Attached files
file | filename |
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EX-32 - CERTIFICATION - HITOR GROUP, INC. | exhibit32signed.htm |
EX-31 - CERTIFICATION - HITOR GROUP, INC. | exhibit31signed.htm |
EXCEL - IDEA: XBRL DOCUMENT - HITOR GROUP, INC. | Financial_Report.xls |
SECURIITES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10K
Annual Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the fiscal year ended:
December 31, 2012
Commission File No. 333-103986
HITOR GROUP, INC.
(Exact name of registrant as specified in its charter)
Nevada |
| 98 0384073 |
(State of other jurisdiction of incorporation or organization) |
| (IRS Employer Identification No.) |
6513 132nd Ave NE #376
Kirkland, WA 98033
(Address of principal executive offices)
Registrants telephone number:(206 229 4188)
Securities registered under Section 12(b) of the Exchange Act:
None
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, par value $0.001
Indicate by check mark if the registrant is a well known seasoned issuer, as defined in Rule 405 of the Securities Act. [ ] Yes [X] No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. [ ] Yes [x] No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the 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. [X] Yes [ ] No
Indicate by check mark whether the registrant has submitted electronically and posted on tis corporate Website, 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).
[X] Yes [ ] No
Indicate by check if disclosure of delinquent filers in response to Item 405 or Regulation SK (229.405 of this chapter) is not contained herein, to the best of registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10K or any amendment to this Form 10K. [ ]
Indicate by check mark whether the registrant is a large accelerated filer an accelerated filer, or a smaller reporting company. See the definitions of the large accelerated filer accelerate filer, and smaller reporting company in Rule 12b 2 of the Exchange Act.
Large Accelerated Filer [ ]
Accelerated Filer [ ]
Non Accelerated Filer [ ]
Smaller reporting company [X]
Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b 2 of the Exchange Act).
[ ] Yes
[ X ] No
State the aggregate market value of the voting and non voting common equity held by non affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of a specified date within the past 60 days.
As of April 15, 2013, there were 69,230,968 shares of registrants common stock issued and outstanding, of which 46,430,968 shares were held by non affiliates. As of June 29, 2012, the average of the high and low offering price of the companys common stock was $0.07. The aggregate market value of the voting and non-voting common equity held by non-affiliates as of June 29, 2012, was $3,250,167.70.
DOCUMENTS INCORPORATED BY REFERENCE
No documents are incorporated herein by reference.
CAUTIONARY STATEMENTS REGARDING FORWARD LOOKING INFORMATION
Certain statements in this annual report on Form 10 K contain or may contain forward looking statements that are subject to known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward looking statements. These forward looking statements were based on various factors and were derived utilizing numerous assumptions and other factors that could cause our actual results to differ materially from those in the forward looking statements. These factors include, but are not limited to, our ability to consummate a merger or business combination, economic, political and market conditions and fluctuations, government and industry regulation, interest rate risk, U.S. and global competition, and other factors. Most of these factors are difficult to predict accurately and are generally beyond our control. You should consider the areas of risk described in connection with any forward looking statements that may be made herein. Readers are cautioned not to place undue reliance on these forward looking statements, which speak only as of the date of this report. Readers should carefully review this annual report in its entirety, including but not limited to our financial statements and the notes thereto. Except for our ongoing obligations to disclose material information under the Federal securities laws, we undertake no obligation to release publicly any revisions to any forward looking statements, to report events or to report the occurrence of unanticipated events.
PART I
Item 1.
Business
Business Development
We were originally incorporated on November 4, 2002, in the State of Nevada as Can/Am Auto sales, Inc. The Company changed its name on August 27, 2004 to LFG International, Inc. Upon completion of a merger with Nano Jet Corporation, a Nevada corporation, the Company changed its name to Nano Jet Corporation. Effective December 6, 2007, we changed our name to Hitor Group, Inc. (Hitor Group). Until 2004, we were based in Vancouver, British Columbia, Canada, at which time we moved our base to Bellevue, Washington. The Company has never declared bankruptcy, has never been in receivership, and has never been involved in any legal action or proceedings.
Business of Hitor Group
Hitor Group owns a proprietary technology and currently is applying for patents.
The Companys Nano-Jet product is anticipated to allow owners and operators of both gasoline and diesel powered vehicles to potentially increase fuel efficiency while reducing fuel emissions into the environment. This business unit focuses on environmentally friendly products such as fuel atomization efficiency enhancement products. This line of products will consist of a series of additional attachments to engines through which fuel will flow and be atomized to increase fuel efficiencies. To date, the Company purchased one or more of these add-on products, but has not spent additional funds on research and development. Also included are none-carbon footprint specialized custom built windmill turbines for electric generation. In addition, Hitor Group intends to operate three other subsidiaries. One will focus on oil extraction, transport and storage solutions. The other will focus on alternative powered private and commercial vehicles.
We have developed different models, including developing a magnetic shield cover for the Nano-Jet. A considerable amount of research in China has been donated by associates and family of Xiao Lin. Hitor has funded the additional models for testing in the US and Canada.
Electric Scooter
Currently, we are working on a private label for the scooters. We have three EV scooter companies in China with whom we are in discussions for an exclusive right to sell. We currently have a long term test on the scooters (almost four years) and have encountered no problems. However, we have reduced our focus on this program in favor of increased emphasis on the Nano-Jet line of products.
North American Railroads
We have two railroad consultants working with railroads in North America. We hope to hire sales representative in the next 12 months who will work with our sales manager Mark Smith.
Oil Extraction, Transport and Storage
Our sales consultant who was retained in China and was working towards a significant sale passed away. We have not yet decided if we will continue to pursue this opportunity.
Competition
Although there are many companies who claim to have developed fuel efficient products and fuel additives, when tested most of these products have not been proven. Select companies have attempted to produce similar fuel conservation products, but to date, the Company knows of no other company that has developed a solution similar to that belonging to Hitor Groups Product Division.
Marketing and Sales Plan
The Companys two fold marketing and sales strategy is directed toward establishing immediate technological approval, ultimate penetration and market acceptance within five years of market entry. The company will first approach trucking companies and truck manufacturers, truck, automobile and motorcycle distributors, as well as wholesalers.
Employees
Other than Hitors Directors and Executive Officer, who are currently donating their time to the development of the company, there are no employees of Hitor Group.
Reports to Security Holders
Hitor Group will voluntarily make available an annual report including audited financials on Form 10K to security holders. The public may read and copy any materials filed with the SEC at the SECs Public Reference Room at 100 F Street NE, Washington, DC 20549. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1 800 SEC 0330. The SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding Hitor Group that is filed electronically with the SEC at http://www.sec.gov.
Item 1A. Risk Factors
Not applicable.
Item 1B. Unresolved Staff Comments
None.
Item 2.
Properties
Hitor Groups principal place of business and corporate offices are located at 6513 132nd Ave. NE #376, Kirkland, WA 98003.
Item 3.
Legal Proceedings
We are not a party to any pending legal proceedings.
Item 4.
Mine Safety Disclosures
None.
PART II
Item 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Market for Stock.
The Companys common stock is currently traded on the Over The Counter Bulletin Board under symbol HITR.
Following is a table showing the high and low price of the stock for each quarter in the past two years.
Quarter Ended | High | Low |
December 31, 2012 | $0.16 | $0.048 |
September 30, 2012 | $0.08 | $0.021 |
June 30, 2012 | $0.12 | $0.05 |
March 31, 2012 | $0.24 | $0.061 |
December 31, 2011 | $0.63 | $0.03 |
September 30, 2011 | $0.24 | $0.17 |
June 30, 2011 | $0.24 | $0.24 |
March 31, 2011 | $0.25 | $0.24 |
December 31, 2010 | $0.40 | $0.15 |
September 30, 2010 | $1.00 | $0.26 |
June 30, 2010 | $0.56 | $0.50 |
March 31, 2010 | $0.80 | $0.10 |
Holders.
As of December 31, 2012, Hitor Group had approximately fifty-six (56) shareholders of record of its common stock.
Stock Option Grants
To date, Hitor Group has not granted any stock options.
Registration Rights
Hitor Group has not granted registration rights to the selling shareholders or to any other persons.
Dividends.
As of December 31, 2012, Hitor Group had not paid any dividends to its shareholders. There are no restrictions which would limit the ability of Hitor Group to pay dividends on common equity or that are likely to do so in the future.
Recent Sales of Unregistered Securities
None.
Item 6. Selected Financial Data
Not applicable.
Item 7.
Managements Discussion and Analysis of Financial Condition and Results of Operation
Hitor Group (formerly Can/Am Auto sales, Inc., LFG International, Inc. and Nano Jet Corp) (Hitor Group), is a development stage company with limited operations, limited revenue, limited financial backing and limited assets. The original plan was to market used cars through the internet and auto trade magazines to individuals in the U.S. and Canada. The following plan of operation should be read in conjunction with the December 31, 2012, audited financial statements and the related notes elsewhere in this report. This discussion contains forward looking statements based upon current expectations that involve risks and uncertainties, such as our plans, objectives, expectations and intentions. Our actual results and the timing of certain events could differ materially from those anticipated in these forward looking statements as a result of certain factors, including those set forth under Business and elsewhere in this report. As of December 31, 2012, Hitor Group had $64,992 cash on hand. Development stage net loss for the year ended December 31, 2012, was $699,576 compared to $271,140 for the year ended December 31, 2011. The loss for the year ended December 31, 2012, consisted primarily of legal and accounting, marketing and advertising and general and administrative expenses incident to the Companys development stage activities, with a nominal amount of sales revenue.
1. Overview
Hitor Group will market to the American and International trucking and automobile parts distribution companies, as well as to alternative fuel vehicle distributors. It is not the intent of the Company to market directly to the consumer, but rather through distribution channels in the truck, automobile and motorcycle industry. The Company will educate these groups about the benefits of a Hitor Group fuel saving device as well as our other products, such as fuel atomization efficiency enhancement products for their engines. Hitor Group expects to form licensing arrangements with Original Equipment Manufacturers (OEMs) having high brand recognition in the vehicle marketplace.
2. Marketing Strategies
Hitor Groups primary market is the American trucking companies, automobile manufacturers and international trucking and automobile makers. In addition, Hitor Group plans to market to oil companies as well as alternate fuel vehicle distributors. Hitor Group expects that the success of its products will depend, in part, upon the Company increasing the speed and effectiveness with which it educates the consumer in order to capture more market share. The Company plans to do this by attempting to implement one or more of the following strategies:
3. Website
The Hitor Group website will act as a centerpiece to operations and in the future Hitor Group will further build out their website, which will be accessed by member password for trucking companies and distributors such as auto parts companies. The website will form a hub for its Internet community which will also include motorcycle parts distributors as well as oil extraction products. The website will be technically viewed as a portal to all of Hitor Groups product lines. The site will also provide an arena for ongoing communication among users, testimonials, etc. Online information will be available to members in a highly intuitive format.
Hitor Group will be required to raise funds through equity and/or debt financing in order to purchase the units for resale. The Company does not expect to encounter any delays with the production of the units after the orders are placed. Hitor Group believes it will need to secure between $1,000,000 and $2,000,000 in financing to pre pay for its order of large and small units. Although purchasers and potential distributors have indicated to management of Hitor Group that they will purchase the units when received by the Company, it is possible that those orders may not materialize, or may not all materialize, and the sales forecast may not be met.
Going Concern
There is substantial doubt about our ability to continue as a going concern as the continuation of our business is dependent upon the continued financial support from our shareholders, our ability to obtain necessary equity financing to continue operations, and achieving a profitable level of operations. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current shareholders. We hope to raise additional capital by way of equity, debt or a combination of both. It is unlikely that normal commercial loans will be available, since we have minimal revenues to date. If we are required to issue debt, it may be on terms that are more onerous than typical commercial debt. We are actively seeking equity capital. If we are successful in securing one or more equity investments, we expect that we will be able to purchase units of Nano-Jet products and be able to resell those products at a profit. If we are unable to raise capital through equity or debt, or business could fail.
Because we have a working capital deficit, have generated minimal revenues, and have incurred losses from operations since inception, in their report on our audited financial statements for the year ended December 31, 2012, our independent auditors included an explanatory paragraph regarding substantial doubt about our ability to continue as a going concern. Our financial statements contain additional note disclosures describing the circumstances that lead to this disclosure by our independent auditors.
Item 8. Financial Statements and Supplementary Data
HITOR GROUP, INC. | ||||
(Formerly NANO-JET, CORP.) | ||||
Index to Financial Statements | ||||
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Balance Sheet: |
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December 31, 2012 and 2011 |
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| F-3 |
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Statements of Operations: |
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For the year ended December 31, 2012 and 2011 |
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| F-4 |
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Statement of Retained Earnings |
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December 31, 2012 |
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| F-5 |
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Statements of Cash Flows: |
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For the year ended December 31, 2012 and 2011 |
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| F-6 |
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Notes to Financial Statements: |
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December 31, 2012 |
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| F-7 |
THOMAS J. HARRIS
CERTIFIED PUBLIC ACCOUNTANT
3901 STONE WAY N., SUITE 202
SEATTLE, WA 98103
206.547.6050
INDEPENDENT AUDITOR REPORT ON FINANCIAL STATEMENTS
To the Board of Directors
Hitor Group, Inc.
Report on the Financial Statements
We have audited the accompanying financial statements of Hitor Group, Inc., which comprise the balance sheet as of February 28, 2013, and the related statements of income, stockholders' equity and cash flows for the year then ended, and the related notes to the financial statements.
Management's Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by the management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Hitor Group, Inc. as of December 31, 2012, and the results of their operations and their cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America.
F-1
The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note #2 to the financial statements, the company has had significant operating losses; a working capital deficiency and its need for new capital raise substantial doubt about its ability to continue as a going concern. Managements plan in regard to these matters is also described in Note #2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Seattle, Washington
April 15, 2013
HITOR GROUP, INC. | ||||
(Formerly NANO-JET, CORP.) | ||||
(A development stage enterprise) | ||||
Balance Sheet | ||||
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| (audited) |
| (audited) |
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| December 31, |
| December 31, |
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| 2012 |
| 2011 |
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ASSETS |
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Current assets: |
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Cash |
| $ 64,992 |
| $ 109,402 |
Prepaid Expenses |
| 57,617 |
| - |
Inventory |
| - |
| 75,968 |
Total current assets |
| 122,609 |
| 185,370 |
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Fixed Assets |
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Furniture and Equipment |
| 8,936 |
| 8,936 |
Computer Equipment |
| 5,617 |
| 5,617 |
Leasehold Improvements |
| - |
| - |
Total Fixed Assets |
| 14,553 |
| 14,553 |
Less Accumulated Depreciation |
| (14,553) |
| (13,038) |
Net Fixed Assets |
| - |
| 1,515 |
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Other Assets |
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Investment in HITOR Poland LLC |
| 23,100 |
| - |
Goodwill |
| - |
| - |
Total Other Assets |
| 23,100 |
| - |
Total assets |
| $ 145,709 |
| $ 186,885 |
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LIABILITIES |
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Current liabilities: |
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Accounts payable and accrued expenses |
| $ 176,453 |
| $ 150,213 |
Convertible Notes Payable |
| 487,019 |
| 400,000 |
Deposit |
| 150,000 |
| 150,000 |
Notes payable |
| 168,662 |
| 81,270 |
Advance from Lantz Financial, Inc. |
| 24,500 |
| 24,500 |
Total current liabilities |
| 1,006,634 |
| 805,983 |
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Long-term liabilities: |
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Total long-term liabilities |
| - |
| - |
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Total liabilities |
| 1,006,634 |
| 805,983 |
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STOCKHOLDERS' DEFICIT |
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Common stock, $.001 par value, 100,000,000 authorized, |
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69,230,968 and 65,688,218 shares issued and outstanding |
| 69,231 |
| 65,688 |
Capital in excess of par value |
| 1,617,569 |
| 1,163,363 |
Deficit accumulated during the development stage |
| (2,547,725) |
| (1,848,149) |
Total stockholders' deficit |
| (860,925) |
| (619,098) |
Total liabilities and stockholders' deficit |
| $ 145,709 |
| $ 186,885 |
The accompanying notes are an integral part of these statements.
F-3
HITOR GROUP, INC. | ||||||
(Formerly NANO-JET, CORP.) | ||||||
(A development stage enterprise) | ||||||
Statements of Operations | ||||||
Unaudited | ||||||
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| Cumulative, |
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| Inception, |
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| July 15, |
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| 2005 Through |
| Year ended |
| Year ended |
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| December 31, |
| December 31, |
| December 31, |
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| 2012 |
| 2012 |
| 2011 |
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Sales |
| $ 31,723 |
| $ - |
| $ - |
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Cost of Sales |
| 49,579 |
| - |
| - |
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Cost of Sales |
| (17,856) |
| - |
| - |
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General and administrative expenses: |
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Salaries |
| 228,693 |
| - |
| - |
Depreciation |
| 22,837 |
| 1,515 |
| 4,264 |
Legal and professional |
| 944,101 |
| 270,110 |
| 107,275 |
Marketing and Advertising |
| 400,184 |
| 124,627 |
| 13,212 |
Insurance |
| 32,290 |
| 460 |
| 134 |
Communications |
| 50,436 |
| 8,175 |
| 3,657 |
Rent |
| 101,254 |
| 9,000 |
| 10,000 |
Inventory impairment |
| 75,968 |
| 75,968 |
| - |
Other general and administrative |
| 413,897 |
| 118,549 |
| 42,677 |
Total operating expenses |
| 2,269,660 |
| 608,404 |
| 181,219 |
(Loss) from operations |
| (2,287,516) |
| (608,404) |
| (181,219) |
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Other income (expense): |
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Interest Income |
| 4,617 |
| - |
| - |
Loss on disposition of assets |
| (12,620) |
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| (12,620) |
Interest (expense) |
| (252,206) |
| (91,172) |
| (77,301) |
(Loss) before taxes |
| (2,547,725) |
| (699,576) |
| (271,140) |
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Provision (credit) for taxes on income |
| - |
| - |
| - |
Net (loss) |
| $ (2,547,725) |
| $ (699,576) |
| $ (271,140) |
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Basic earnings (loss) per common share |
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| $ (0.01) |
| $ (0.00) |
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Weighted average number of shares outstanding |
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| 69,230,688 |
| 62,855,000 |
The accompanying notes are an integral part of these statements.
F-4
HITOR GROUP, INC. | ||||||||||
(Formerly NANO-JET, CORP.) | ||||||||||
(A development stage enterprise) | ||||||||||
Statements of Stockholders' Deficit | ||||||||||
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| Deficit |
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| Accumulated |
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| Capital in |
| During the |
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| Common Stock |
| Excess of |
| Development |
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| Shares |
| Amount |
| Par Value |
| Stage |
| Total |
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Inception, July 15, 2005 through December 31, 2005: |
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Balances, December 31, 2005 |
| 81,005,000 |
| $ 81,005 |
| $ - |
| $ (135,692) |
| $ (54,687) |
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Effects of Reverse Merger with LFG |
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September 30, 2006 |
| (40,435,500) |
| (40,435) |
| 31,799 |
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| (8,636) |
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Net (loss) |
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| (84,628) |
| (84,628) |
Balances, December 31, 2006 |
| 40,569,500 |
| 40,570 |
| 31,799 |
| (220,320) |
| (147,951) |
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Conversion of subordinated debt |
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June 19, 2007 |
| 1,000,000 |
| 1,000 |
| 699,000 |
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| 700,000 |
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Issuance for services rendered |
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July 14, 2007 |
| 100,000 |
| 100 |
| 99,900 |
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| 100,000 |
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Net (loss) |
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| (736,061) |
| (736,061) |
Balances, December 31, 2007 |
| 41,669,500 |
| 41,670 |
| 830,699 |
| (956,381) |
| (84,012) |
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Common Stock Issued cash |
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March 31, 2008 |
| 15,000 |
| 15 |
| 14,985 |
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| 15,000 |
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Net (loss) |
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| (343,341) |
| (343,341) |
Balances, December 31, 2008 |
| 41,684,500 |
| 41,685 |
| 845,684 |
| (1,299,722) |
| (412,353) |
|
|
|
|
|
|
|
|
|
|
|
Net (loss) |
|
|
|
|
|
|
| (145,430) |
| (145,430) |
Balances, December 31, 2009 |
| 41,684,500 |
| 41,685 |
| 845,684 |
| (1,445,152) |
| (557,783) |
|
|
|
|
|
|
|
|
|
|
|
Common Stock Issued for Cash |
|
|
|
|
|
|
|
|
|
|
February 26, 2010 |
| 20,000 |
| 20 |
| 19,980 |
|
|
| 20,000 |
|
|
|
|
|
|
|
|
|
|
|
April 2010 1:1.5 Stock Split |
| 20,875,500 |
| 20,875 |
| (20,875) |
|
|
| - |
|
|
|
|
|
|
|
|
|
|
|
December 22, 2010 |
| 275,000 |
| 275 |
| 54,725 |
|
|
| 55,000 |
|
|
|
|
|
|
|
|
|
|
|
Net (loss) |
|
|
|
|
|
|
| (131,857) |
| (131,857) |
Balances, December 31, 2010 |
| 62,855,000 |
| 62,855 |
| 899,514 |
| (1,577,009) |
| (614,640) |
|
|
|
|
|
|
|
|
|
|
|
Common Stock Issued |
| 2,833,218 |
| 2,833 |
| 263,849 |
|
|
| 266,682 |
|
|
|
|
|
|
|
|
|
|
|
Net (loss) |
|
|
|
|
|
|
| (271,140) |
| (271,140) |
Balances, December 31, 2011 |
| 65,688,218 |
| 65,688 |
| 1,163,363 |
| (1,848,149) |
| (619,098) |
|
|
|
|
|
|
|
|
|
|
|
Common Stock Issued |
| 3,542,750 |
| 3,543 |
| 382,160 |
|
|
| 385,703 |
|
|
|
|
|
|
|
|
|
|
|
Intrisic Bond Discount |
|
|
|
|
| 72,046 |
|
|
| 72,046 |
|
|
|
|
|
|
|
|
|
|
|
Net (loss) |
|
|
|
|
|
|
| (699,576) |
| (699,576) |
Balances, December 31, 2012 |
| 69,230,968 |
| $ 69,231 |
| $ 1,617,569 |
| $ (2,547,725) |
| $ (860,925) |
The accompanying notes are an integral part of these statements.
F-5
HITOR GROUP, INC. | ||||||
(Formerly NANO-JET, CORP.) | ||||||
(A development stage enterprise) | ||||||
Statements of Cash Flows | ||||||
Unaudited | ||||||
|
| Cumulative, |
|
|
|
|
|
| Inception, |
|
|
|
|
|
| July 15, |
|
|
|
|
|
| 2005 Through |
|
|
|
|
|
| December 31, |
| December 31, |
| December 31, |
|
| 2012 |
| 2012 |
| 2011 |
Cash flows from operating activities: |
|
|
|
|
|
|
Net (loss) |
| $ (2,547,725) |
| $ (699,576) |
| $ (271,140) |
Adjustments to reconcile net (loss) to cash |
|
|
|
|
|
|
provided (used) by developmental stage activities: |
|
|
|
|
| |
Common stock issued for services |
| 522,724 |
| 345,702 |
|
|
Effects of reverse merger with LFG |
| (8,636) |
|
|
|
|
Depreciation and Amortization |
| 14,553 |
| - |
| 4,264 |
Amortization of bond discount |
| 58,081 |
| 58,081 |
|
|
Loss on sale of assets |
| 12,620 |
|
|
| 12,620 |
Change in current assets and liabilities: |
|
|
|
|
|
|
Funds held in trust, Attorney |
|
|
| - |
| - |
Inventory |
| - |
| 75,968 |
| - |
Prepaid expenses |
| (57,617) |
| (57,617) |
| - |
Deposits |
| 150,000 |
| - |
| - |
Accounts payable and accrued expenses |
| 176,453 |
| 26,240 |
| 88,557 |
Net cash flows from operating activities |
| (1,679,547) |
| (251,202) |
| (165,699) |
Cash flows from investing activities: |
|
|
|
|
|
|
Purchase of fixed assets |
| (14,553) |
| - |
| (1,163) |
Website development costs incurred |
|
|
|
|
|
|
Net cash flows from investing activities |
| (14,553) |
| - |
| (1,163) |
Cash flows from financing activities: |
|
|
|
|
|
|
Proceeds from sale of common stock |
| 1,102,011 |
| 40,000 |
| 266,682 |
Proceeds/(payments) from notes payable |
| 168,662 |
| 87,392 |
| (7,976) |
Convertible Note Payable |
| 487,019 |
| 102,500 |
| (21,000) |
Investment in subsidiary |
| (23,100) |
| (23,100) |
|
|
Advance from Lantz Financial, Inc. |
| 24,500 |
|
|
|
|
Net cash flows from financing activities |
| 1,759,092 |
| 206,792 |
| 237,706 |
Net cash flows |
| 64,992 |
| (44,410) |
| 70,844 |
Cash and equivalents, beginning of period |
| - |
| 109,402 |
| 38,558 |
Cash and equivalents, end of period |
| $ 64,992 |
| $ 64,992 |
| $ 109,402 |
|
|
|
|
|
|
|
Supplemental cash flow disclosures: |
|
|
|
|
|
|
Cash paid for interest |
| $ (192,047) |
| $ - |
| $ - |
Cash paid for income taxes |
| - |
|
|
|
|
The accompanying notes are an integral part of these statements.
F-6
Hitor Group, Inc.
Formerly Nano-Jet Corp.
(A development stage enterprise)
Notes to Financial Statements
December 31, 2012
Note 1 - Organization and summary of significant accounting policies:
Following is a summary of the Companys organization and significant accounting policies:
Organization and nature of business Hitor Group Inc., formerly Nano-Jet Corp. (We, or the Company) is a Nevada corporation incorporated on July 15, 2005. Effective December 6, 2007, the Company changed its name to Hitor Group Inc.
The Companys product is anticipated to allow owners and operators of both gasoline and diesel powered vehicles to potentially increase fuel efficiency while reducing fuel emissions into the environment. In addition, the Company intends to operate three other subsidiaries. One will focus on oil extraction, transport and storage solutions. The other will focus on alternative powered private and commercial vehicles. The Company owns a proprietary technology and currently is applying for patents and has hired patent attorneys for this technology worldwide.
The Company is also in the process of substantially changing their business plan. The company will operate two distinct sections, the one that allows fuel and energy efficiency and a new telecom division which will allow the company to offer voice over internet protocol (VoIP). See note 9 for more.
Basis of presentation Our accounting and reporting policies conform to U.S. generally accepted accounting principles applicable to development stage enterprises. Changes in classification of 2011 amounts have been made to conform to current presentations.
Use of estimates -The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash and cash equivalents -For purposes of the statement of cash flows, we consider all cash in banks, money market funds, and certificates of deposit with a maturity of less than three months to be cash equivalents.
Inventory Inventory is recorded at lower of cost or market, cost is computed on a first-in first-out basis. The inventory consists of imported parts.
Property and Equipment The Company values its investment in property and equipment at cost less accumulated depreciation. Depreciation is computed primarily by the straight line method over the estimated useful lives of the assets ranging from five to thirty-nine years.
Fair value of financial instruments and derivative financial instruments We have adopted Accounting Standards Codification regarding Disclosure About Derivative Financial Instruments and Fair Value of Financial Instruments. The carrying amounts of cash, accounts payable, accrued expenses, and other current liabilities approximate fair value because of the short maturity of these items. These fair value estimates are subjective in nature and involve uncertainties and matters of significant judgment, and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect these estimates. We do not hold or issue financial instruments for trading purposes, nor do we utilize derivative instruments in the management of foreign exchange, commodity price or interest rate market risks.
Federal income taxes - Deferred income taxes are reported for timing differences between items of income or expense reported in the financial statements and those reported for income tax purposes in accordance with
Hitor Group, Inc.
Formerly Nano-Jet Corp.
(A development stage enterprise)
Notes to Financial Statements
December 31, 2012
Accounting Standards Codification regarding Accounting for Income Taxes, which requires the use of the asset/liability method of accounting for income taxes. Deferred income taxes and tax benefits are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and for tax loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred taxes are provided for the estimated future tax effects attributable to temporary differences and carryforwards when realization is more likely than not.
Net income per share of common stock We have adopted Accounting Standards Codification regarding Earnings per Share, which requires presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. In the accompanying financial statements, basic earnings per share of common stock is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period. We do not have a complex capital structure requiring the computation of diluted earnings per share.
Note 2 - Uncertainty, going concern:
At December 31, 2012, we were engaged in a business and had suffered losses from development stage activities to date. In addition, current liabilities exceed current assets, and we have minimal operating funds. Although management is currently attempting to identify business opportunities and is seeking additional sources of equity or debt financing, there is no assurance these activities will be successful. Accordingly, we must rely on our officers to perform essential functions without compensation until a business operation can be commenced. No amounts have been recorded in the accompanying financial statements for the value of officers services, as it is not considered material.
These factors raise substantial doubt about the ability of the Company to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Note 3 Advance from Lantz Financial, Inc.:
On March 6, 2006, April 20, 2005 and November 28, 2005, we obtained loans of $10,000, $8,500 and $6,000 respectively from Lantz Financial, Inc., a Panamanian company. Lantz is a non-affiliate of the Company (not associated with any officer, director, or 5% shareholder). The loans are not evidenced by a note, do not bear interest, and are unsecured. They are due on demand. The lender has indicated that it may want to convert the debt into shares in the future, but there is no agreement to that effect and no understanding as to any other terms.
Note 4 - Federal income tax:
We follow Accounting Standards Codification regarding Accounting for Income Taxes. Deferred income taxes reflect the net effect of (a) temporary difference between carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax reporting purposes, and (b) net operating loss carryforwards. No net provision for refundable Federal income tax has been made in the accompanying statement of loss because no recoverable taxes were paid previously. Similarly, no deferred tax asset attributable to the net operating loss carryforward has been recognized, as it is not deemed likely to be realized.
The provision for refundable Federal income tax consists of the following:
12/31/2012
12/31/2011
Refundable Federal income tax attributable to:
Hitor Group, Inc.
Formerly Nano-Jet Corp.
(A development stage enterprise)
Notes to Financial Statements
December 31, 2012
Current operations
$(227,656)
$( 92,188)
Less, Nondeductible expenses
-0-
-0-
-Less, Change in valuation allowance
227,656
92,188
Net refundable amount
-0- -0-
The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows:
12/31/2012
12/31/11
Deferred tax asset attributable to:
Net operating loss carryover
$856,027
$ 628,371
Less, Valuation allowance
( 856,027)
( 628,371)
Net deferred tax asset
-0- -0-
At December 31, 2012, an unused net operating loss carryover approximating $2,547,725 is available to offset future taxable income; it expires beginning in 2018. Due to the change of control of the Company, the use of the net operating loss may be limited in the future.
Note 5 Investment in HITOR Poland LLC
On May 16, 2012, The Company invested $3,000 in HITOR Poland LLC. The Company owns a 49% interest in the LLC. The joint venture is a manufacturing plant that will manufacture the HITOR product line and operates in Sanouk, Poland. On September 13, 2012, the Company invested an additional $20,100 for a total of $23,100 at December 31, 2012.
Note 6 Cumulative sales of stock:
Since its inception, we have issued shares of common stock as follows:
On July 15, 2005, the Company issued 81,005,000 founder shares for services rendered in the amount of $81,005.
On September 30, 2006 the Company completed a reverse merger with LFG International, Inc. The Company issued 67,133 shares for the outstanding shares of LFG International, Inc. As part of the recapitalization of the reverse merger the Company rolled forward a reverse 2:1 stock split. The effect of this reverse split was a reduction of the outstanding shares of 40,435,367.
On June 19, 2007, the Companys convertible notes payable were called. The company issued 1,000,000 shares in exchange for $700,000 of the convertible notes.
On July 12, 2007 the Company issued 100,000 shares of common stock in exchange for consulting services rendered.
On March 31, 2008 the Company issued 15,000 shares of common stock for $15,000.
On February 26, 2010 the Company issued 20,000 shares of common stock for $20,000.
On December 22, 2010 the Company issued 275,000 shares of common stock for $55,000.
In September and October of 2011, The Company issued 2,150,000 shares of stock for $244,400.
In December 2011, The Company issued 107,673 as part of a convertible debenture.
Hitor Group, Inc.
Formerly Nano-Jet Corp.
(A development stage enterprise)
Notes to Financial Statements
December 31, 2012
During the first quarter of 2012, the Company issued 400,000 shares of stock for $40,000 to two individuals and 3,142,750 shares to Turon Capital Partners, Inc. for marketing services to be provided.
Note 7 Convertible Notes Payable:
On December 12, 2006 the Company issued a convertible notes payable in the amount of $300,000. $200,000 of the loan was advanced in December, 2006. In March 2007, the additional $100,000 was received. The note is due one year from the date of issue and bears interest at the rate of 5% per annum compounded annually. The terms of the note allow the holder to convert the note into shares of the companys stock at the rate of one share per $1 of debt including unpaid interest. The balance of the convertible notes payable at March 31, 2012 and December 31, 2011 was $300,000.
The Company issued additional convertible notes payable in July of 2009 in the amount of $100,000. The note is due one year from the date of issue and bears interest at a rate of 5% per annum compounded annually. The terms of the note allow the holder to convert the note into shares of the Companys stock at a rate of one share per $1 of debt including unpaid interest. The balance of this note is $100,000 at March 31, 2012 and December 31, 2011.
On January 24, 2012, The Company entered into a Note Purchase Agreement with Asher Enterprises, Inc. in which the Company issued to Asher Enterprises a convertible promissory note in the amount of $42,500. These notes are convertible into shares of the Companys common stock based on 55% of the lowest trade price in the 10 days pervious to the conversion. The Notes have a maturity of 10 months and each bear an 8% interest rate. As of June 30, 2012, the Company has issued and received $42,500. Additionally, the company recorded the intrinsic value of the 45% discount on conversion factor. The Company recorded bond discount of $34,773.
On May 16, 2012, The Company entered into a Note Purchase Agreement with Asher Enterprises, Inc. in which the Company issued to Asher Enterprises a convertible promissory note in the amount of $27,500. These notes are convertible into shares of the Companys common stock based on 55% of the lowest trade price in the 10 days pervious to the conversion. The Notes have a maturity of 10 months and each bear an 8% interest rate. As of June 30, 2012, the Company has issued and received $27,500. Additionally, the company recorded the intrinsic value of the 45% discount on conversion factor. The Company recorded bond discount of $22,500.
On July 31, 2012, The Company entered into a Note Purchase Agreement with Asher Enterprises, Inc. in which the Company issued to Asher Enterprises a convertible promissory note in the amount of $32,500. These notes are convertible into shares of the Companys common stock based on 55% of the lowest trade price in the 10 days pervious to the conversion. The Notes have a maturity of 9 months and each bear an 8% interest rate. As of September 30, 2012, the Company has issued and received $32,500. Additionally, the company recorded the intrinsic value of the 45% discount on conversion factor. The Company recorded bond discount of $14,773.
The balance of these convertible debentures at December 31, 2012 was $102,500 and the bond discount amount was $15,481.
Note 8 Notes Payable
The Company has a non-interest bearing note payable with one of its officers and shareholders. The balance of this note at December 31, 2012 was $151,279 and $61,887 at December 31, 2011.
The Company also has a note payable dated September 30, 2010 in the amount of $17,383. The note carries an interest rate of 12% and a one year maturity rate. The note is secured by inventory.
Hitor Group, Inc.
Formerly Nano-Jet Corp.
(A development stage enterprise)
Notes to Financial Statements
December 31, 2012
Note 9 Stock Subscriptions
On March 22, 2007 the Company issued a stock subscription in the amount of $700,000. The subscription is for 1,000,000 shares at a rate of $0.70 per share. Among other provisions the subscription holder has exclusive selling rights to the Companys product in Poland and responsibilities to sell preset amounts of product.
In January 2012, the Company issued a stock option to Makirys Management Group Inc. in the amount of $300,000 or 3,000,000 shares at $0.10 per share. The incentive is to entice the Company to expand the product lines into different countries and increase the market share in Canada.
Note 10 Resignation of Director
On February 1, 2012, Mr. Xiao Lin resigned as a director of the Company.
Note 11 - New accounting pronouncements:
In December 2010, the FASB issued updated guidance on when and how to perform certain steps of the periodic goodwill impairment test for public entities that may have reporting units with zero or negative carrying amounts. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2010, with early adoption prohibited. The adoption of this standard update did not impact the Companys consolidated financial statements.
In May 2011, the FASB issued guidance to amend certain measurement and disclosure requirements related to fair value measurements to improve consistency with international reporting standards. This guidance is effective prospectively for public entities for interim and annual reporting periods beginning after December 15, 2011, with early adoption by public entities prohibited. The Company is currently evaluating this guidance, but does not expect its adoption will have a material effect on its consolidated financial statements.
In June 2011, the FASB issued new guidance on the presentation of comprehensive income that will require a company to present components of net income and other comprehensive income in one continuous statement or in two separate, but consecutive statements. There are no changes to the components that are recognized in net income or other comprehensive income under current GAAP. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2011, with early adoption permitted. The Company is currently evaluating this guidance, but does not expect its adoption will have a material effect on its consolidated financial statements.
Note 12 Marketing Contract and Restatement:
Prior to the issuance of the financial statements management determined that it had not recorded a consulting agreement between Turon Capital Partners, Inc. and the Company. The agreement was effective on March 2, 2012 and will result in a restatement for both the March 31, 2012 and June 30, 2012 financial statements. The agreement between the parties was for ongoing consulting and support assistance for the marketing of all the Companys products. The term of the agreement is for a period of twelve months but can be canceled by either party with a sixty day written notice by certified/registered mail. Compensation provided to Turon Capital Partners, Inc. was in the form of an issuance of 3,142,750 common shares. Furthermore, the Company has agreed to advance $50,000 upon the approval of a ninety day marketing plan that has yet to be finalized.
The following table represents the effects of the restated statements as of March 31, 2012 and June 30, 2012:
Hitor Group, Inc.
Formerly Nano-Jet Corp.
(A development stage enterprise)
Notes to Financial Statements
December 31, 2012
Item 9.Controls and Procedures.
(a) Evaluation of Disclosure Controls and Procedures
Our Chief Executive Officer and Chief Financial Officer, after evaluating the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a 15(e) and 15d 15(e)), have concluded that, as of December 31, 2012, our disclosure controls and procedures were not effective to ensure that information required to be disclosed in the reports that are filed or submitted under the Exchange Act is accumulated and communicated to management, including the CEO and CFO, to allow timely decisions regarding required disclosures.
Specifically, we have noted the following material weaknesses and significant deficiencies in our internal controls over financial reporting and disclosure: we do not have sufficient segregation of duties in our day to day operations and have not implemented compensating controls to offset the material weaknesses noted; we have noted material weaknesses with respect to our financial reporting process, most notably our internal audit functions; we have noted material weaknesses with respect to our corporate governance and control environment, as noted by restatements of our financial statements from June 30, 2010 to June 30, 2011, due to a failure to reflect a 1.5 for 1 forward split of our common stock. We have restated all financial statements from June 30, 2010 through June 30, 2011. Additionally, the Company restated its quarterly financial statements as of June 30, 2012 and March 31, 2012, include a consulting agreement previously omitted from these statements.
(b) Managements Annual Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a 15(f) under the Exchange Act. Because of its inherent limitations, internal control over financial reporting cannot provide absolute assurance of the prevention or detection of misstatements. In addition, projections of any evaluation of effectiveness to future periods are subject to risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. In connection with the preparation of this Annual Report on Form 10 K for the year ended December 31, 2012, management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our internal controls over financial reporting, pursuant to Rule 13a-15 under the Exchange Act based on the framework in Internal Control Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Our Chief Executive Officer and Chief Financial Officer have concluded that the design and operation of our internal controls and procedures were not effective as of December 31, 2012. There were no significant changes in our internal controls over financial reporting that occurred during the fourth fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting. This Annual Report on Form 10 K does not include an attestation report of the Companys independent registered public accounting firm regarding internal control over financial reporting. Managements report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit us to provide only managements report in this Annual Report on Form 10 K.
(c) Changes in Internal Control over Financial Reporting
Other than as described above, there were no changes in our internal control over financial reporting during the year ended December 31, 2012, that have materially affected, or are reasonably likely to materially affect our internal controls over financial reporting. Due to the material weaknesses and significant deficiencies noted above, management and the Board of Directors are currently working to remediate all noted weaknesses and deficiencies This Annual Report on Form 10 K does not include an attestation report of the Companys independent registered public accounting firm regarding internal control over financial reporting. Managements report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit us to provide only managements report in this Annual Report on Form 10 K.
Item 9B.Other Information.
None.
PART III
Item 10. Directors, Executive Officers and Corporate Governance
Set forth below is the name and age of each individual who was a director or executive officer of Hitor Group as of December 31, 2012, together with all positions and offices of the Company held by each and the term of office and the period during which each has served:
Directors:
Name of Director | Age | Date of Appointment |
Ken Martin |
| 10/13/2006 |
Xiao Lin |
| 10/13/2006 |
Harald Hartz |
| 10/13/2006 |
Richard Harris |
| 08/14/2012 |
Executive Officers:
Name of Officer | Office | Date of Appointment |
Ken Martin | Chief Executive Officer | 10/13/2006 |
Richard Harris | President | 08/14/2012 |
All directors serve for a period of one year, or until a successor is duly elected at the next annual shareholders meeting.
Ken Martin is a Director and Chief Executive Officer of Hitor Group, Inc., a Nevada Corporation. Mr. Martin, founder of International Telcom Solutions, Inc. (ITS), has an extensive international background in the telephony industry spanning fifteen years. Through a vast global network Mr. Martin negotiates government level contracts for VOIP (Voice over the Internet Protocol). To date he has initialized contracts for Russia, Germany, Poland, Ukraine, Italy and Malta. Negotiations have included Thailand, Viet Nam, Lebanon, Turkey, Jordan, France, Cyprus, China, Pakistan and former Russian States. He has negotiated multi-million dollar contracts with governments and major companies. Through his long term contacts in the oil and gas industries he has been able to focus on the Hitor Group (Nano Jet Corp) products since 2004 and through the aforementioned countries Hitor Group has worldwide marketing potential.
Richard Harris worked for an international training company out of Vancouver, B.C., and Asiancan of Shanghai until 2004, when he retired. From 2009-2011, he was Vice President of Wantsa, Inc. of Vancouver, B.C. Since 2011, he has been a consultant to Hitor Group.
Xiao Lin is the Managing Director of Hitor Group, Inc. He is also the Managing Director and shareholder of KangHe Handels GmbH, Hanseatic ProMotion GmbH, Managing Director of Firma Pan American Handels GmbH, also executive director Europe International Holdings Group Ltd; Hong Kong. Mr. Lin has negotiated major manufacturing contracts throughout Europe and Asia with such companies as Mercedes Benz, Airbus, Repower, and China Shipbuilding and is well connected to numerous manufacturers of automobiles, trucks, and motorcycles throughout Europe and Asia.
Harry Hartz is the Managing Director of Hitor Group, Inc. in Germany. Mr. Hartz has traveled extensively in Eastern European block countries and lived in Asia. He has many high ranking contacts throughout the world and in particular China, Poland, Baltic States and Germany. Mr. Hartz was formerly employed as an inspector and manager of ORO Frucht Import GmbH. Mr. Hartz will lead the Companys sales effort in the European market through a network of established representatives. None of Hitor Groups
Directors or executive officers have been involved, during the past ten years, in any bankruptcy proceeding, conviction or criminal proceedings; has not been subject to any order, judgment, or decree, not subsequently reversed or suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities; and has not been found by a court of competent jurisdiction, the Commission or the Commodity Futures trading Commission to have violated a federal or state securities or commodities law.
Employment Agreements
N/A
Significant Employees
Hitor Group has no significant employees other than the officers and directors described above.
Code of Ethics
The Company has not adopted a Code of Ethics as of the year ended December 31, 2012.
Corporate Governance
There have been no changes to the procedures by which security holders may recommend nominees to the Companys Board of Directors. The Company does not currently have an audit committee.
Item 11. Executive Compensation.
The Companys directors have not and currently do not receive any compensation from the Company for their service as corporate directors.
SUMMARY COMPENSATION TABLE | |||||||||
Name and Principal Position | Year | Salary | Bonus | Stock | Option | Non-Equity | Nonqualified | All Other Compe | Total |
Ken Martin, CEO | 2012 2011 | 0 0 | 0 0 | 0 0 | 0 0 | 0 0 | 0 0 | 0 0 | 0 0 |
Richard Harris, President | 2012 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
There has been no cash payment paid to the executive officers for services rendered in all capacities to us for the fiscal period ended December 31, 2012. Except as noted above, there has been no compensation awarded to, earned by, or paid to the executive officers by any person for services rendered in all capacities to us for the fiscal period ended December 31, 2012.
Stock Option Grants
The Company did not grant any stock options to the executive officers during the most recent fiscal period ended December 31, 2012. The Company has also not granted any stock options to the executive officers since incorporation, November 4, 2002.
Director Compensation
The Directors of the Company do not receive compensation at this time, but are paid consulting fees for specific services as incurred.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
The following table sets forth the beneficial ownership of the Companys officers, directors, and persons who own more than five percent of the Companys common stock as of the date of this filing. Under relevant provisions of the Securities and Exchange Act of 1934 (the Exchange Act), a person is deemed to be a beneficial owner of a security if he or she has or shares the power to vote or direct the voting of the security or the power to dispose or direct the disposition of the security. A person is also deemed to be a beneficial owner of any securities of which that person has the right to acquire beneficial ownership in 60 days. More than one person may be deemed to be a beneficial owner of the same securities. The percentage ownership of each stockholder is calculated based on the total number of outstanding shares of our common stock of 41,684,633 as of the date of this filing. The table is based upon information provided by our directors and executive officers.
Name and Address of Beneficial Owner | Title of Class | Amount and Nature of Beneficial Ownership | Percentage of Class(1) |
Ken Martin, CEO, Director 13221 Redmond Way, Redmond, WA 98052 | Common | 15,300,000 | 22.1% |
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Richard Harris, President, Director 6513 132nd Ave. NE, #376 Kirkland, WA 98033 | Common | 0 | 0% |
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Harald Hartz, Director 22299 Hamburg, Sierichstrasse 129a, Telefon 004049345611, Germany | Common | 3,750,000 | 5.4% |
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Lin Xiao, Director Sachsen Weg 37C 22455, Hamburg | Common | 3,750,000 | 5.4% |
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Officers and Directors as a Group (3) | Common | 22,800,000 | 32.9% |
Item 13. Certain Relationships and Related Transactions, and Director Independence.
No persons who may, in the future, be considered a promoter will receive or expect to receive assets, services or other consideration from us. No assets will be or are expected to be acquired from any promoter on behalf of our company. We have not entered into any agreements that require disclosure to our shareholders.
None of the Directors of the Company are independent.
Item 14. Principal Accountant Fees and Services
Audit Fees: All fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant's annual financial statements and the review of financial statements included in the registrant's Form 10-Q or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.
2012
$21,500
2011:
$16,000
Audit-Related Fees: All fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit or review of the registrant's financial statements and are not reported under Item 9(e)(f1) of Schedule 14A.
2012:
$ 0
2011:
$ 0
Tax Fees: The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning:
2012:
$0
Nature of Services:
2011:
$ 0
Nature of Services
All Other Fees:
2012:
$ 0
2011:
$ 0
PART IV
Item 15. Exhibits, Financial Statement Schedules
Exhibit No. | Document | Location |
3.1 | Articles of Incorporation | Incorporated by Reference to Form SB-2 filed March 24, 2003 |
3.2 | Bylaws | Incorporated by reference to Form SB-2 filed March 24, 2003 |
3.3 | Certificate of Amendment filed August 27, 2004 | Included |
3.3 | Certificate of Amendment filed October 19, 2006 | Incorporated by reference to Form 8K filed November 3, 2006 |
3.5 | Certificate of Amendment filed December 6, 2007 | Included |
31 | Rule 31a 14(a)/15d 14(a) Certification | Included |
32 | Section 1350 | Included |
101.INS | XBRL Instance | Included* |
101.SCH | XBRL Taxonomy Extension Schema | Included* |
101.CAL | XBRL Taxonomy Extension Calculation | Included* |
101.DEF | XBRL Taxonomy Extension Definitions | Included* |
101.LAB | XBRL Taxonomy Extension Labels | Included* |
101.PRE | XBRL Taxonomy Extension Presentation | Included* |
Signatures
Pursuant to the requirements of Section 13 or 15(d) 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.
HITOR GROUP. INC.
Ken Martin
Chief Executive Officer, Director
Dated April 14, 2013
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
Ken Martin
Chief Executive Officer,
Chief Accounting Officer,
Director
Dated: April 14, 2013
Richard Harris
President
Director
Dated: April 14, 2013
/s/ Harold Harts
Harald Hartz
Director
Date: April 14,2013
/s/ Lin Xiao
Lin Xiao
Director
April 14, 2013