reflect management’s current expectations and are inherently uncertain. Our actual results may differ significantly from management’s expectations.

The following discussion and analysis should be read in conjunction with our financial statements, included herewith. This discussion should not be construed to imply that the results discussed herein will necessarily continue into the future, or that any conclusion reached herein will necessarily be indicative of actual operating results in the future. Such discussion represents only the best present assessment of our management.

Overview

 

We are a Nevada Corporation founded in January 2009. We provide short-term engagements of an outside chief financial officer (“CFO”) to assist companies with certain transactions or restructurings. Such transactions include, but are not limited to, the sale of a business, business reorganizations, the transfer of a family business, estate planning and the tax implications of such transactions.  There are many similar situations where a small company, which normally would not have a CFO, would need one for a period of time to complete a business transaction. We intend, through the existing relationships of our CEO, to target companies that may need our services.

Marketing

 

Our marketing efforts will be targeted to small to midsized companies that are known to, located or identified by our CEO.  We will also utilize our contacts with other professional service firms (law firms, investment bankers, venture capital firms and CPA audit firms) that provide services to the small and middle market sector for referrals of potential clients. Our focus will be on expanding our client base to include companies that are not affiliated with our CEO. We believe that this strategy will provide the best results given our limited marketing budget.

Our target will be on companies that have sales of less than $100 million and are based in North America. Our industry focus is media, technology, oil, gas, coal and renewable energy. Although we will focus on these industries we will look at opportunities in other industries if it makes economic sense.

 

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Critical Accounting Policies  

Basis of presentation - Going concern

The accompanying financial statements have been prepared under a going concern basis that contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company has incurred operating losses from inception through the period ended November 30, 2010. In addition, at November 30, 2010 the Company has an accumulated deficit of $36,940. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

 

During 2011, the Company intends to raise financing for the purpose of funding operating expenses.

However, there can be no assurance that the raising of future equity will be successful and that the Company’s anticipated financing will be available in the future, at terms satisfactory to the Company. Failure to achieve the equity and financing at satisfactory terms and amounts could have a material adverse effect on the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

  

Accounts receivable

 

Accounts receivable represents CFO and accounting services obligations from customers. The Company periodically evaluates the collectability of its accounts receivable and considers the need to record or adjust an allowance for doubtful accounts based upon historical collection experience and specific customer information. Actual amounts could vary from the recorded estimates. The Company has determined that as of November 30, 2010, no allowance for doubtful accounts was required because we believe that all receivables will subsequently be collected. The Company does not require collateral to support customer receivables.

 

Revenue recognition

 

The Company’s revenues are derived from management, financial and accounting advisory services.  The Company will recognize revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when it has persuasive evidence of an arrangement that the services have been rendered to the customer, the sales price is fixed or determinable, and collectability is reasonably assured.

Net loss per common share

 

Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. There were no potentially dilutive shares outstanding as of November 30, 2010.

 

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Results of operations

 

Three and Six Months Ended November 30, 2010 and November 30, 2009

For the three and six months ended November 30, 2010 and November 30, 2009, we had related-party service income of $3,000, $9,000, $6,000 and $12,000, respectively.  Expenses for the three and six months ended November 30, 2010 and November 30, 2009 totaled $12,468, $28,384, $18,174 and $27,164, respectively resulting in a net loss of $9,468, $19,384, $12,174 and $15,164, respectively.  During the three months ended November 30, 2010, one of our two related party contracts expired and was not renewed, resulting in a reduction in revenues by $1,000 per month for the second quarter as compared to the first quarter.

 

Operating expenses for the three and six months ended November 30, 2010 were $12,468 and $28,384, respectively, which comprised of related party consulting fees for Wesley Ramjeet, CEO, of $4,500 and $9000, accounting fees of $1,774 and $11,744, and filing fees of $6,194 and $7,640, respectively. For the three and six months ended November 30, 2009, the operating expenses were $18,174 and $27,164, respectively, comprised of related party consulting fees for Wesley Ramjeet, CEO, of $4,500 and $9,000, other consulting fees of $5,500 and $5,500, accounting fees of $2,730 and $5,730, filing fees of $5,275 and $6,735, and office service expense of $169 and $199, respectively.

Period from January 29, 2009 (Inception) through November 30, 2010

For the period from January 29, 2009 (Inception) through November 30, 2010, we had related-party service income of $38,000. Expenses for the period totaled $74,940 resulting in a net loss of $36,940.

Operating expenses were $74,940, mainly comprised of related party consulting fees for Wesley Ramjeet, CEO, of $31,500, other consulting fees of $5,500, accounting fees of $21,504, filing fees of $14,739, and office service expense of $1,697, respectively.

 

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Liquidity and Capital Resources

 

Capital Resources and Liquidity

As of November 30, 2010, we had cash of $5,585 as compared to cash of $18,204 as of May 31, 2010. Net cash used in operating activities totaled $12,619 for the six months ended November 30, 2010.

Net cash used in operating activities totaled $2,264 for the six months ended November 30, 2009. Net cash provided by financing activities totaled $12,500 for the six months ended November 30, 2009 which included $12,500 for cash received for common stock issued via private placement.

Net cash used in operating activities totaled $16,915 for the period ended January 29, 2009 (Inception) to November 30, 2010. Net cash provided by financing activities totaled $22,500 for the period ended January 29, 2009 (Inception) to November 30, 2010 which included $12,500 for cash received for common stock issued via private placement and $10,000 cash received from a related party for common stock issued.

In order for us to execute our business plan we will need to raise at least $500,000 in debt or equity. The funds are needed for building out the management team, sales and marketing and working capital. There can be no assurance that we will be able to raise the funds needed to execute our business plan.

If we are unable to satisfy our cash requirements we may be unable to proceed with our plan of operations.  We do not anticipate the purchase or sale of any significant equipment. The foregoing represents our best estimate of our cash needs based on current planning and business conditions.  In the event we are not successful in reaching our initial revenue targets, additional funds may be required, and we may not be able to proceed with our business plan for the development and marketing of our core services. Should this occur, we will suspend or cease operations.

 

We anticipate that depending on market conditions and our plan of operations, we may incur operating losses in the foreseeable future. Therefore, our auditors have raised substantial doubt about our ability to continue as a going concern.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

  N/A

 

ITEM 4T. CONTROLS AND PROCEDURES.

 

Evaluation of Disclosure Controls and Procedures . Under the supervision and with the participation of our management, including our President, Chief Financial Officer and Secretary, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”)) as of the end of the period covered by this report. Based upon that evaluation, our President, Chief Financial Officer and Secretary concluded that our disclosure controls and procedures as of the end of the period covered by this report were effective such that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our management to allow timely decisions regarding disclosure. A controls system cannot provide absolute assurance, however, that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

 

Changes in Internal Control Over Financial Reporting. During the most recent quarter ended November 30, 2010, there has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

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PART II

 

ITEM 1. LEGAL PROCEEDINGS.

 

N/A

 

ITEM 1A. RISK FACTORS.

 

N/A

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

 

N/A

 

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.

Exhibit Number		Description of Exhibit
31.1		Certifications required by Rule 13a-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Chief Executive Officer and Principal Accounting Officer pursuant to 18 U.S.C.§ 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

 

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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.

	PROFIT PLANNERS MANAGEMENT, INC.
	/s/ Wesley Ramjeet
January 13, 2011	Wesley Ramjeet
	Chief Executive Officer, Chief Financial Officer and Director

 

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