UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

_________________

FORM 10-Q

_________________

 þ    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: February 28 2013

or

o     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from: ______ to ______

_________________

PROFIT PLANNERS MANAGEMENT, Inc.

(Exact name of registrant as specified in its charter) 

_________________

Nevada	333-142076	90-0450030
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation or Organization)	File Number)	Identification No.)

350 Madison Avenue, 8th Floor, New York, New York, 10017
(Address of Principal Executive Offices) (Zip Code)

(646) 416-6802
(Registrant’s telephone number, including area code)

N/A
(Former name or former address and former fiscal year, if changed since last report)

_________________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  þ     No o 

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    o     No þ

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer  o

Accelerated filer  o

Non-accelerated filer  o

Smaller reporting company  þ

 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes    o     No þ

APPLICABLE ONLY TO CORPORATE ISSUERS

 

As of April 19, 2013, the issuer had 50,507,416 outstanding shares of Common Stock.

 

Profit Planners Management, Inc.

 

TABLE OF CONTENTS

 

	PART I	Page
Item 1.	Condensed Consolidated Financial Statements
	Condensed Consolidated Balance Sheets as of February 28, 2013 (Unaudited) and May 31, 2012 (Audited)	1
	Condensed Consolidated Statements of Operations for the three months and nine months ended February 28, 2013 and 2012 (Unaudited)	2
	Condensed Consolidated Statements of Cash Flows for the nine months ended February 28, 2013 and 2012 (Unaudited)	3
	Notes to the Condensed Consolidated Financials (Unaudited)	4
Item 2.	Management’s Discussion and Analysis or Plan of Operation	5
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	6
Item 4T	Controls and Procedures	6
	PART II
Item 1.	Legal Proceedings	6
Item 1A.	Risk Factors	6
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	6
Item 3.	Defaults Upon Senior Securities	6
Item 4.	Submission of Matters to a Vote of Security Holders	6
Item 5.	Other Information	6
Item 6.	Exhibits	6
SIGNATURES		7

  

 

 

 

 

PART I.

 

ITEM 1. FINANCIAL INFORMATION

 

Profit Planners Management, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

 

 

		February 28, 2013			May 31, 2012
Assets
Current assets:
Cash		$	98,604		$	80,537
Accounts receivable			110,297			77,425
Other current assets			15,416			11,288
Total current assets			224,317			169,250
Net property and equipment			8,369			3,313
Total Assets		$	232,686		$	172,563
Liabilities and Stockholders' Deficit
Current liabilities:
Accounts payable and accrued expenses		$	241,801		$	141,444
Accounts payable and accrued expenses - related party			35,650			33,150
Total Liabilities			277,451			174,594
Stockholders' Deficit
Preferred stock - $.001 par value; 50,000,000 shares authorized; none issued and outstanding			-			-
Common stock - $.001 par value; 500,000,000 shares authorized; 50,507,416 and 50,407,416 shares issued and outstanding, respectively			50,506			50,406
Common stock - $.001 par value; 370,372 shares subscribed not issued, respectively			370			370
Additional paid-in capital			154,906			144,120
Less: Amount due from subscriber under subscription agreement			(28,334)			(33,334)	)
Accumulated deficit			(222,213)			(163,593)	)
Net Stockholders' Deficit			(44,764)			(2,031)
Total Liabilities And Stockholders' Equity		$	232,686		$	172,563

 

See accompanying notes to condensed consolidated financial statements.

 

 

 

 

Profit Planners Management, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

 

 

	Three Months  Ended February 28,  2013		Three Months Ended February 29,  2012		Nine Months Ended February 28,  2013		Nine Months Ended February 29,  2012
Revenue	$	177,845	$	143,583	$	631,055	$	331,283
Related parties revenue		–		2,660		–		5,660
Total revenue		177,845		146,243		631,055		336,943
Staff salaries – project related		126,853		62,571		384,279		87,634
Related parties project related		–		–		–		62,375
Other outsourced services		1,758		–		11,326		–
Total cost of revenue		128,611		62,571		395,605		150,009
Gross Profit		49,234		83,672		235,450		186,934
Operating expenses:
Officer’s compensation		33,659		28,724		82,731		55,756
Consulting & professional expenses		14,979		63,153		59,857		92,014
Other operating expenses		77,216		27,717		151,482		60,386
Total operating expenses		125,854		119,594		294,070		208,156
Net Loss	$	(76,620)	$	(35,922)	$	(58,620)	$	(21,222)
Basic and diluted Net Loss per weighted-average shares common stock	$	(0.00)	$	(0.00)	$	(0.00)	$	(0.00)
Weighted-average number of shares of common stock to be issued and outstanding-Basic & Diluted		50,507,416		50,407,416		50,468,588		50,274,948

 

 

See accompanying notes to condensed consolidated financial statements.

 

 

Profit Planners Management, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

 

 

		Nine Months  Ended February 28, 2013			Nine Months  Ended February 29, 2012
Net cash provided by (used in) operating activities		$	19,443		$	(9,811)
Net cash used in investing activities			(6,376)			(3,550)
Net cash provided by financing activities			5,000			33,333
Net change in cash			18,067			19,972
Cash, beginning of period			80,537			37,300
Cash, end of period		$	98,604		$	57,272

 

 

 

See accompanying notes to condensed consolidated financial statements

 

 

 

 

Profit Planners Management, Inc.

Notes to Condensed Consolidated Financial Statements

February 28, 2013

 

 

NOTE 1 - BASIS OF PRESENTATION

 

The accompanying unaudited condensed consolidated financial information of Profit Planners Management, Inc. (the Company) have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the United States Securities and Exchange Commission 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 necessary for a comprehensive presentation of financial position, results of operations, or cash flows. It is management’s opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation.

 

The condensed consolidated financial information for the three months and nine months ended February 28, 2013 include the accounts of the Company and its wholly-owned subsidiaries and all intercompany balances and transactions have been eliminated in consolidation.

 

The balance sheet at May 31, 2012 has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements.

 

The unaudited interim financial information should be read in conjunction with the Company’s Form 10-K, which contains the audited consolidated financial statements and notes thereto, together with Management’s Discussion and Analysis, for the year ended May 31, 2012. The interim results for the period ended February 28, 2013 are not necessarily indicative of the results for the full fiscal year.

 

NOTE 2 – NET LOSS PER COMMON SHARE

 

Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. There were 570,372 and 240,124 potentially dilutive shares outstanding as of February 28, 2013 and February 28, 2012, respectively. Due to the loss for the periods presented, the shares are not included in the calculation as they would be anti-dilutive.

 

NOTE 3 – GOING CONCERN

 

As reflected in the accompanying condensed consolidated financial statements, the Company had net loss of $58,620 for the nine months ended February 28, 2013 and the Company has minimal historical evidence of positive earnings as evidenced by the accumulated deficit of $222,213 at February 28, 2013. The historical trend of losses raises substantial doubt about the Company’s ability to continue as a going concern.

 

Management believes that the actions presently being taken and the success of future operations will be sufficient to enable the Company to continue as a going concern. These actions include continuing to grow our revenues sufficient to support our cost structure through existing and new clients. In addition, management intends to obtain capital in the near future through additional private placement offerings.

 

There can be no assurance that anticipated revenue growth and the raising of equity will be successful nor is there assurance that the Company’s anticipated financing will be available in the future, at terms satisfactory to the Company. Failure to achieve revenue growth and the equity and financing at satisfactory terms and amounts could have a material adverse effect on the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

NOTE 4 – INCOME TAXES

 

The Company has not recorded any income tax expense or benefit for the nine months ended February 28, 2013. Any taxable income generated will be offset by net operating losses (“NOL”) generated in previous years. At the present time, management cannot determine if the Company will be able to generate sufficient taxable income to realize the benefit of the NOL carryforwards; accordingly, a valuation allowance has been established to offset the asset.

 

NOTE 5 – STOCKHOLDERS’ EQUITY

 

On September 26, 2012, the board of directors of the Company approved a stock dividend payable to the holders of its issued and outstanding common stock, par value $.001 per share (the Stock Dividend). Under the terms of the Stock Dividend approved by the board, the holders of the Company’s common stock as of September 28, 2012 (the Record Date) were issued one (1) share of the Registrant’s common stock for each one (1) share owned by such holders on the Record Date. The Stock Dividend was effective on October 10, 2012 (the Payment Date).

 

As a result of the Stock Dividend, 25,203,708 shares of the Registrant’s common stock were issued to the Registrant’s shareholders of record as of the Record Date.

 

All periods presented in the accompanying condensed consolidated financial statements have been retroactively adjusted to reflect the issuance of the stock dividend.

 

 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

 

Forward-Looking Statements

 

The information in this report contains forward-looking statements. All statements other than statements of historical fact made in this report are forward looking. In particular, the statements herein regarding industry prospects and future results of operations or financial position are forward-looking statements. These forward-looking statements can be identified by the use of words such as “believes,” “estimates,” “could,” “possibly,” “probably,” “anticipates,” “projects,” “expects,” “may,” “will,” or “should” or other variations or similar words. No assurances can be given that the future results anticipated by the forward-looking statements will be achieved. Forward-looking statements reflect management’s current expectations and are inherently uncertain. Our actual results may differ significantly from management’s expectations.

 

The following discussion and analysis should be read in conjunction with our accompanying financial statements and the notes to those financial statements included in this filing. The following discussion includes forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this filing.

 

Operation

 

We are a Nevada Corporation founded in January 2009 with offices in New York, California and Florida.

 

Over the past twelve months our operations have expanded into several business areas. Our current operations are divided into the following revenues:

 

	·	CFO, Accounting and Tax services;
	·	Energy and telecom cost reduction services;
	·	Insurance and healthcare insurance services;
	·	Business to Business Social Media Platform
	·	Management Services

 

Our CFO, Accounting and Tax services are currently the main revenue guarantor with more than 95% of our revenues. In the future, we expect this percentage to go down as our other revenues gains traction in the market place.

 

Marketing

 

Our marketing efforts are targeted to small to midsized companies that are known to, located or identified by our finders network. We also utilize our contacts with other professional service firms (law firms, investment bankers, venture capital firms and CPA audit firms) that provide services to the small and middle market sector for referrals of potential clients. We also intend to explore potential acquisitions of small accounting, or other consulting firms, to acquire their customer lists in order to expand our client base. 

 

Currently we are operating Unified Partners as part of the marketing program for our services and products. As new users sign up for the Unified Partners interactive platform, we will use the information gathered from those users to target our marketing to companies that could benefit from our services. We believe that the benefits of Unified Partners will be as a source of potential customers for our other services and products.

 

Our target will be on companies that have sales of less than $100 million and are based in North America. Our industry focus is professional services and products. Although we focus on these industries we will look at opportunities in other industries if it makes economic sense.

 

We currently own and operate the following web-sites.

 

•		www.profitplannersmgt.com
•		www.unifiedpartnersgroup.com
•		www.enertelplus.com
•		www.twinpeaksplus.com

  

We use these web-sites as part of our marketing strategy.

 

We believe that these strategies will provide the best results given our limited marketing budget.

 

Critical Accounting Policies  

 

Accounts receivable

 

Accounts receivable represents open invoices from customers. The Company periodically evaluates the collectability of its accounts receivable and considers the need to record or adjust an allowance for doubtful accounts based upon historical collection experience and specific customer information. Actual amounts could vary from the recorded estimates. The Company has determined that as of February 28, 2013, no allowance for doubtful accounts was required because we believe that all receivables will subsequently be collected. The Company does not require collateral to support customer receivables.

 

Revenue recognition

 

The Company’s revenues are derived from management, financial and accounting advisory services.  The Company will recognize revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when it has persuasive evidence of an arrangement that the services have been rendered to the customer, the sales price is fixed or determinable, and collectability is reasonably assured.

 

Net loss per common share

 

Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. There were 570,372 potentially dilutive shares outstanding as of February 28, 2013.

 

Results of operations

 

Three and Nine Months Ended February 28, 2013 and 2012

 

For the three months ended February 28, 2013 and 2012, the company had revenue of $177,845 and $146,243, respectively. Related-party revenues were zero and $2,660 for the same periods. The increase in revenue was mainly due to new third-party customers during the three months ended February 28, 2013 compared to the three months ended February 28, 2012. Cost of revenue for the three months ended February 28, 2013 and 2012 totaled $128,611 and $62,571, respectively. Operating expenses for the three months ended February 28, 2013 and 2012 totaled $125,854 and $119,594, respectively, resulting in a net loss of $76,620 and $35,922, respectively.

 

Cost of revenue for the three months ended February 28, 2013 was comprised of staff salaries of $126,853 and outsourced services expense of $1,758. Cost of revenue for the three months ended February 28, 2012 comprised of staff salaries of $62,571. Operating expenses for the three months ended February 28, 2013 was comprised of officer compensation for the CEO of $33,659, consulting and professional fees of $14,979, rent expense of $11,355, travel-related costs of $7,944, corporate communications expense of $11,882, insurance expense of $8,987, filing fees of $7,488, computer-related expenses of $6,843, stock compensation expense of $3,750, office supplies expense of $3,421, telecommunications expense of $1,816, temporary labor expense of $2,945, web development expense of $1,732, marketing expense of $1,221, and other operating expenses of $7,832. For the three months ended February 28, 2012, operating expenses were comprised of officer compensation for the CEO of $28,724, professional fees (marketing, legal, audit and accounting) of $63,153, rent expense of $8,995, travel-related costs of $2,319, stock compensation expense of $4,844, insurance expense of $5,717 and other operating expenses of $5,842.

 

For the nine months ended February 28, 2013 and 2012, the company had revenue of $631,055 and $336,943, respectively.  Service revenue from related party clients totaled zero and $5,660 for the same periods, respectively. Cost of revenue for the nine months ended February 28, 2013 and 2012 totaled $395,605 and $150,009, respectively. Operating expenses for the nine months ended February 28, 2013 and 2012 totaled $294,070 and $208,156, resulting in a net loss of $58,620 and $21,222, respectively.

 

Cost of revenue for the nine months ended February 28, 2013 was comprised of staff salaries of $384,279 and outsourced services expense of $11,326. Cost of revenue for the nine months ended February 28, 2012 was comprised of staff salaries of $87,634 and related-party consulting and professional fees of $62,375. Operating expenses for the nine months ended February 28, 2013 was comprised of compensation expense for the CEO of $82,731, professional and consulting fees of $59,857, rent expense of $32,416, travel-related expenses of $21,957, corporate communications expense of $22,823, stock compensation expense of $10,885, filing fees of $13,425, insurance expense of $9,925, computer-related expenses of $7,440, web development expense of $7,239, office supplies of $5,528, telecommunications expense of $3,510, marketing expense of $2,383, temporary labor of $2,945, dues and subscriptions expense of $1,648, and other expenses of $9,358. For the nine months ended February 28, 2012, operating expenses were comprised of officer compensation for the CEO of $55,756, professional fees (marketing, legal, audit and accounting) of $92,014, rent expense of $23,358, insurance expense of $5,717, web development expense of $4,500, travel-related costs of $7,003, stock compensation expense of $7,552 and other operating expenses for $12,256.

Liquidity and Capital Resources

 

As of February 28, 2013, we had cash of $98,604 as compared to cash of $80,537 as of May 31, 2012. Net cash provided in operating activities totaled $19,443 for the nine months ended February 28, 2013. Net cash used in operating activities totaled $9,811 for the nine months ended February 28, 2012.

 

For the nine months ended February 28, 2013, net cash provided by operating activities was attributable to net loss of $58,620, a non-cash adjustment for depreciation expense of $1,319, stock compensation expense of $10,885, and a net decrease in operating assets and liabilities of $65,859.

 

For the nine months ended February 28, 2012, net cash used in operating activities was attributable to a net loss of $21,222, a non-cash adjustment for stock compensation expense of $7,552, and a net decrease of operating assets and liabilities of $3,859.

 

In order for us to execute our business plan we will need to raise at least $500,000 in debt or equity. The funds are needed for building out the management team, sales and marketing and working capital. There can be no assurance that we will be able to raise the funds needed to execute our business plan.

 

If we are unable to satisfy our cash requirements we may be unable to proceed with our plan of operations.  We do not anticipate the purchase or sale of any significant equipment. The foregoing represents our best estimate of our cash needs based on current planning and business conditions.  In the event we are not successful in reaching our initial revenue targets, additional funds may be required, and we may not be able to proceed with our business plan for the development and marketing of our core services. Should this occur, we will suspend or cease operations.

 

We anticipate that depending on market conditions and our plan of operations, we may incur operating losses in the foreseeable future.

 

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 

N/A

 

ITEM 4T. CONTROLS AND PROCEDURES.

 

Evaluation of Disclosure Controls and Procedures . Under the supervision and with the participation of our management, including our President, Chief Financial Officer and Secretary, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”)) as of the end of the period covered by this report. Based upon that evaluation, our President, Chief Financial Officer and Secretary concluded that our disclosure controls and procedures as of the end of the period covered by this report were effective such that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our management to allow timely decisions regarding disclosure. A controls system cannot provide absolute assurance, however, that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

 

Changes in Internal Control Over Financial Reporting. During the most recent quarter ended February 28, 2013, there has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

PART II

 

ITEM 1. LEGAL PROCEEDINGS.

 

We were not a party to any legal proceedings as of the date of filing of this Quarterly Report.

 

ITEM 1A. RISK FACTORS.

 

Our Annual Report on Form 10K for the fiscal year ended May 31, 2012 contains a description of the risk factors relating to our operations and to an investment in our common stock.

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

 

We did not issue or sell any equity shares during the fiscal quarter covered by this Quarterly Report.

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

 

None

 

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

 

None

 

ITEM 5. OTHER INFORMATION.

 

 On September 26, 2012, the board of directors of the Company approved a stock dividend payable to the holders of its issued and outstanding common stock, par value $.001 per share (the “Stock Dividend”). Under the terms of the Stock Dividend approved by the board, the holders of the Company’s common stock as of September 28, 2012 (the “Record Date”) were issued one (1) share of the Registrant’s common stock for each one (1) share owned by such holders on the Record Date. The Stock Dividend was effective and payable on October 10, 2012 (the “Payment Date”).

 

As a result of the Stock Dividend, 25, 203,708 shares of the Registrant’s common stock were issued to the Registrant’s shareholders of record as of the Record Date.

 

ITEM 6. EXHIBITS

 

Exhibit Number		Description of Exhibit
31.1		Certifications required by Rule 13a-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Chief Executive Officer and Principal Accounting Officer pursuant to 18 U.S.C.§ 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: April 19, 2013	Profit Planners Management, Inc.
	By: /s/ Wesley Ramjeet
	Wesley Ramjeet Chief Executive Officer, Chief Financial , Chief Accounting Officer and Director