Attached files
file | filename |
---|---|
EX-32 - GreenTek Corp. | GRTK10Q32.htm |
EX-31 - GreenTek Corp. | GRTK10Q311.htm |
EX-31 - GreenTek Corp. | GRTK10Q312.htm |
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 quarterly period ended September 30, 2011
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 ( d ) OF THE EXCHANGE ACT
For the transition period from ____________ to____________
Commission File No. 000-53526
GREENTEK CORP.
(Exact name of Registrant as specified in its charter)
Utah | 90-0666440 |
(State or Other Jurisdiction of | (I.R.S. Employer Identification No.) |
incorporation or organization) |
9900 Corporate Campus Drive, Ste 3000
Louisville, Kentucky 40223
(Address of Principal Executive Offices)
(502) 657-6005
(Registrant’s telephone number, including area code)
PSP Industries, Inc.
2206 North 640 West
West Bountiful, Utah 84087
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the Registrant has (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) 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 (§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-accelerated filer, or a smaller reporting company. See definition of “large accelerated filer,” “non-accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
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 [ ]
Indicate the number of shares outstanding of each of the Registrant’s classes of common stock, as of the latest practicable date: November 18, 2011 - 1,715,004 shares of common stock.
PART I
Item 1. Financial Statements
The Financial Statements of the Registrant required to be filed with this 10-Q Quarterly Report were prepared by management and commence below, together with related notes. In the opinion of management, the Financial Statements fairly present the financial condition of the Registrant.
GREENTEK CORP.
(formerly PSP Industries, Inc.)
(A Development Stage Company)
Financial Statements for the
Three Months Ended
September 30, 2011 and
from inception on August 21, 1978 through
September 30, 2011
GREENTEK CORP.
(formerly PSP Industries, Inc.)
(A Development Stage Company)
CONTENTS
Page | |
Balance Sheets | 4 |
Statements of Operations | 5 |
Statements of Cash Flows | 6 |
Notes to Financial Statements | 7 |
GREENTEK CORP.
(formerly PSP Industries, Inc.)
(A Development Stage Company)
BALANCE SHEETS
ASSETS
September 30, 2011 |
June 30, 2011 | ||||
CURRENT ASSETS | (Unaudited) | ||||
Cash and cash equivalents | $ | - | $ | - | |
Prepaid Expenses | 2,000 | ||||
TOTAL ASSETS | $ | 2,000 | $ | - | |
LIABILITIES AND STOCKHOLDERS’ DEFICIT | |||||
CURRENT LIABILITIES | |||||
Accounts payable and accrued expenses | $ | 4,915 | $ | 2,668 | |
Notes payable -related party | 31,962 | 25,930 | |||
Total Current Liabilities | 36,277 | 28,598 | |||
TOTAL LIABILITIES | 36,277 | 28,598 | |||
STOCKHOLDERS’ DEFICIT | |||||
Common Stock, $.001 par value, 200,000,000 shares authorized, 1,715,004 shares issued and outstanding |
1,715 |
1,715 | |||
Additional paid-in capital | 258,845 | 258,845 | |||
Deficit accumulated during the development stage | (294,837) | (28,598) | |||
Total Stockholders’ Deficit | (34,277) | (289,158) | |||
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ | 2,000 | $ | - |
The accompanying notes are an integral part of these financial statements.
GREENTEK CORP.
(formerly PSP Industries, Inc.)
(A Development Stage Company)
(Unaudited)
STATEMENTS OF OPERATIONS
For the Three Months Ended September 30, |
From Inception on August 21, 1978 Through September 30, 2011 | ||||||||
2011 | 2010 | ||||||||
NET REVENUES | $ | - | $ | - | $ | - | |||
OPERATING EXPENSES | |||||||||
Selling, general and administrative | 5,679 | 10,854 | 272,917 | ||||||
Interest expense | - | 1,734 | 21,920 | ||||||
Total Operating Expenses | 5,679 | 12,588 | 294,837 | ||||||
NET LOSS BEFORE INCOME TAXES | (5,679) | (12,588) | (294,837) | ||||||
PROVISION FOR INCOME TAXES | - | - | - | ||||||
NET LOSS | $ | (5,679) | $ | (12,588) | $ | (294,837) | |||
BASIC NET LOSS PER SHARE | $ | (0.00) | $ | (0.01) | |||||
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING |
1,715,004 |
1,715,004 |
The accompanying notes are an integral part of these financial statements.
GREENTEK CORP.
(formerly PSP Industries, Inc.)
(A Development Stage Company)
(Unaudited)
STATEMENTS OF CASH FLOWS
For the Three Months Ended September 30, |
From Inception on August 21, 1978 through September 30, | |||||
2011 | 2010 | 2011 | ||||
CASH FLOWS FROM OPERATING ACTIVITIES | ||||||
Net loss | $ | (5,679) | $ | (12,588) | $ | (294,837) |
Adjustments to reconcile net loss to net cash used by operating activities: |
||||||
Common stock issued for services rendered | - | - | 57,597 | |||
Notes payable issued for services rendered | - | - | 5,400 | |||
Notes payable - related party issued for services rendered | - | - | 4,000 | |||
Changes in operating assets and liabilities: | ||||||
Prepaid expenses | (2,000) | - | (2,000) | |||
Accounts payable and accrued expenses | 2,247 | 7,726 | 31,616 | |||
Net Cash Used by Operating Activities | (5,432) | (4,862) | (198,224) | |||
CASH FLOWS FROM INVESTING ACTIVITIES | - | - | - | |||
CASH FLOWS FROM FINANCING ACTIVITIES | ||||||
Proceeds from notes payable - related party | 5,432 | 5,000 | 111,362 | |||
Contributed capital for expenses | - | - | 3,612 | |||
Net proceeds from issuance of common stock | - | - | 83,250 | |||
Net Cash Provided by Financing Activities | 5,432 | 5,000 | 198,223 | |||
DECREASE IN CASH AND CASH EQUIVALENTS |
- |
138 |
- | |||
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD |
- |
3,660 |
- | |||
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $ | - | $ | 3,798 | $ | - |
SUPPLEMENTAL DISCLOSURES: | ||||||
Cash paid for interest | $ | - | $ | - | $ | - |
Cash paid for income taxes | $ | - | $ | - | $ | - |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||||||
Common stock issued for services rendered | $ | - | $ | - | $ | 57,597 |
Notes payable and notes payable -related party issued for Services rendered |
$ |
- |
$ |
- |
$ |
9,400 |
Common stock issued for notes payable | $ | - | $ | - | $ | 2,700 |
Common stock issued for notes payable-related party | $ | - | $ | - | $ | 13,400 |
Stock repurchase paid by related party | $ | - | $ | - | $ | 20 |
Capital Contributed for Liabilities | $ | - | $ | - | $ | 105,022 |
The accompanying notes are an integral part of these financial statements.
GREENTEK CORP.
(formerly PSP Industries, Inc.)
(A Development Stage Company)
Notes to the Financial Statements
September 30, 2011
NOTE 1 BASIS OF FINANCIAL STATEMENT PRESENTATION
The accompanying unaudited financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted in accordance with such rules and regulations. The information furnished in the interim financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim financial statements be read in conjunction with the Company’s audited financial statements and notes thereto included in its Form 10-K filed on October 13, 2011. Operating results for the three months ended September 30, 2011 are not necessarily indicative of the results to be expected for the year ending June 30, 2012.
NOTE 2 RELATED PARTY TRANSACTIONS
The Company has been dependent upon certain related parties to provide working capital in the development of the Company’s business. The related parties have generally provided services and/or incurred expenses on behalf of the Company or have provided the necessary operating capital to continue pursuing its business. At September 30, 2011 and June 30, 2011, the Company had notes payable to related parties of $31,362 and $25,930, respectively. These amounts are payable to stockholders of the Company and are without terms.
NOTE 3 GOING CONCERN CONSIDERATIONS
The accompanying financial statements have been prepared using generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. As reported in its Annual Report on Form 10-K for the year ended June 30, 2011, the Company has an accumulated deficit of $289,158 from inception of the Company through June 30, 2011. The accumulated deficit as of September 30, 2011 was $294,837 and the total stockholders’ deficit at September 30, 2011 was $34,277 and the Company had a working capital deficit, continued losses, and negative cash flows from operations. These factors combined, raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans to address and alleviate these concerns are as follows:
The Company’s management has developed a strategy of exploring all options available to it so that it can develop successful operations. As a part of this plan, management is currently seeking a merger candidate with a well capitalized operating company. In the meantime, shareholders of the Company have committed to the continued funding of the Company via equity and contributed capital.
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 attain profitable operations. The accompanying financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result from the outcome of these uncertainties.
NOTE 4 SUBSEQUENT EVENTS
The Company evaluated events through the date the financial statements were issued and files with this form 10-Q. There were no subsequent events that required recognition or disclosure.
Item 2. Management’s Discussions and Analysis of Financial Condition and Results of Operations.
Forward-looking Statements
Statements made in this Quarterly Report which are not purely historical are forward-looking statements with respect to the goals, plan objectives, intentions, expectations, financial condition, results of operations, future performance and our business, including, without limitation, (i) our ability to raise capital, and (ii) statements preceded by, followed by or that include the words “may,” “would,” “could,” “should,” “expects,” “projects,” “anticipates,” “believes,” “estimates,” “plans,” “intends,” “targets” or similar expressions.
Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond our control) that could cause actual results to differ materially from those set forth in the forward-looking statements, including the following, general economic or industry conditions, nationally and/or in the communities in which we may conduct business, changes in the interest rate environment, legislation or regulatory requirements, conditions of the securities markets, our ability to raise capital, changes in accounting principles, policies or guidelines, financial or political instability, acts of war or terrorism, other economic, competitive, governmental, regulatory and technical factors affecting our current or potential business and related matters.
Accordingly, results actually achieved may differ materially from expected results in these statements. Forward-looking statements speak only as of the date they are made. We do not undertake, and specifically disclaim, any obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of such statements.
Plan of Operation
Our plan of operation for the next 12 months is to: (i) consider guidelines of industries in which we may have an interest; (ii) adopt a business plan regarding engaging in the business of any selected industry; and (iii) to commence such operations through funding and/or the acquisition of a going concern engaged in any industry selected.
During the next 12 months, our only foreseeable cash requirements, which may be advanced by our management or principal stockholders as loans to us, will relate to maintaining our good standing or the payment of expenses associated with legal, accounting and other fees related to our compliance with the Exchange Act requirements of being a reporting issuer and reviewing or investigating any potential acquisition or business combination candidate. Because we have not determined any business or industry in which our operations will be commenced, and we have not identified any prospective acquisition or business combination candidate as of the date of this Annual Report, it is impossible to predict the amount of any such costs or required advances. Any such loan will be on terms no less favorable to us than would have been made available to us from a commercial lender in an arm’s length transaction.
Results of Operations
Three Months Ended September 30, 2011 Compared to Three Months Ended September 30, 2010
We had no material operations during the quarterly period ended September 30, 2011. In the quarterly period ended September 30, 2011, we had revenues of $0, compared to $0 revenues for the quarterly period ended September 30, 2010. Selling, general and administrative expenses were $5,679 for the period ended September 30, 2011 compared to $10,854 for the corresponding period in 2010. We had interest expenses of $0 and $1,734 for the periods ended September 30, 2011 and 2010, respectively. We had a net loss of $5,679 for the three months ended September 30, 2011 compared to a net loss of $12,588 for the same period in 2010.
Liquidity and Capital Resources
We had cash or cash equivalents of $0 on hand at September 30, 2011 and at June 30, 2011. If additional funds are required in connection with our present planned business operations of seeking an acquisition or business combination candidate or for Exchange Act filings or other expenses, such funds may be advanced by management or principal stockholders. During the three months ended September 30, 2011, advances were made to the Company by a principal stockholder, JM International, Ltd., in the amount of $5,432, which were still outstanding as of September 30, 2011. The aggregate amount of advances by this related party through September 30, 2011 are $31,362, which are without terms and still outstanding as of the date of this Quarterly Report. Because we have not identified any acquisition or business combination candidate, it is impossible to predict the amount of funds required in the future.
Item 3. Quantitative and Qualitative Disclosures about Market Risk.
Not required.
Item 4. Controls and Procedures.
Evaluation of disclosure controls and procedures
Our management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure controls and procedures as defined in Rule 13a-15(e) under the Exchange Act as of the end of the period covered by this Quarterly Report on Form 10-Q. In designing and evaluating the disclosure controls and procedures, our 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. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs. The design of any disclosure controls and procedures also is based in part upon certain assumptions about the likelihood of future events and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.
Based on that evaluation, our chief executive officer and chief financial officer concluded that, as of September 30, 2011, our disclosure controls and procedures were effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules, regulations 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 required disclosure.
Changes in internal control over financial reporting
Our management, with the participation of the chief executive officer and chief financial officer, has concluded there were no significant changes in our internal control over financial reporting that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II - OTHER INFORMATION
Item 6. Exhibits.
Exhibit No. | Identification of Exhibit |
31.1 | Certification Pursuant to Section 302 of the Sarbanes-Oxley Act provided by Min-Chul Shin, Chief Executive Officer. |
31.2 | Certification Pursuant to Section 302 of the Sarbanes-Oxley Act provided by Young-Kyung Lee, Chief Financial Officer. |
32 | Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 provided by Min-Chul Shin, Chief Executive Officer and Young-Kyung Lee, Chief Financial Officer. |
101 | The following materials from our Quarterly Report on Form 10-Q for the quarter ended September 30, 2011, formatted in XBRL (eXtensible Business reporting Language): (i) the Balance Sheets, (ii) the Statement of Operations, (iii) the Statement of Cash Flows, and (iv) Notes to Financial Statements. |
SIGNATURES
GREENTEK CORP.
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
Date: | November 21, 2011 | By: | /s/Min-Chul Shin | |
Min-Chul Shin, Chief Executive Officer and Director | ||||
Date: | November 21, 2011 | By: | /s/Young-Kyung Lee | |
Young-Kyung Lee, Chief Financial Officer and Director |