Attached files
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[x] Quarterly Report Pursuant to Section 13 or 15(d) Securities
Exchange Act of 1934 for Quarterly Period Ended March 31, 2011
-OR-
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities And Exchange Act of 1934 for the transaction period from
_________ to________
Commission File Number 0-50773
Creative Beauty Supply of New Jersey Corporation
(Exact name of Registrant in its charter)
New Jersey 56-2415252
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification number)
266 Cedar Street, Cedar Grove, New Jersey 07009
----------------------------------------- ----------
(Address of Principal Executive Offices) (Zip Code)
Creative NJ's Telephone Number, Including Area Code: (973) 239-2952
Indicate by check mark whether the issuer (1) 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 (section 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 check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerate filer, or a small
reporting company as defined by Rule 12b-2 of the Exchange Act):
Large accelerated filer [ ] Non-accelerated filer [ ]
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 [ ]
The number of outstanding shares of the registrant's common stock, May
2, 2011: Common Stock - 10,532,150
2
BAYNON INTERNATIONAL CORP.
FORM 10-Q
INDEX
Page
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Balance Sheets at March 31, 2011
and December 31, 2010 3
Statements of Operations for the three months
ended March 31, 2011 and 2010 4
Statements of Cash Flows for the three months
ended March 31, 2011 and 2010 5
Notes to Financial Statements 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
Item 3. Quantitative and Qualitative Disclosure About
Market Risk 9
Item 4. Controls and Procedures 9
PART II - OTHER INFORMATION
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. (Removed and Reserved) 11
Item 5. Other Information 11
Item 6. Exhibits 11
SIGNATURES 11
3
CREATIVE BEAUTY SUPPLY OF NEW JERSEY CORPORATION
BALANCE SHEETS
March 31, December 31,
2011 2010
-------- --------
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $147,044 $152,241
-------- --------
TOTAL CURRENT ASSETS 147,044 152,241
-------- --------
TOTAL ASSETS $147,044 $152,241
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 14,800 $ 4,050
Accrued expenses 3,075 12,000
-------- --------
TOTAL CURRENT LIABILITIES 17,875 16,050
-------- --------
TOTAL LIABILITIES 17,875 16,050
-------- --------
STOCKHOLDERS' DEFICIENCY:
Preferred stock, par value $.001,
authorized 10,000,000 shares, issued
and outstanding -0- shares - -
Common stock, par value $.001,
authorized 10,000,000 shares,
issued and outstanding 10,532,150 10,532 10,532
Additional paid-in capital 776,109 776,109
Accumulated deficit (657,472) (650,450)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 129,169 136,191
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $147,044 $152,241
======== ========
The accompanying notes are an integral part of these
financial statements
4
CREATIVE BEAUTY SUPPLY OF NEW JERSEY CORPORATION
STATEMENTS OF OPERATIONS
(UNAUDITED)
Three Months Ended
March 31,
2011 2010
---------- ----------
Revenues $ - $ -
Operating Expenses:
Professional fees 6,700 3,365
Miscellaneous 500 555
---------- ----------
Total Operating Expenses 7,200 3,920
---------- ----------
Loss From Operations (7,200) (3,920)
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Other Income:
Interest income 178 354
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Total Other Income 178 354
---------- ----------
Net Loss $ (7,022) $ (3,566)
========== ==========
Loss per share:
Basic and diluted earnings per common share $ 0.00 $ 0.00
========== ==========
Basic and diluted weighted average common
shares outstanding 10,532,150 10,532,150
========== ==========
The accompanying notes are an integral part of these
financial statements
5
CREATIVE BEAUTY SUPPLY OF NEW JERSEY CORPORATION
STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2011 AND 2010
(UNAUDITED)
2011 2010
-------- --------
Net loss $ (7,022) $ (3,566)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Increase in accounts payable 10,750 2,320
Decrease in accrued expenses (8,925) (9,505)
-------- ------
Net cash used in operating activities (5,197) (10,751)
-------- --------
NET DECREASE IN CASH AND CASH EQUIVALENTS (5,197) (10,751)
CASH AND CASH EQUIVALENTS - beginning of period 152,241 177,253
-------- --------
CASH AND CASH EQUIVALENTS - end of period $147,044 $166,502
======== ========
The accompanying notes are an integral part of these
financial statements
6
CREATIVE BEAUTY SUPPLY OF NEW JERSEY CORPORATION
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2011 AND 2010
(UNAUDITED)
1. THE COMPANY
Creative Beauty Supply of New Jersey Corporation (the "Company") was
incorporated in the State of New Jersey on October 1, 2003. It was
formed pursuant to a resolution of the board of directors of Creative
Beauty Supply, Inc., ("CBS") as a wholly-owned subsidiary of that
company, a publicly traded New Jersey corporation. On January 1, 2004,
the assets and liabilities of CBS were contributed at book value to the
Company, and this subsidiary was then spun-off by CBS to its
stockholders. This spin-off was consummated in contemplation of a
merger, which occurred on March 19, 2004 between CBS and Global Digital
Solutions, Inc. ("Global"), a Delaware corporation, whereby the former
stockholders of CBS became the owners of 100 percent of the common
stock of the Company.
On January 1, 2004, the Company commenced operations in the beauty
supply industry at both the wholesale and retail levels. The Company
sold cosmetic and beauty supplies to the general public and beauty
salons in Northern and Central New Jersey. On November 30, 2008, the
Company's Board of Directors approved a plan to dispose of its
wholesale and retail beauty supply business. The plan was completed on
January 1, 2009.
The Company's current business plan is to attempt to identify and
negotiate with a business target for the merger of that entity with and
into the Company. In certain instances, a target company may wish to
become a subsidiary of the Company or wish to contribute assets to the
Company rather than merge.
No assurance can be given that the Company wi8ll be successful in
identifying or negotiating with any target company. The Company
provides a means for a foreign or domestic private company to become a
reporting (public) company whose securities would be qualified for
trading in the United Sates secondary market.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Interim Financial Statement Presentation
The December 31, 2010 balance sheet data was derived from audited
financial statements but does not include all disclosures required by
generally accepted accounting principles. In the opinion of
management, the accompanying unaudited financial statements contain all
normal and recurring adjustments necessary to present fairly the
financial position of the Company as of March 31, 2011, its results of
operations for the three months ended March 31, 2011 and 2010 and its
cash flows for the three months ended March 31, 2011 and 2010.
The statements of operations for the three months ended March 31, 2011
and 2010 are not necessarily indicative of the results for the full
year.
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CREATIVE BEAUTY SUPPLY OF NEW JERSEY CORPORATION
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2011 AND 2010
(UNAUDITED)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
While the Company believes that the disclosures presented are adequate
to make the information not misleading, these financial statements
should be read in conjunction with the financial statements and
accompanying notes included in the Company's annual Report on Form 10-K
for the year ended December 31, 2010.
Loss Per Share
The Company computes loss per share in accordance with Financial
Accounting Standards Board ("FASB") Accounting Standards Codification
(ASC") 260, "Earnings Per Share". Basic earnings per share is computed
by dividing income available to common stockholders by the weighted
average number of common shares outstanding, Diluted earnings per share
reflects the potential dilution that could occur if securities or other
agreements to issue common stock were exercised or converted into
common stock. Diluted earnings per share is computed based upon the
weighted average number of common shares and dilutive common equivalent
shares outstanding, which includes convertible debentures, stock
options and warrants. There were no dilutive common stock equivalents
for all periods presented.
Fair Value of Financial Instruments
The carrying amounts reported in the balance sheet for cash and cash
equivalents, accounts payable and accrued expenses approximate fair
value based on the short-term maturity of these instruments.
Recently Issued Accounting Standards
Management does not believe that any recently issued but not yet
effective accounting standards, if currently adopted, would have a
material effect on the accompanying financial statements.
3. SUBSEQUENT EVENTS
The Company has evaluated subsequent events through the date that the
financials were issued.
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Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Forward-Looking Statements
This Form 10-Q contains forward-looking statements within the meaning
of the federal securities laws. These statements include those
concerning the following: Our intentions, beliefs and expectations
regarding the fair value of all assets and liabilities recorded; our
strategies; growth opportunities; product development and introduction
relating to new and existing products; the enterprise market and
related opportunities; competition and competitive advantages and
disadvantages; industry standards and compatibility of our products;
relationships with our employees; our facilities, operating lease and
our ability to secure additional space; cash dividends; excess
inventory, our expenses; interest and other income; our beliefs and
expectations about our future success and results; our operating
results; our belief that our cash and cash equivalents will be
sufficient to satisfy our anticipated cash requirements, our
expectations regarding our revenues and customers; investments and
interest rates. These statements are subject to risk and uncertainties
that could cause actual results and events to differ materially.
Creative NJ undertakes no obligation to update forward-looking
statements to reflect events or circumstances occurring after the date
of this Form 10-Q.
Critical Accounting Policies
The financial statements and accompanying footnotes included in this
report has been prepared in accordance with accounting principles
generally accepted in the United States with certain amounts based on
management's best estimates and judgments. To determine appropriate
carrying values of assets and liabilities that are not readily
available from other sources, management uses assumptions based on
historical results and other factors they believe are reasonable.
Actual results could differ from those estimates.
Our critical accounting policies are described in our Annual Report on
Form 10-K for the year ended December 31, 2010. There have been no
material changes to our critical accounting policies as of and for the
three months ended March 31, 2011.
Trends and Uncertainties
There are no material commitments for capital expenditure at this time.
There are no trends, events or uncertainties that have had or are
reasonably expected to have a material impact on our limited
operations. There are no known causes for any material changes from
period to period in one or more line items of Creative NJ's financial
statements.
9
Liquidity and Capital Resources
At March 31, 2011, Creative Beauty Supply of New Jersey Corporation
("Creative NJ" or the "Company") had a cash balance of $147,044, which
represents a $5,197 decrease from the $152,241 balance at December 31,
2010. This decrease was primarily the result of cash used to satisfy
the requirements of a reporting company. Creative NJ's working capital
balance at March 31, 2011 was $129,169, as compared to a December 31,
2010 balance of $136,191.
The focus of Creative NJ's efforts is to acquire or develop an
operating business. Despite no active operations at this time,
management intends to continue in business and has no intention to
liquidate Creative NJ. Creative NJ has considered various business
alternatives including the possible acquisition of an existing
business, but to date has found possible opportunities unsuitable or
excessively priced. Creative NJ does not contemplate limiting the
scope of its search to any particular industry. Management has
considered the risk of possible opportunities as well as their
potential rewards. Management has invested time evaluating several
proposals for possible acquisition or combination; however, none of
these opportunities were pursued. Creative NJ presently owns no real
property and at this time has no intention of acquiring any such
property. Creative NJ's sole expected expenses are comprised of
professional fees primarily incident to its reporting requirements.
Results of Operations for the Three Months Ended March 31, 2011
compared to the Three Months Ended March 31, 2010.
Creative NJ incurred a net loss of $7,022 in the current period versus
a net loss of $3,566 in the prior period. Operating expenses were
incurred primarily to enable Creative NJ to satisfy the requirements of
a reporting company. For the three months ended March 31, 2011 and
2010, professional fees necessary to remain a reporting company were
$6,700 and $3,365, respectively.
During the current and prior period, Creative NJ did not record an
income tax benefit due to the uncertainty associated with Creative NJ's
ability to merge with an operating company, which might permit Creative
NJ to avail itself of those advantages.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Not applicable for a smaller reporting company.
Item 4. Controls and Procedures.
During the three months ended March 31, 2011, there were no changes in
our internal controls over financial reporting (as defined in Rule 13a-
15(f) and 15d-15(f) under the Exchange Act) that have materially
affected, or are reasonably likely to materially affect, our internal
control over financial reporting.
Evaluation of Disclosure Controls and Procedures
Under the supervision and with the participation of our management,
including our chief executive officer and chief financial officer, we
conducted an evaluation of our disclosure controls and procedures, as
such term is defined under Rule 13a-15(e) and Rule 15d-15(e)
promulgated under the Securities Exchange Act of 1934, as amended, as
of March 31, 2011. Based on this evaluation, our chief executive
officer and chief principal financial officers have concluded such
10
controls and procedures to be effective as of March 31, 2011 to ensure
that information required to be disclosed by the issuer in the reports
that it files or submits under the Act is recorded, processed,
summarized and reported, within the time periods specified in the
Commission's rules and forms and to ensure that information required to
be disclosed by an issuer in the reports that it files or submits under
the Act is accumulated and communicated to the issuer's management,
including its principal executive and principal financial officers, or
persons performing similar functions, as appropriate to allow timely
decisions regarding required disclosure.
11
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 1A. Risk Factors
Not applicable for smaller reporting company
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None
Item 3. Defaults Upon Senior Securities
None
Item 4. (Removed and Reserved)
Item 5. Other Information
None
Item 6. Exhibits
Exhibit 31 - Certifications pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
Exhibit 32 - Certifications pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
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.
Dated: May 2, 2011
CREATIVE BEAUTY SUPPLY OF NEW JERSEY CORPORATION
By: /s/ Carmine Catizone
---------------------------
Carmine Catizone, Chief Executive Officer
/s/Daniel Generelli
-----------------------------
Daniel Generelli
Chief Financial Officer