Attached files
U.S. 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, 2011
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from _____________ to _____________
Commission File No. 333-167743
AMWEST IMAGING INCORPORATED
(Exact name of small business issuer as specified in its charter)
Nevada 27-2336038
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
10213 Penrith Avenue #104, Las Vegas, Nevada 89144
(Address of Principal Executive Offices)
(702) 882-3106
(Issuer's telephone number)
None
(Former name, address and fiscal year, if changed since last report)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for
such shorter period that the issuer 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 (ss.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 [X]
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer,"
"non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the
Exchange Act.
[ ] Large accelerated filer [ ] Accelerated filer
[ ] Non-accelerated filer [X] Smaller reporting company
APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares outstanding of each of the issuer's classes of common
equity, as of October 11, 2011, 2011: 19,060,000 shares of common stock.
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act): Yes [ ] No [X]
Transitional Small Business Disclosure Format (Check One) Yes [ ] No [X]
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements 4
Item 2. Management's Discussion and Analysis of Financial Condition 11
Item 4. Control and Procedures 11
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 2. Changes in Securities 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 and Reports on Form 8-K 13
SIGNATURE
2
FINANCIAL STATEMENTS
AMWEST IMAGING INCORPORATED
TABLE OF CONTENTS
PAGE
----
BALANCE SHEETS 4
STATEMENTS OF OPERATIONS 5
STATEMENS OF STOCKHOLDER'S EQUITY 6
STATEMENTS OF CASH FLOWS 7
NOTES TO THE UNAUDITED CONDENSED INTERIM FINANCIAL STATEMENTS 8
3
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
AMWEST IMAGING, INC.
(A Development Stage Company)
Condensed Balance Sheets
August 31, February 28,
2011 2011
-------- --------
(unaudited) (audited)
ASSETS
Current Assets
Cash and cash equivalents $ 317 $ 20,067
-------- --------
Total Current Assets 317 20,067
-------- --------
TOTAL ASSETS $ 317 $ 20,067
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable $ -- $ 297
-------- --------
Total Current Liabilities -- 297
TOTAL LIABILITIES -- 297
Stockholders' Equity
Preferred stock: 5,000,000 authorized; $0.001 par value
0 shares issued and outstanding -- --
Common stock: 70,000,000 authorized; $0.001 par value
13,000,000 shares issued and outstanding 13,000 13,000
Additional paid in capital 36,000 36,000
Accumulated deficit during development stage (48,683) (29,230)
-------- --------
Total Stockholders' Equity 317 19,770
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 317 $ 20,067
======== ========
The accompanying notes are an integral part of the
interim condenses financial statements.
4
AMWEST IMAGING, INC.
(A Development Stage Company)
Unaudited Condensed Statements of Operation
For the Three and Six Month Period Ended August 31, 2011 and 2010
From inception (April 7, 2010) to August 31, 2010
And from inception (April 7, 2010) to August 31, 2011
For the
Six Months April 7, 2010 April 7, 2010
For the Three Months Ended Ended (inception) to (inception) to
August 31, August 31, August 31, August 31,
2011 2010 2011 2010 2011
------------ ------------ ------------ ------------ ------------
(unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
Revenues $ -- $ -- $ -- $ -- $ --
------------ ------------ ------------ ------------ ------------
Operating Expenses
General and administrative 4,453 840 19,453 7,763 48,683
------------ ------------ ------------ ------------ ------------
Total operating expenses 4,453 840 19,453 7,763 48,683
------------ ------------ ------------ ------------ ------------
Net loss from operations (4,453) (840) (19,453) (7,763) (48,683)
------------ ------------ ------------ ------------ ------------
Net loss $ (4,453) $ (840) $ (19,453) $ (7,763) $ (48,683)
============ ============ ============ ============ ============
Basic and diluted loss per share $ (0.00) $ (0.00) $ (0.00) $ (0.00)
============ ============ ============ ============
Weighted average number
of shares outstanding 13,000,000 13,000,000 13,000,000 13,000,000
============ ============ ============ ============
The accompanying notes are an integral part of the
interim condenses financial statements.
5
AMWEST IMAGING, INC.
(A Development Stage Company)
Unaudited Condensed Statement of Stockholder's Equity
And from inception (April 7, 2010) to August 31, 2011
Accumulated
Additional Deficit
Common Stock Paid in Development
Shares Amount Capital Stage Total
------ ------ ------- ----- -----
Balance as of April 07, 2010 -- $ -- $ -- $ -- $ --
Common shares issued:
Cash, April 9, 2010 at $.001 per share 9,000,000 9,000 9,000
Cash, December 28, 2010 at $.01 per share 4,000,000 4,000 36,000 40,000
Net loss (29,230) (29,230)
----------- ----------- ----------- ----------- -----------
Balance as of February 28, 2011 13,000,000 13,000 36,000 (29,230) 19,770
Net loss (unaudited) (19,453) (19,453)
----------- ----------- ----------- ----------- -----------
Balance, August 31, 2011 13,000,000 $ 13,000 $ 36,000 $ (48,683) $ 317
=========== =========== =========== =========== ===========
The accompanying notes are an integral part of the
interim condenses financial statements.
6
AMWEST IMAGING, INC.
(A Development Stage Company)
Unaudited Condensed Statements of Cash Flows
For the Six Month Period Ended August 31, 2011
From inception (April 7, 2010) to August 31, 2010
And from inception (April 7, 2010) to August 31, 2011
For the April 7, 2010 April 7, 2010
Six Months (inception) (inception)
Ended through through
August 31, August 31, August 31,
2011 2010 2011
-------- -------- --------
(unaudited) (unaudited) (unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $(19,453) $(29,230) $(48,683)
Changes in assets and liabilities:
Accounts payable and accrued expenses (297) 297 --
-------- -------- --------
Net Cash Used in Operating Activities (19,750) (28,933) (48,683)
-------- -------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Net Cash Used in Investing Activities -- -- --
-------- -------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock -- 49,000 49,000
-------- -------- --------
Net Cash Provided by Financing Activates -- 49,000 49,000
-------- -------- --------
Net increase (decrease) in cash and cash equivalents (19,750) 20,067 317
Cash and cash equivalents, beginning of period 20,067 -- --
-------- -------- --------
Cash and cash equivalents, end of period $ 317 $ 20,067 $ 317
======== ======== ========
Supplemental Cash Flow Information
Cash paid for interest $ -- $ -- $ --
Cash paid for taxes $ -- $ -- $ --
The accompanying notes are an integral part of the
interim condenses financial statements.
7
AMWEST IMAGING INC.
(A Development Stage Company)
Notes to the Unaudited Condensed Interim Financial Statements
August 31, 2011
NOTE 1. BUSINESS DESCRIPTION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
NATURE OF BUSINESS AND ORGANIZATION
Amwest Imaging Incorporated (the "Company"), was incorporated in the State of
Nevada on April 7, 2010. The Company's principal business objective is to
provide document digitization services to businesses. These services will help
business increases productivity, help with business analysis and reduce storage
cost's significantly. Our targeted clients will include but not limited to,
Governments entities from local to federal, Hospitals, Construction Industry,
Lawyers offices, and other business that has needs to improve through
digitization of their records. The Company's operation has been limited to
general administrative operations and is considered a development stage company
as defined by FASB ASC Topic 915.
The Company's fiscal year end is February 28.
CONDENSED INTERIM FINANCIAL STATEMENTS
The accompanying interim condensed financial statements have been prepared by
the Company without audit. In the opinion of management, all adjustments (which
include only normal recurring adjustments) necessary to present fairly the
financial position, results of operations, and cash flows at August 31, 2011,
and for all periods presented herein, have been made.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with accounting principles generally accepted
in the United States of America have been condensed or omitted. It is suggested
that these condensed financial statements be read in conjunction with the
financial statements and notes thereto included in the Company's February 28,
2011 audited financial statements. The results of operations for the periods
ended August 31, 2011 are not necessarily indicative of the operating results
for the full years.
NOTE 2. GOING CONCERN
The Company's financial statements are prepared using generally accepted
accounting principles in the United States of America applicable to a going
concern which contemplates the realization of assets and liquidation of
liabilities in the normal course of business. The Company has not yet
established an ongoing source of revenues sufficient to cover its operating
costs and allow it to continue as a going concern. The ability of the Company to
continue as a going concern is dependent on the Company obtaining adequate
capital to fund operating losses until it becomes profitable. If the Company is
unable to obtain adequate capital, it could be forced to cease operations.
In order to continue as a going concern, the Company will need, among other
things, additional capital resources. Management's plan is to obtain such
resources for the Company by obtaining capital from management and significant
shareholders sufficient to meet its minimal operating expenses and seeking
equity and/or debt financing. However management cannot provide any assurances
that the Company will be successful in accomplishing any of its plans.
The ability of the Company to continue as a going concern is dependent upon its
ability to successfully accomplish the plans described in the preceding
paragraph and eventually secure other sources of financing and attain profitable
operations. The accompanying financial statements do not include any adjustments
that might be necessary if the Company is unable to continue as a going concern.
As of August 31, 2011, the Company has an Accumulated Deficit amount of $44,230.
NOTE 3. RECENT ACCOUNTING PRONOUNCEMENTS
Except for rules and interpretive releases of the SEC under authority of federal
securities laws and a limited number of grandfathered standards, the FASB
Accounting Standards Codification(TM) ("ASC") is the sole source of
authoritative GAAP literature recognized by the FASB and applicable to the
Company. Management has reviewed the aforementioned rules and releases and
believes any effect will not have a material impact on the Company's present or
future consolidated financial statements.
8
AMWEST IMAGING INC.
(A Development Stage Company)
Notes to the Unaudited Condensed Interim Financial Statements
August 31, 2011
NOTE 4. INCOME TAXES
The Company accounts for income taxes under FASB Codification Topic 740 which
requires use of the liability method. Topic 740 provides that deferred tax
assets and liabilities are recorded based on the differences between the tax
bases of assets and liabilities and their carrying amounts for financial
reporting purpose, referred to as temporary differences. Deferred tax assets and
liabilities at the end of each period are determined using the currently enacted
tax rates applied to taxable income in the periods in which the deferred tax
assets and liabilities are expected to be settled or realized.
A valuation allowance has been applied against the net deferred tax assets and
any provision for tax benefit, due to the uncertainty of its ultimate
realization.
NOTE 5. SUBSEQUENT EVENTS
The Company, as approved by the Board of Directors, has changed the fiscal year
of the Company from February 28 to June 30. The Company will be filing annual
audited statements with form 8K.
On September 6, 2011 the Company acquired Instant Website Technology, Inc.
("IWTI") through the issuance of 6,050,000 shares of common stock to the
shareholders of IWTI, as disclosed in its 8K filing on September 7, 2011 with
the Securities and Exchange Commission. Preliminary proforma information is
presented had the ITWI been acquired at the year end.
Proforma Balance Sheet
(unaudited)
AWII IWTI
Feb 28, 2011 June 30, 2011 Adjustments Combined
------------ ------------- ----------- --------
ASSETS
Current Assets
Cash and cash equivalents $ 20,067 $ 19,885 $ 39,952
Receivables -- 31,275 31,275
Total Current Assets 20,067 51,160 71,227
Property and equipment, net 750,000 750,000
Intangible assets (a) 60,600 60,600
TOTAL ASSETS 20,067 801,160 821,227
LIABILITIES AND EQUITY
Current Liabilities 297 10,046 10,343
TOTAL LIABILITIES 297 10,046 10,343
Capital 13,000 (a) 6,060 19,060
Additional paid in Capital 36,000 790,001 (a) 54,540 881,654
(b) 1,113
Retained earnings (deficit) (29,230) 1,113 (b) (1,113) (29,230)
Total Equity 19,770 791,114 871,484
TOTAL LIABILITIES AND EQUITY $ 20,067 $ 801,160 $ 881,827
9
AMWEST IMAGING INC.
(A Development Stage Company)
Notes to the Unaudited Condensed Interim Financial Statements
August 31, 2011
Proforma Statement of Operations
(unaudited)
AWII IWTI
Feb 28, 2011 June 30, 2011 Adjustments Combined
------------ ------------- ----------- --------
Revenues $ -- $489,140 $489,140
Operating expenses 29,230 488,027 517,257
-------- -------- -------- --------
Net income (loss) $(29,230) $ 1,113 $ -- $(28,117)
======== ======== ======== ========
----------
(a) Record issuance of shares in exchange for IWTI, valued at fair value of
common shares issued, allocated to technology process;
(b) Eliminate retained earnings of acquired company.
The management has evaluated subsequent events through the date of filing with
the Securities and Exchange Commission, at which time it has become available to
the public.
10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS
OF OPERATIONS
PLAN OF OPERATION
On November 10, 2010 we received approval from the Securities and Exchange
Commission of our Registration Statement on Form S-1. Wherein, we registered
4,000,000 shares of our common stock at an offering price of $.01 in order to
raise $40,000.00 as our initial capital.
RESULTS OF OPERATION
The Company did not have any operating income from inception (April 7, 2010)
through August 31, 2011. For the period from inception, April 7, 2010 through
the quarter ended August 31, 2011, the registrant recognized a net loss of
$48,683. Some general and administrative expenses during the year were accrued.
expenses for the year were comprised of costs mainly associated with legal,
accounting and office.
LIQUIDITY AND CAPITAL RESOURCE
At August 31, 2011 the Company had minimal capital resources and will rely upon
the issuance of common stock and additional capital contributions from
shareholders to fund administrative expenses, pending full implementation of the
Company business model.
CRITICAL ACCOUNTING POLICIES
Amwest Imaging Incorporated financial statements and related public financial
information are based on the application of accounting principles generally
accepted in the United States ("GAAP"). GAAP requires the use of estimates;
assumptions, judgments and subjective interpretations of accounting principles
that have an impact on the assets, liabilities, revenue and expense amounts
reported. These estimates can also affect supplemental information contained in
our external disclosures including information regarding contingencies, risk and
financial condition. We believe our use if estimates and underlying accounting
assumptions adhere to GAAP and are consistently and conservatively applied. We
base our estimates on historical experience and on various other assumptions
that we believe to be reasonable under the circumstances. Actual results may
differ materially from these estimates under different assumptions or
conditions. We continue to monitor significant estimates made during the
preparation of our financial statements.
ITEM 4. CONTROLS AND PROCEDURES
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
We maintain disclosure controls and procedures (as defined in Rules 13a-15(f)
and 15d-15(f) under the Exchange Act) that are designed to ensure that
information required to be disclosed in the reports we file or submit under the
Exchange Act is recorded, processed, summarized and reported within the time
periods specified in the SEC's rules and forms, and that such information is
accumulated and communicated to our management, including our chief executive
officer and chief financial officer, as appropriate to allow timely decisions
regarding disclosure. In designing and evaluating the disclosure controls and
procedures, management recognized that any controls and procedures, no matter
how well designed and operated, can provide only reasonable assurance of
achieving the desired control objectives, and management necessarily was
required to apply its judgment in evaluating the cost-benefit relationship of
possible controls and procedures.
Our management, with the participation of our chief executive officer and chief
financial officer, has evaluated the effectiveness of our disclosure controls
and procedures as of August 31, 2011. Based on their evaluation, our chief
executive officer and chief financial officer have concluded that, as of August
31, 2011, our disclosure controls and procedures were not effective.
11
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES.
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 AND REPORTS ON FORM 8-K
(a) Exhibits
31.1* Certification pursuant to Section 302 of Sarbanes Oxley Act of 2002
32.1* Certification pursuant to Section 906 of Sarbanes Oxley Act of 2002
101** Interactive Data Files pursuant to Rule 405 of Regulation S-T.
----------
* Filed herewith
** To be filed by amendment
(b) Reports on Form 8-K
During the quarter ended August 31, 2011 an 8-K was filed under Item 5.02 on
August 29, 2011, reporting the resignation of Mr. Patrick Moore and the election
of Mr. Jason R. Gerteisen as the sole Director, President, Secretary and
Treasurer of the company.
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
AMWEST IMAGING INCORPORATED
Date: October 13, 2011
/s/ Jason R. Gerteisen
-----------------------------------
Jason R. Gerteisen
Secretary, Chief Financial Officer,
Director
1