Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended October 31, 2011
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from ___________ to ___________
Commission file number 000-53048
Concrete Leveling Systems, Inc.
(Exact name of small business issuer as specified in its charter)
Nevada 28-0851977
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
5046 E. Boulevard, NW, Canton, OH 44718
(Address of principal executive officer)
(330) 966-8120
(Issuer's telephone number)
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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 (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 [X] NO [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer (as defined in Rule 12b-2 of the
Exchange Act).
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 [ ] NO [X]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. YES [ ] NO [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 5,585,418
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
Concrete Leveling Systems Inc.
Balance Sheets
October 31, 2011 and July 31, 2011
October 31 July 31
---------- ----------
(Unaudited) (Audited)
ASSETS
CURRENT ASSETS
Cash in bank $ 2,789 $ 19,710
Accounts receivable 365 365
Current portion of notes receivable 20,918 18,538
Inventory 662 262
---------- ----------
Total Current Assets 24,734 38,875
---------- ----------
PROPERTY, PLANT AND EQUIPMENT
Equipment 1,900 1,900
Less: Accumulated depreciation (1,900) (1,900)
---------- ----------
Total Property, Plant and Equipment -- --
---------- ----------
OTHER ASSETS
Notes receivable, net of current portion 34,222 38,450
Deposits 10 10
---------- ----------
34,232 38,460
---------- ----------
TOTAL ASSETS $ 58,966 $ 77,335
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable $ 80,787 $ 60,475
Notes payable - stockholders 48,250 48,550
Other accrued expenses 14,535 14,088
---------- ----------
Total Current Liabilites 143,572 123,113
---------- ----------
Stockholders' Equity (Deficit)
Common stock (par value $0.001)
100,000,000 shares authorized:
5,585,418 shares issued and outstanding at
October 31, 2011 and July 31, 2011 5,585 5,585
Additional paid-in capital 244,165 244,165
(Deficit) accumulated during development stage (334,356) (295,528)
---------- ----------
Total Stockholders' Equity (Deficit) (84,606) (45,778)
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) $ 58,966 $ 77,335
========== ==========
See notes to financial statements.
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Concrete Leveling Systems Inc.
Statements of Income
For the Three Months Ended Oct 31, 2011 and 2010
(Unaudited)
2011 2010
---------- ----------
Equipment and parts sales $ -- $ 416
---------- ----------
Cost of Sales -- 183
---------- ----------
Gross Margin -- 233
---------- ----------
EXPENSES
Selling, general and administration 38,127 30,932
Depreciation -- 158
---------- ----------
Total Expenses 38,127 31,090
---------- ----------
(Loss) from Operations (38,127) (30,857)
OTHER INCOME (EXPENSE)
Interest income 801 954
Interest expense (1,502) (919)
---------- ----------
Total Other Income (Expense) (701) 35
---------- ----------
Net (Loss) Before Income Taxes (38,828) (30,822)
Provision for Income Taxes -- --
---------- ----------
Net (Loss) $ (38,828) $ (30,822)
========== ==========
Net (Loss) per Share - Basic and Fully Diluted $ (0.01) $ (0.01)
========== ==========
Weighted average number of common shares outstanding -
basic and fully diluted 5,585,418 5,136,668
========== ==========
See notes to financial statements.
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Concrete Leveling Systems, Inc.
Statements of Cash Flows
For the Three Months Ended October 31, 2011 and 2010
(Unaudited)
2011 2010
-------- --------
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) $(38,828) $(30,822)
Adjustments to reconcile net income (loss) to net
cash used in operating activities:
Depreciation -- 158
(Increase) Decrease in accounts receivable -- (416)
Decrease (Increase) in inventory (400) 148
(Increase) Decrease in prepaid expenses -- (5,000)
Increase (Decrease) in accounts payable 20,312 18,844
Increase (Decrease) in other accrued expenses 447 640
-------- --------
Net cash from (used by) operating activities (18,469) (16,448)
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Payments on notes receivable 1,848 1,889
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Loans from (payments to) stockholders (300) 12,690
-------- --------
Net Increase (decrease) in cash (16,921) (1,869)
Cash and equivalents - beginning 19,710 2,426
-------- --------
Cash and equivalents - ending $ 2,789 $ 557
======== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION
Interest $ 226 $ 277
======== ========
Income Taxes $ -- $ --
======== ========
See notes to financial statements.
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Concrete Leveling Systems, Inc.
Notes to Financial Statements
October 31, 2011
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in accordance
with accounting principles generally accepted in the United States of America
for interim financial information and with the instructions to Form 10?Q and
Article 8 of Regulation S-X. Accordingly, they do not include all the
information and footnotes required by accounting principles generally accepted
in the United States of America for complete financial statements. In the
opinion of management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. For further
information, refer to the financial statements and footnotes thereto included in
the Concrete Leveling Systems, Inc. Form 10-K filing for the period ended July
31, 2011.
NOTE B - GOING CONCERN
As shown in the financial statements, the Company incurred a net loss of $38,828
for the three months ended October 31, 2011, and has incurred substantial net
losses since its inception. At October 31, 2011, current liabilities exceed
current assets by $118,838. These factors raise substantial doubt about the
Company's ability to continue as a going concern. The financial statements do
not include any adjustments relating to the recoverability and classification of
recorded assets, or the amounts and classification of liabilities that might be
necessary in the event the Company cannot continue existence.
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ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Concrete Leveling Systems, Inc. ("CLS" or "The Company") became an
operating company in 2009, having experienced sales in excess of $100,000. As of
October 31, 2011, CLS has cash assets of $2,789 and outstanding notes receivable
from the sale of concrete leveling service units in the amount of $55,140. The
Company is currently carrying an inventory valued at $662.
The Company's cash flow is currently not sufficient to maintain operations.
However, the Company is receiving monthly payments from the self financed sale
of its concrete leveling service units, which creates some cash flow for the
Company. At the present time, the Company has been in discussions with a
potential customer who has expressed interest in purchasing a new concrete
leveling service unit trailer. This is a new product for the Company. The
concrete leveling trailer service unit is not permanently affixed to a truck
bed. Instead, the unit will be affixed to a trailer which will be towed to the
job site by a truck. The Company is currently making design modifications to its
service unit and plans to produce a trailer service unit in the spring. In
addition, the Company has been in discussions with several potential buyers for
concrete leveling service units. Although interest has been very high, many of
the potential customers are experiencing difficulties in obtaining sufficient
financing to purchase the concrete leveling service units.
CLS continues to have cash flow issues. As of October 31, 2011, it had
total current liabilities of $143,572. The Company did not sell any service
units during the past quarter. It continues to experience negative income
figures for the quarter; however, CLS's sales representative continues to
contact potential customers through direct marketing. In addition, the Company
is expanding its sales efforts through planned advertising in trade journals.
There are no off balance sheet arrangements involving CLS at this time.
Liquidity Issues. Since its inception, the Company has experienced
continued need for additional liquidity in order to provide for operating
expenses and to purchase components for the assembly of its product. The sale of
concrete leveling units on credit created a small amount of cash flow to the
Company during the quarter ended October 31, 2011. The amount received, however,
is not sufficient to sustain operations of the Company and the Company has been
accruing liabilities during the quarter.
Capital Resources. CLS has made no material commitments for capital
expenditures as of the end of its fiscal quarter ending October 31, 2011 and
does not anticipate any immediate need for material capital expenditures over
the next quarter.
Result of Operations. During the three months ending October 31, 2011, CLS
did not sell any concrete leveling service units. However, the Company has been
in serious discussions with a new customer for a trailer service unit, which the
Company expects to be available in the spring of 2012. Although the Company has
generated considerable interest in its units, purchasers are finding it
difficult to obtain financing to purchase the units. Management of the Company
believes that the demand for its product is there, however, until the economy
rebounds and credit is more readily available, sales of its concrete leveling
units will remain at a low level. Management is encouraged by the increased
level of inquiry to the availability of the units and is in discussions with
potential purchasers.
ITEM 4 - CONTROLS AND PROCEDURES
Disclosure Controls and Procedures. Pursuant to Rule 13a-15(b) of the
Securities Exchange Act of 1934 ("Exchange Act"), the Company carried out an
evaluation, with the participation of the Company's management, which
constitutes of the Company's Chief Executive Officer (CEO) and Chief Financial
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Officer (CFO), of the effectiveness of the Company's disclosure controls and
procedures (as defined under Rule 13a-15(e) of the Exchange Act) as of the end
of the period covered by this report. Based upon that evaluation, the Company
concluded that the Company's disclosure controls and procedures are effective to
ensure that information required to be disclosed by the Company in the reports
that the Company files or submits under the Exchange Act, is recorded,
processed, summarized and reported, within the time period specified by the
United States Securities and Exchange Commission rules and forms, and that such
information is accumulated and communicated to the Company's management,
including the Company's CEO and CFO, as appropriate, to allow timely decisions
regarding required disclosure.
Changes in Internal Control Over Financial Reporting. Management has not
identified any change in the Company's internal control over financial reporting
in connection with the evaluation that management of the Company, including the
Company's CEO and CFO, that is required by paragraph (d) of Rule 13(a)-15 under
the Exchange Act of 1934 that occurred during the Company's last fiscal quarter.
ITEM 4T - CONTROLS AND PROCEDURES
CLS has not made any change in its internal controls over financial
reporting during its last fiscal quarter that has materially affected or is
reasonably likely to materially affect CLS's internal control over financial
reporting.
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
To the best of its knowledge, management of CLS is not aware of any legal
proceedings in which CLS is currently involved.
ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
There were no unregistered sale of equity securities during this quarter.
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
There are no defaults upon any senior securities.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote of security holders during the past
quarter.
ITEM 5 - OTHER INFORMATION
There are no items of information required to be disclosed pursuant to this
item at this time.
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ITEM 6 - EXHIBITS
A. The following are filed as Exhibits to this report. The numbers refer to the
exhibit table of Item 601 of regulation S-K: Reference is hereby made to the
exhibits contained in the registration statement (Form SB-2) filed by Concrete
Leveling Systems, Inc.
Exhibit 31.1 - Rule 13a-14(a)/15d-14(a) - Certification
Exhibit 31.2 - Rule 13a-14(a)/15d-14(a) - Certification
Exhibit 32 - Section 1350 - Certification
Exhibit 101 - Interactive Data Files pursuant to Rule 405 of Regulation S-T.
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.
CONCRETE LEVELING SYSTEMS, INC.
Date: December 1, 2011 By: /s/ Edward A. Barth
---------------------------------------------
Edward A. Barth, Principal Executive Officer
Date: December 1, 2011 By: /s/ Suzanne I. Barth
---------------------------------------------
Suzanne I. Barth, Principal Financial Officer
