Attached files

file filename
EX-32.1 - EXHIBIT 32.1 - CORGREEN TECHNOLOGIES HOLDING Corpex32_1.htm
EX-31.1 - EXHIBIT 31.1 - CORGREEN TECHNOLOGIES HOLDING Corpex31_1.htm
EXCEL - IDEA: XBRL DOCUMENT - CORGREEN TECHNOLOGIES HOLDING CorpFinancial_Report.xls


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
FORM 10-Q
 

x
QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
  
FOR THE QUARTERLY PERIOD ENDED March 31, 2014
 
  
  
 
 
OR                
 
  
  
 
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934                    
 

Commission file number 333-184793

GOLD RIDGE RESOURCES, INC.
(Exact name of registrant as specified in its charter)
NEVADA
(State or other jurisdiction of incorporation or organization)
7582 Las Vegas Blvd., South, #552
Las Vegas, NV 89123
(Address of principal executive offices, including zip code.)
 
(702) 418-0055
(telephone number, including area code)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the last 90 days.  YES x     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 x     No o
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer, “accelerated filer,” “non-accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer  o
Accelerated filer  o
Non-accelerated filer    o
Smaller reporting company   x


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
 YES o    NO x

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 16,450,000 shares of common stock as of April 30, 2014.
 


 
 

 
  
 
 
 PART I. - FINANCIAL INFORMATION
   
 Page
     
3
     
  3
     
  4
     
  5
     
  6
     
8
     
9
     
9
     
 PART II
OTHER INFORMATION
 
     
10
     
10
     
10
     
INDEX TO EXHIBITS
 
   
  10
 
 
GOLD RIDGE RESOURCES, INC.
(An Exploration Stage Company)
(Unaudited)
 
ASSETS
 
 
 
     
 
March 31,
 
June 30,
 
 
2014
 
2013
 
 
(Unaudited)
       
CURRENT ASSETS
           
             
Cash
  $ 25,948     $ 2,204  
Prepaid expenses
    -       -  
                 
Total Current Assets
    25,948       2,204  
                 
PROPERTY AND EQUIPMENT, Net
    -       -  
                 
TOTAL ASSETS
  $ 25,948     $ 2,204  
                 
                 
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
 
                 
CURRENT LIABILITIES
               
                 
Accounts payable
  $ 2,756     $ 1,353  
Accounts payable - related party
    -       16,437  
                 
Total Current Liabilities
    2,756       17,790  
                 
STOCKHOLDERS' EQUITY (DEFICIT)
               
                 
Common stock, 100,000,000 shares authorized at
               
par value of $0.001, 16,450,000 and 8,000,000 shares
               
issued and outstanding, respectively
    16,450       8,000  
Additional paid-in capital
    71,550       -  
Deficit accumulated during the development stage
    (64,808 )     (23,586 )
                 
Total Stockholders' Equity (Deficit)
    23,192       (15,586 )
                 
                 
TOTAL LIABILITIES AND
               
STOCKHOLDERS' EQUITY
  $ 25,948     $ 2,204  
 
The accompanying notes are an integral part of these condensed financial statements.

 
GOLD RIDGE RESOURCES, INC.
(An Exploration Stage Company)
(Unaudited)
 
 
                         
From Inception
 
                           
on July 15, 2010
 
   
For the Three Months Ended
   
For the Nine Months Ended
   
through
 
   
March 31,
   
March 31,
   
March 31,
 
   
2014
   
2013
   
2014
   
2013
   
2014
 
                               
REVENUES
  $ -     $ -     $ -     $ -     $ -  
                                         
OPERATING EXPENSES
                                       
                                         
Professional fees
    4,236       3,512       20,169       9,192       41,512  
General and administrative
    12,860       66       21,053       870       23,296  
                                         
Total Operating Expenses
    17,096       3,578       41,222       10,062       64,808  
                                         
                                         
LOSS FROM OPERATIONS
    (17,096 )     (3,578 )     (41,222 )     (10,062 )     (64,808 )
                                         
                                         
LOSS BEFORE INCOME TAXES
    (17,096 )     (3,578 )     (41,222 )     (10,062 )     (64,808 )
                                         
PROVISION FOR INCOME TAXES
    -       -       -       -       -  
                                         
NET LOSS
  $ (17,096 )   $ (3,578 )   $ (41,222 )   $ (10,062 )   $ (64,808 )
                                         
                                         
BASIC AND DILUTED  LOSS PER COMMON SHARE
    (0.00 )     (0.00 )     (0.00 )     (0.00 )        
                                         
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
                                       
  OUTSTANDING - BASIC AND DILUTED
    16,450,000       8,000,000       14,044,526       8,000,000          
 
The accompanying notes are an integral part of these condensed financial statements

 
GOLD RIDGE RESOURCES, INC.
(An Exploration Stage Company)
(Unaudited)
 
   
 
         
From Inception
 
               
on July 15, 2010
 
   
For the Nine Months Ended
   
Through
 
   
March 31,
   
March 31,
 
   
2014
   
2013
   
2014
 
                   
OPERATING ACTIVITIES
                 
                   
Net loss
  $ (41,222 )   $ (10,062 )   $ (64,808 )
Adjustments to reconcile net loss to
                       
  net cash used by operating activities:
                       
Operating expenses paid by shareholder
    -       1,348       2,286  
Changes in operating assets and liabilities:
                       
Accounts payable
    1,403       -       2,756  
                         
Net Cash Used in Operating Activities
    (39,819 )     (8,714 )     (59,766 )
                         
INVESTING ACTIVITIES
                       
                         
Net Cash Provided by Investing Activities
    -       -       -  
                         
FINANCING ACTIVITIES
                       
                         
Proceeds from related-party payables
    -       11,651       14,151  
Proceeds from stock subscriptions payable
    -               4,990  
Repayments on related-party payables
    (16,437 )     -       (16,437 )
Proceeds from common stock for cash
    80,000       -       83,010  
                         
Net Cash Provided by Financing Activities
    63,563       11,651       85,714  
                         
NET INCREASE IN CASH
    23,744       2,937       25,948  
                         
CASH AT BEGINNING OF PERIOD
    2,204       484       -  
                         
CASH AT END OF PERIOD
  $ 25,948     $ 3,421     $ 25,948  
                         
CASH PAID FOR:
                       
Interest
  $ -     $ -     $ -  
Income Taxes
  $ -     $ -     $ -  
                         
NON-CASH INVESTING AND FINANCING ACTIVITIES:
                       
                         
Common stock issued for stock subscriptions payable
  $ -     $ -     $ 4,990  
 
The accompanying notes are an integral part of these condensed financial statements.

GOLD RIDGE RESOURCES, INC.
(An Exploration Stage Company)
March 31, 2014 and June 30, 2013
(Unaudited)

NOTE 1 - CONDENSED FINANCIAL STATEMENTS

The accompanying financial statements have been prepared by the Company without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at March 31, 2014, and for all periods presented herein have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted.  It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's June 30, 2013 audited financial statements.  The results of operations for the periods ended March 31, 2014 and 2013 are not necessarily indicative of the operating results for the full years.

NOTE 2 - GOING CONCERN

The Company's financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES

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 amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

Recent Accounting Pronouncements

The Company has evaluated recent accounting pronouncements and their adoption has not had or is not expected to have a material impact on the Company’s financial position or statements.

NOTE 4 – RELATED-PARTY TRANSACTIONS

The Company had a balance due to related parties totaling $-0- and $16,437 as of March 31, 2014 and June 30, 2013, respectively.  The related party payables are unsecured, bear no interest and are due on demand.

GOLD RIDGE RESOURCES, INC.
(An Exploration Stage Company)
Notes to the Condensed Financial Statements
March 31, 2014 and June 30, 2013
(Unaudited)

NOTE 5 - STOCKHOLDERS’ EQUITY (DEFICIT)

The Company has authorized 100,000,000 common shares with a par value of $0.001 per share.  Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought.

During the nine months ended March 31, 2014 the Company issued 8,450,000 shares of common stock for cash of $80,000.

NOTE 6 – SUBSEQUENT EVENTS

In accordance with ASC 855 Company management reviewed all material events through the date of this report and determined that there are no material subsequent events to report.




 
 

This section of this report includes a number of forward- looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

Plan of Operation

We are a start-up corporation and have not yet generated or realized any revenues from our business operations.  

Operations

We are an exploration stage company. We have not yet started operations or generated or realized any revenues from our business operations.
 
 
Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an ongoing business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated any revenues and no revenues are anticipated until we begin removing and selling minerals. Accordingly, we must raise cash from sources other than the sale of minerals found on the Property. Our only other sources for cash at this time are loans from related parties and additional sales of common stock. Our success or failure will be determined by what additional financing we obtain and what we find under the ground.
 
 
If we find mineralized material and it is economically feasible to remove the mineralized material, we will attempt to raise additional money through a private placement, public offering or through loans.

 
Results of Operations
 
 
Revenue

We did not earn any revenues from our incorporation on July 15, 2010 to March 31, 2014. We are in the exploration stage of our business and can provide no assurance that we will discover economic mineralization on our mineral property.
 
Expenses

For the quarter ended March 31, 2014, we incurred operating expenses in the amount of $17,096 as against $3,578 for the quarter ended March 31, 2013, and $41,222 for the nine months ended March 31, 2014 as against $10,062 for the nine months ended March 31, 2013. This resulted from an increase in professional fees related to our becoming a public company.
 
We incurred total operating expenses in the amount of $64,808 for the period from our inception on July 15, 2010 to March 31, 2014. These operating expenses were comprised of filing fees, professional fees and mining expenses.

Net Loss

Our net loss increased from $3,578 for the quarter ended March 31, 2013 to $17,096 for the quarter ended March 31, 2014 and from $10,062 to $41,222 for the nine months ended March 31, 2014. This loss was mainly due to the increase in expenses noted above.
 
 
Liquidity

As of March 31, 2014, we had total assets of $25,948.  As of June 30, 2013, we had assets of $2,204. We had an accumulated deficit of $64,808 and current liabilities of $2,756 at March 31, 2014.  We had an accumulated deficit of $23,586 and current liabilities of $17,790 at June 30, 2013.  We have not yet had any revenue, and continue to focus on the approvals to become publicly traded.


Business Plan Risks

The Company’s business plan is prone to significant risks and uncertainties which could have an immediate impact on its efforts to generate a positive net cash flow and could deter the anticipated exploration and development of its mining interests. Historically, the Company has not generated sufficient cash flow to sustain operations and has had to rely on debt or equity financing to remain in business. Therefore, we cannot offer future expectations that any interests owned by the Company will be commercially developed or that its operations will be sufficient to generate the revenue required. Should we be unable to generate cash flow, the Company may be forced to seek additional debt or equity financing as alternatives to the cessation of operations. The success of such measures can in no way be assured.  Inherently, in the exploration of mineral properties, there are substantial risks which the Company may not be able to mitigate and could result in a cessation of operations.

 Going Concern

Our auditors have issued a going concern opinion.  This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills.  This is because we have not generated any revenues and no revenues are anticipated until we begin operations.  There is no assurance we will ever reach this point.  Accordingly, we must raise cash from sources other than operations.       

Limited Operating History; Need for Additional Capital

There is no historical financial information about us upon which to base an evaluation of our performance.  We have not generated any revenues from operations.  We cannot guarantee we will be successful in our business operations.  Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in goods and services.  We need additional capital to operate during the next twelve months.

Equity financing could result in additional dilution to existing shareholders.

Recent Accounting Pronouncements

The Company has analyzed the Accounting Standards Updates that were issued through March 31, 2014 and have determined that none are anticipated to have a material impact on the Company’s financial position or results of operations.


We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
  



Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report.  Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were not effective during the quarter ended March 31, 2014.

There were no changes in our internal control over financial reporting during the quarter ended March 31, 2014 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 
 
 
PART II. OTHER INFORMATION



We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.


During the nine months ended March 31, 2014 the Company issued 8,450,000 shares of common stock for cash of $80,000.



The exploration activities of the Company are yet to start; hence the mine safety disclosures are not applicable.


The following documents are included herein:

Exhibit
No.
 
Document Description
  
 
  
31.1
 
Certification of Principal Executive Officer and Principal Financial Officer pursuant Section 302 of the Sarbanes-Oxley Act of 2002
  
 
  
32.1
 
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
     
101*
 
   Interactive data files pursuant to Rule 405 of Regulation S-T
  
 
*Pursuant to applicable securities laws and regulations, we are deemed to have complied with the reporting obligation relating to the submission of interactive data files in such exhibits and are not subject to liability under any anti-fraud provisions of the federal securities laws as long as we have made a good faith attempt to comply with the submission requirements and promptly amend the interactive data files after becoming aware that the interactive data files fail to comply with the submission requirements. Users of this data are advised that, pursuant to Rule 406T, these interactive data files are deemed not filed and otherwise are not subject to liability.
 
 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities on this 13th day of May, 2014.

 
 
GOLD RIDGE RESOURCES, INC.
 
       
  BY: DAVID MOUGH  
  /a/
DAVID MOUGH
 
       
 
President and Interim Chief Financial
Officer
 

 
10