(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOW
(UNAUDITED)
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IN US$
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SIX MONTHS
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SIX MONTHS
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(INCEPTION)
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ENDED
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ENDED
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THROUGH
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CASH FLOWS FROM OPERATING ACTIVITIES:
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Net (loss)
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$ |
(22,881 |
) |
|
$ |
(24,059 |
) |
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$ |
(242,122 |
) |
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Adjustments to reconcile net (loss)
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to net cash used in operating activities:
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Amortization
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5,000 |
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|
5,000 |
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26,667 |
|
Common stock issued for services
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- |
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- |
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8,450 |
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Change in assets and liabilities
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(Increase) in prepaid expenses and other current assets
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- |
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|
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- |
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|
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- |
|
Increase (decrease) in accounts payable and accrued expenses
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|
5,913 |
|
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|
4,375 |
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|
25,415 |
|
Total adjustments
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|
10,913 |
|
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|
9,375 |
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|
60,532 |
|
Net cash (used in) operating activities
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|
(11,968 |
) |
|
|
(14,684 |
) |
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|
(181,590 |
) |
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CASH FLOWS FROM INVESTING ACTIVITIES:
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Purchase of license
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- |
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- |
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(100,000 |
) |
Net cash (used in) investing activities
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- |
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- |
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|
(100,000 |
) |
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CASH FLOWS FROM FINANCING ACTIVITIES:
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|
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|
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Proceeds from notes payable - related
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|
- |
|
|
|
- |
|
|
|
15,000 |
|
Proceeds from notes payable - non-related
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|
1,250 |
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|
2,600 |
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|
41,450 |
|
Issuance of stock for cash
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|
- |
|
|
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- |
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200,000 |
|
Contribution of capital
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|
|
- |
|
|
|
- |
|
|
|
200 |
|
Related party advances
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|
10,663 |
|
|
|
9,800 |
|
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|
24,152 |
|
Net cash provided by financing activities
|
|
|
11,913 |
|
|
|
12,400 |
|
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|
280,802 |
|
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|
|
|
|
|
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|
|
|
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|
Effect of foreign currency
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|
(4 |
) |
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|
25 |
|
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|
924 |
|
|
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|
|
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NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
|
|
|
(59 |
) |
|
|
(2,259 |
) |
|
|
136 |
|
|
|
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CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD
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|
195 |
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2,415 |
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|
- |
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CASH AND CASH EQUIVALENTS - END OF PERIOD
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$ |
136 |
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$ |
156 |
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$ |
136 |
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SUPPLEMENTAL CASH FLOW INFORMATION:
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Cash paid during the period for:
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Interest
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$ |
- |
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|
$ |
- |
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$ |
- |
|
The accompanying notes are an integral part of these financial statements.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1-
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ORGANIZATION AND BASIS OF PRESENTATION
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The unaudited financial statements included herein have been prepared, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The financial statements and notes are presented as permitted on Form 10-Q and do not contain information included in the Company’s annual statements and notes. Certain information and footnote disclosure normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these financial statements
be read in conjunction with the July 31, 2010 audited financial statements in Form S-1 filed with the SEC, including the accompanying notes thereto. While management believes the procedures followed in preparing these financial statements are reasonable, the accuracy of the amounts are in some respects dependent upon the facts that will exist, and procedures that will be accomplished by the Company later in the year.
These unaudited financial statements reflect all adjustments, including normal recurring adjustments which, in the opinion of management, are necessary to present fairly the operations and cash flows for the periods presented.
On August 21, 2007, Plycrete Inc. (the “Company”) was incorporated in the State of Nevada.
The Company was formed to acquire the license and trademark rights to the Clem-G and Plycrete products for North America. As discussed in Note 4, the Company acquired a license and certain rights certain technology that relates to building panels and methods, more particularly concerned with wall surface building panels with quick assembly features and improved joint sealing, and method of installation known as CLEM-G, and certain technology that relates to cementious structures and methods for fabrication thereof, more particularly concerned with a reinforced multilayer cementious structure and a method of manufacture known as PLYCRETE.
Going Concern
The accompanying financial statements as of January 31, 2011 have been prepared assuming the Company will continue as a going concern. The Company has experienced recurring losses and negative cash flows from operations, has no revenue and has an accumulated deficit of $242,122 at January 31, 2011. These factors raise substantial doubt about the Company's ability to continue as a going concern. Management intends to raise additional debt and/or equity financing to fund future operations. There is no assurance that its plan can be implemented; or that the results will
be of a sufficient level necessary to meet the Company’s ongoing cash needs.
PLYCRETE, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1-
|
ORGANIZATION AND BASIS OF PRESENTATION (CONTINUED)
|
Going Concern (Continued)
No assurances can be given that the Company can obtain sufficient working capital through borrowings or that the continued implementation of its business plan will generate sufficient revenues in the future to sustain ongoing operations.
The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a going concern.
NOTE 2-
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
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Development Stage Company
The Company is considered to be in the development stage as defined by ASC 915. The Company has devoted substantially all of its efforts to the corporate formation, the raising of capital and attempting to generate customers for the sales of the Company’s products.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Currency Translation
The Company operates in Canada, and certain accounts of the Company are reflected in currencies other than the U.S. dollar. The Company translates income and expense amounts at average exchange rates for the year, translates assets and liabilities at year-end exchange rates and equity at historical rates for currencies in the Canadian dollar. The Company’s functional currency is the Canadian dollar, while the Company reports its currency in the US dollar. The
Company records these translation adjustments as accumulated other comprehensive income (loss). Gains and losses from foreign currency transactions are included in other income (expense) in the results of operations. For the six months ended January 31, 2011 and 2010 and period from August 21, 2007 (inception) to January 31, 2011, the Company recorded ($4), $25 and $924 in translation gains (losses), respectively.
PLYCRETE, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 2-
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
|
Comprehensive Income (Loss)
The Company adopted ASC 220-10, “Reporting Comprehensive Income,” (formerly SFAS No. 130). ASC 220-10 requires the reporting of comprehensive income in addition to net income from operations.
Comprehensive income is a more inclusive financial reporting methodology that includes disclosure of information that historically has not been recognized in the calculation of net income.
Cash and Cash Equivalents
The Company considers all highly liquid debt instruments and other short-term investments with maturity of three months or less, when purchased, to be cash equivalents.
The Company maintains cash and cash equivalent balances at one financial institution that is insured by the Federal Deposit Insurance Corporation.
Fixed Assets
The Company currently holds no fixed assets. Any fixed assets acquired in the future will be recorded at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the respective assets. Costs of maintenance and repairs will be charged to expense as incurred.
Recoverability of Long-Lived Assets
The Company has adopted Accounting Standards Codification subtopic 360-10, Property, Plant and Equipment (“ASC 360-10”). ASC 360-10 requires that long-lived assets and certain identifiable intangibles held and used by the Company be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses or a forecasted inability to achieve break-even operating results over an extended period. The Company evaluates the recoverability of long-lived assets based upon forecasted
undiscounted cash flows. Should impairment in value be indicated, the carrying value of intangible assets would be adjusted, based on estimates of future discounted cash flows resulting from the use and ultimate disposition of the asset. ASC 360-10 also requires assets to be disposed of be reported at the lower of the carrying amount or the fair value less costs to sell.
PLYCRETE, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 2-
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
|
Fair Value of Financial Instruments
On January 1, 2008, the Company adopted ASC 820, Fair Value Measurements and Disclosures. ASC 820 defines fair value, provides a consistent framework for measuring fair value under generally accepted accounting principles and expands fair value financial statement disclosure requirements. ASC 820 valuation techniques are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect our market assumptions. ASC 820 classifies these inputs into the following hierarchy:
Level 1 inputs: Quoted prices for identical instruments in active markets.
Level 2 inputs: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.
Level 3 inputs: Instruments with primarily unobservable value drivers.
The adoption of this statement did not have a material impact on our results of operations and financial condition. Our financial instruments include cash, accounts payable and accrued liabilities. The fair value of these financial instruments approximates their carrying values due to their short maturities.
Income Taxes
The Company has adopted Accounting Standards Codification subtopic 740-10, Income Taxes (“ASC 740-10”). ASC 740-10 requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to amounts that are expected to be realized.
Uncertainty in Income Taxes
In June 2006, the FASB issued ASC 740-10 (“ASC 740-10”), “Uncertainty in Income Taxes.” ASC 740-10 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken, or expected to be taken, in a tax return. ASC 740-10 also provides guidance on derecognition, classification, treatment of interest and penalties, and disclosure of such positions. The Company adopted the provisions of ASC 740-10, as required. As a result of implementing ASC 740-10, there has been no adjustment to the Company’s financial statements, and the adoption of ASC 740-10 did not have a material effect on the
Company’s financial statements for six months ended January 31, 2011 and 2010, respectively.
PLYCRETE, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 2-
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
|
Revenue Recognition
The Company will generate revenue from the sales in accordance with ASC 605. The criteria for recognition are as follows:
1)
Persuasive evident of an arrangement exists;
2)
Delivery has occurred or services have been rendered;
3)
The seller's price to the buyer is fixed or determinable, and
4)
Collectable is reasonably assured.
Determination of criteria (3) and (4) are based on management's judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded.
(Loss) Per Share of Common Stock
Basic net loss per common share is computed using the weighted average number of common shares outstanding. Diluted earnings per share (EPS) include additional dilution from common stock equivalents, such as stock issuable pursuant to the exercise of stock options and warrants. Common stock equivalents are not included in the computation of diluted earnings per share when the Company reports a loss because to do so would be anti-dilutive for periods presented.
Recent Issued Accounting Standards
In June 2009, the FASB issued SFAS No. 168, “The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles - a replacement of FASB Statement No. 162,” and also issued Accounting Standards No. 2009-01, “Generally Accepted Accounting Principles” (ASC Topic 105-10), which establishes the FASB Accounting Standards Codification (the “Codification” or “ASC”) as the official single source of authoritative U.S. generally accepted accounting principles (“GAAP”). All guidance contained in the Codification carries an equal level of authority. All existing accounting standards are superseded. All other accounting guidance not included in the Codification will be considered non-authoritative. The Codification also includes all relevant SEC guidance organized using the same topical structure in separate sections within the Codification. The Codification
is not intended to change GAAP, but it will change the way GAAP is organized and presented. The Codification is effective for financial statements issued for interim and annual periods ending after September 15, 2009. Except for the disclosure requirements, the adoption of this statement did not have an impact on the determination or reporting of the Company’s financial statements. The Codification does not change current US GAAP, but is intended to simplify user access to all authoritative US GAAP by providing all the authoritative literature related to a particular topic in one place.
PLYCRETE, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 2-
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
|
Recent Issued Accounting Standards (Continued)
All existing accounting standard documents will be superseded and all other accounting literature not included in the Codification will be considered non-authoritative. As it relates to the Company, the Codification is effective July 1, 2009 and will require future references to authoritative US GAAP to coincide with the appropriate section of the Codification. Accordingly, this standard will not have an impact on the Company’s results of operations or financial condition.
In January 2010, the FASB issued Update No. 2010-06 “Fair Value Measurements and Disclosures—Improving Disclosures about Fair Value Measurements” (“2010-06”). 2010-06 requires new disclosures regarding significant transfers between Level 1 and Level 2 fair value measurements, and disclosures regarding purchases, sales, issuances and settlements, on a gross basis, for Level 3 fair value measurements. 2010-06 also calls for further disaggregation of all assets and liabilities based on line items shown in the statement of financial position. This amendment is effective for fiscal years beginning after December 15, 2010 and interim periods within those fiscal years. Management does not expect adoption of this standard to have any material impact on its financial position, results of operations or operating cash flows.
In February 2010, the FASB issued Accounting Standards Update 2010-09 which amends ASC 855. FASB 2010-09 defines the term “SEC Filer” and eliminates the requirement that an SEC filer disclose the date through which subsequent events have been evaluated. This change was made to alleviate potential conflicts between ASC 855-10 and the reporting requirements of the SEC. FASB 2010-09 is effective immediately, but is not expected to have a material effect on the Company’s financial statements.
In February 2010, the FASB issued Update No. 2010-08 “Technical Corrections to Various Topics” (“2010-08”). 2010-08 represents technical corrections to SEC paragraphs within various sections of the Codification. Management is currently evaluating whether these changes will have any material impact on its financial position, results of operations or cash flows.
In May 2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-19 (“ASU 2010-19”), Foreign Currency (Topic 830): Foreign Currency Issues: Multiple Foreign Currency Exchange Rates. The amendments in this update are effective as of the announcement date of March 18, 2010. The Company does not expect the provisions of ASU 2010-19 to have a material effect on the financial position, results of operations or cash flows of the Company.
PLYCRETE, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 2-
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
|
Recent Issued Accounting Standards (Continued)
In April 2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-17 (“ASU 2010-17”), Revenue Recognition-Milestone Method (Topic 605): Milestone Method of Revenue Recognition. The amendments in this Update are effective on a prospective basis for milestones achieved in fiscal years, and interim periods within those years, beginning on or after June 15, 2010. Early adoption is permitted. If a company elects early adoption and the period of adoption is not the beginning of the entity’s fiscal year, the entity should apply the amendments retrospectively from the beginning of the year of adoption. The Company does not expect the provisions of ASU 2010-17 to have a material effect on the financial position, results of operations or cash flows of
the Company.
There were various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company's consolidated financial position, results of operations or cash flows.
NOTE 3-
|
STOCKHOLDERS’ EQUITY (DEFICIT)
|
The Company was established with one class of stock, common stock – 75,000,000 shares authorized at a par value of $0.001.
On August 21, 2007 the Company issued 8,450,000 shares of common stock to the Company’s founders at a value of $8,450 ($.001 per share) for services rendered by two of the Company’s founders, which included the following: preparing the article of incorporation, identifying strategic business partners and negotiating with suppliers.
The Company has not issued any options or warrants to date.
PLYCRETE, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 4-
|
LICENSE AGREEMENT-RELATED PARTY
|
On May 14, 2008, the Company entered into a License Agreement with Clem-G Plycrete Inc., a Canadian company controlled by Clement Guevremont, a related party (“Clem-G”) (the “Agreement”). The Agreement is for an initial term of ten years from May 14, 2008 to May 14, 2018. Under the terms of the Agreement, the Company has acquired the license and trademark rights to market and sell certain technology that relates to building panels and methods, more particularly concerned with wall surface building panels with quick assembly features
and improved joint sealing, and method of installation known as CLEM-G, and certain technology that relates to cementious structures and methods for fabrication thereof, more particularly concerned with a reinforced multilayer cementious structure and a method of manufacture known as PLYCRETE. A patent for each of these methods was filed in the United States and are pending and the patent application for the method of assembly was withdrawn. The Company has acquired these rights for $100,000, the historical cost of the patents for Clem-G Plycrete, which include approximately $21,000 in patent filing costs and approximately $80,000 of work that was capitalized by Clem-G Plycrete after technological feasibility was established. Clem-G had incurred approximately $577,000 (CD$) to bring the patents to their intended use, which included approximately $477,000 (CD$) in research and development,
$20,000 (CD$) in patent filing costs and $80,000 (CD$) in capitalized costs after the development of a working model. The Company is amortizing the license fee over the 120 month term of the Agreement. Amortization expense for the six months ended January 31, 2011 and 2010 amounted to $5,000 for both periods respectively. Amortization from the period August 21, 2007 (Inception) through January 31, 2011 amounted to $26,667. The Company anticipates amortizing $10,000 per year.
In accordance with ASC 360-10, the Company is required to review their long-lived assets which includes their identifiable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of a particular asset may not be recoverable. The Company in light of recent economic turmoil evaluated the recoverability of its licenses. Based on the results of the future discounted cash flows the Company determined that the fair value of these licenses exceeds the current book value of the licenses and therefore, no impairment exists.
NOTE 5-
|
RELATED PARTY ADVANCE
|
In addition to the license agreement with Clem-G, the Company has an outstanding related party payable with Clem-G in the amount of $24,152 as of January 31, 2011. This is non-interest bearing and due on demand for services rendered. Clem-G provided $19,800 in services for the year ended July 31, 2010 and was re-paid $10,000 over this time frame. In addition Clem-G advanced $3,689 to the Company to cover certain expenses. There was $10,663 made during the six months ended January 31, 2011.
PLYCRETE, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
(UNAUDITED)
The Company was advanced $40,000 from three individuals for amounts ranging between $5,000 and $20,000 during the year ended July 31, 2009. $15,000 of these notes is with a related party who is a shareholder of the Company. In addition, the Company was advanced $15,200 from three other individuals in amounts ranging from $100 to $10,000 during the year ended July 31, 2010. One shareholder advanced $1,250 during the six months ended January 31, 2011.
All of these loans are due on demand and accrue interest at 5% per annum. The Company has accrued $4,993 through January 31, 2011. As the loans are due on demand, they have been classified as current liabilities.
Interest expense for the six months ended January 31, 2011 and 2010 was $1,443 and $1,012, respectively.
NOTE 7-
|
PROVISION FOR INCOME TAXES
|
Deferred income taxes are determined using the liability method for the temporary differences between the financial reporting basis and income tax basis of the Company’s assets and liabilities. Deferred income taxes are measured based on the tax rates expected to be in effect when the temporary differences are included in the Company’s tax return. Deferred tax assets and liabilities are recognized based on anticipated future tax consequences attributable to differences between financial statement carrying amounts of assets and liabilities and their respective tax bases.
As of January 31, 2011, there is no provision for income taxes, current or deferred.
|
Net operating losses
|
|
$ |
82,231 |
|
|
Valuation allowance |
|
|
(82,231 |
) |
|
|
|
|
|
|
|
|
|
$ |
- |
|
At January 31, 2011, the Company had a net operating loss carry forward in the amount of $242,122, available to offset future taxable income through 2031. The Company established valuation allowances equal to the full amount of the deferred tax assets due to the uncertainty of the utilization of the operating losses in future periods.
PLYCRETE, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 7-
|
PROVISION FOR INCOME TAXES (CONTINUED)
|
A reconciliation of the Company’s effective tax rate as a percentage of income before taxes and federal statutory rate for the periods ended January 31, 2011 and 2010 is summarized below.
|
|
|
|
|
|
|
|
|
Federal statutory rate
|
(34.0)%
|
|
|
State income taxes, net of federal benefits
|
0.0
|
|
|
Valuation allowance
|
34.0
|
|
|
|
0%
|
|
NOTE 8- LOSS PER SHARE
The following table presents the computation of basic and diluted income (loss) per share:
|
|
|
January 31,
|
|
|
|
|
|
|
|
|
|
|
2010
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
$ |
(22,881 |
) |
|
$ |
(24,059 |
) |
|
|
|
|
|
|
|
|
|
|
|
Weighted-average common shares
|
|
|
|
|
|
|
|
|
|
outstanding (Basic)
|
|
|
10,450,000 |
|
|
|
10,450,000 |
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average common stock
|
|
|
|
|
|
|
|
|
|
Equivalents
|
|
|
|
|
|
|
|
|
|
Stock options
|
|
|
- |
|
|
|
- |
|
|
Warrants
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average common shares
|
|
|
|
|
|
|
|
|
|
outstanding (Diluted)
|
|
|
10,450,000 |
|
|
|
10,450,000 |
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share
|
|
$ |
(0.00 |
) |
|
$ |
(0.00 |
) |