UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
x
QUARTERLY REPORT UNDER SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the
quarter ended March 31, 2009
o
TRANSITION REPORT UNDER SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the
transition period from _____ to _____
Commission
File Number:
333-147979
CASEYCORP ENTERPRISES,
INC.
(Exact
name of small business issuer as specified in its charter)
|
Nevada
(State
of incorporation)
|
98-0523910
(IRS
Employer ID Number)
|
New York, New York
10022
(Address
of principal executive offices)
(888)
251-3422
(Issuer's
telephone number)
________________________________________________________________
(Former
name, former address and former fiscal year, if changed since last
report)
Check
whether the issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days. Yes
x
No
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
definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
|
Large
accelerated filer
|
o
|
Accelerated
filer
|
o
|
|
|
|
|
|
|
Non-accelerated
filer
|
o
|
Smaller
reporting company
|
x
|
(Do not
check if a smaller reporting company)
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes
x
No
o
As of May
13, 2008, there were 11,250,000 shares of registrant’s common stock, par
value $0.0001 per share outstanding.
TABLE
OF CONTENTS
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|
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Page
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PART
I
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|
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Item
1.
|
Interim
Financial Statements
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1-11
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|
Item
2.
|
Management’s
Discussion and Analysis or Plan of Operations
|
11
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|
Item
3.
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Quantitative
and Qualitative Disclosures About Market Risk
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13
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Item
4.
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Controls
and Procedures
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13
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PART
II
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Item
1.
|
Legal
Proceedings
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14
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Item
IA.
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Risk
Factors
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14
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Item
2.
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Unregistered
Sales of Equity Securities and Use of Proceeds
|
14
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Item
3.
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Defaults
Upon Senior Securities
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14
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Item
4.
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Submission
of Matters to a Vote of Security Holders
|
14
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Item
5.
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Other
Information
|
14
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Item
6.
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Exhibits
|
15
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PART
I
FINANCIAL
INFORMATION
ITEM
1. INTERIM FINANCIAL STATEMENTS.
CASEYCORP
ENTERPRISES, INC.
(A
DEVELOPMENT STAGE COMPANY)
CONDENSED
BALANCE SHEETS
|
ASSETS
|
|
|
|
|
At
March 31,
2009
(Unaudited $)
|
|
|
At
December 31,
2008
(Audited
$ )
|
|
|
Current
assets:
|
|
|
|
|
|
|
|
Cash
and cash equivalents
|
|
|
--
|
|
|
|
--
|
|
|
Total
current assets
|
|
|
--
|
|
|
|
--
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
assets
|
|
|
--
|
|
|
|
--
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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LIABILITIES
AND STOCKHOLDERS' DEFICIENCY
|
|
|
|
|
|
|
|
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
|
|
|
|
|
Accounts
payable and accrued liabilities
|
|
|
16,481
|
|
|
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12,091
|
|
|
Loans
payable
|
|
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4,500
|
|
|
|
4,500
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Total
current liabilities
|
|
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20,981
|
|
|
|
16,591
|
|
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|
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Stockholders'
deficiency:
|
|
|
|
|
|
|
|
|
|
Preferred
stock, $0.0001 par value; 5,000,000 shares authorized, none issued and
outstanding
|
|
|
--
|
|
|
|
--
|
|
|
Common
stock, $0.0001 par value; 500,000,000 shares authorized, 11,250,000 and
11,000,000 shares, respectively, issued and outstanding
|
|
|
1,125
|
|
|
|
1,100
|
|
|
Additional
paid-in capital
|
|
|
44,925
|
|
|
|
44,700
|
|
|
Deficit
accumulated during the development stage
|
|
|
(67,031
|
)
|
|
|
(62,391
|
)
|
|
Total
stockholders' deficiency
|
|
|
(20,981
|
)
|
|
|
(16,591
|
)
|
|
|
|
|
|
|
|
|
|
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Total
liabilities and stockholders' deficiency
|
|
|
--
|
|
|
|
--
|
|
The
accompanying notes are an integral part of these condensed financial
statements.
1
CASEYCORP
ENTERPRISES, INC.
(A
DEVELOPMENT STAGE COMPANY)
CONDENSED
STATEMENTS OF OPERATIONS
(Unaudited)
|
|
|
For
the period
of
three months
ended
March
31,
2009
$
|
|
|
For
the period
of
three months
ended
March
31,
2008
$
|
|
|
For
the period
February
21, 2007
(inception)
through
March
31,
2009
$
|
|
|
Costs
and expenses:
|
|
|
|
|
|
|
|
|
|
|
Professional
fees
|
|
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3,500
|
|
|
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21,450
|
|
|
|
58,529
|
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General
and administrative expenses
|
|
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1,050
|
|
|
|
1,488
|
|
|
|
7,067
|
|
|
Start
up costs
|
|
|
--
|
|
|
|
--
|
|
|
|
1,153
|
|
|
Total
costs and expenses
|
|
|
4,550
|
|
|
|
22,938
|
|
|
|
66,749
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Operating
loss
|
|
|
(4,550
|
)
|
|
|
(22,938
|
)
|
|
|
(66,749
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
expenses:
|
|
|
|
|
|
|
|
|
|
|
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Interest
expenses
|
|
|
(90
|
)
|
|
|
--
|
|
|
|
(282
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss
|
|
|
(4,640
|
)
|
|
|
(22,938
|
)
|
|
|
(67,031
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
and diluted loss per share
|
|
|
(0.00
|
)
|
|
|
(0.00
|
)
|
|
|
(0.00
|
)
|
|
|
|
|
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|
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Weighted
average number of common shares outstanding used in computing basic and
diluted net loss per share
|
|
|
11,192,778
|
|
|
|
11,000,000
|
|
|
|
10,874,317
|
|
The
accompanying notes are an integral part of the condensed financial
statements.
2
CASEYCORP
ENTERPRISES, INC.
(A
DEVELOPMENT STAGE COMPANY)
CONDENSED
STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
|
For
the period
of
three months
ended
March
31,
2009
$
|
|
|
For
the period
of
three months
ended
March
31,
2008
$
|
|
|
For
the period
February
21, 2007
(inception)
to
March
31,
2009
$
|
|
|
Cash
flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|
Net
loss
|
|
|
(4,640
|
)
|
|
|
(22,938
|
)
|
|
|
(67,031
|
)
|
|
Adjustments
to reconcile net loss to net cash used in operating
activities:
|
|
|
|
|
|
|
|
|
|
|
|
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Common
stock issued for professional services
|
|
|
250
|
|
|
|
--
|
|
|
|
250
|
|
|
Changes
in assets and liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase
in accounts payable and accrued liabilities
|
|
|
4,390
|
|
|
|
2,795
|
|
|
|
16,481
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Net
cash used in operating activities
|
|
|
--
|
|
|
|
(20,143
|
)
|
|
|
(50,300
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds
of borrowings
|
|
|
--
|
|
|
|
--
|
|
|
|
4,500
|
|
|
Proceeds
from sale of common stock
|
|
|
--
|
|
|
|
--
|
|
|
|
45,800
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
cash provided by financing activities
|
|
|
--
|
|
|
|
--
|
|
|
|
50,300
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Decrease
in cash and cash equivalents
|
|
|
--
|
|
|
|
(20,143
|
)
|
|
|
--
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
and cash equivalents - beginning of period
|
|
|
--
|
|
|
|
26,147
|
|
|
|
--
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
and cash equivalents - end of period
|
|
|
--
|
|
|
|
6,004
|
|
|
|
--
|
|
The
accompanying notes are an integral part of these condensed financial
statements.
3
CASEYCORP
ENTERPRISES, INC.
(A
DEVELOPMENT STAGE COMPANY)
NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
NOTE
1 – GENERAL
Caseycorp
Enterprises, Inc. (“the Company”) was incorporated on February 21, 2007 under
the laws of the State of Nevada.
There is
no assurance, however, that the Company will achieve its objectives or goals.
See Note 3.
NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis
of Presentation
The
accompanying unaudited condensed financial statements of the Company have
been prepared in accordance with U.S. generally accepted accounting principles
for interim financial information. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the three months ended
March 31, 2009, are not necessarily indicative of the results that may be
expected for the year ending December 31, 2009. These unaudited financial
statements should be read in conjunction with the audited financial statements
and footnotes thereto included in the Company's Annual Report on Form 10-K for
the year ended December 31, 2008, as filed with the Securities and Exchange
Commission on March 30, 2009.
Use
of Estimates
The
preparation of financial statements in conformity with U.S. generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities as of March 31, 2009, and
expenses for the period ended March 31, 2009, and cumulative from inception.
Actual results could differ from those estimates made by
management.
4
CASEYCORP
ENTERPRISES, INC.
(A
DEVELOPMENT STAGE COMPANY)
NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Cash
and Cash Equivalents
The
Company considers all highly liquid investments purchased with maturities of
three months or less at the date acquired to be cash equivalents.
Revenue
Recognition
For
revenue from product sales, the Company will recognize revenue in accordance
with Staff Accounting Bulletin No. 104, “Revenue Recognition” (SAB No. 104),
which superseded Staff Accounting Bulletin No. 101, “Revenue Recognition in
Financial Statements” (SAB No. 101). SAB No. 104 requires that four basic
criteria must be met before revenue can be recognized: (1) persuasive evidence
of an arrangement exists; (2) delivery has occurred; (3) the selling price is
fixed and determinable; and (4) collectability is reasonably assured.
Determination of criteria (3) and (4) are based on management’s judgment
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 allowance, and other adjustments will be
provided for in the same period the related sales are recorded.
Basic
and diluted loss per Common Share
Basic
loss per share is computed by dividing the net loss attributable to the common
stockholders by the weighted average number of shares of common stock
outstanding during the period. Fully diluted loss per share is computed similar
to basic loss per share except that the denominator is increased to include the
number of additional common shares that would have been outstanding if the
potential common shares had been issued and if the additional common shares were
dilutive. There were no dilutive financial instruments issued or outstanding for
the period ended March 31, 2009.
Income
Taxes
The
Company accounts for income taxes in accordance with Statement of Financial
Accounting Standards No. 109, "Accounting for Income Taxes" ("SFAS No. 109").
This Statement prescribes the use of the liability method whereby deferred tax
assets and liability account balances are determined based on differences
between financial reporting and tax bases of assets and liabilities and are
measured using the enacted tax rates and laws that will be in effect when the
differences are expected to reverse. The Company provides a valuation allowance,
if necessary to reduce the amount of deferred tax assets to their estimated
realizable value.
5
CASEYCORP
ENTERPRISES, INC.
(A
DEVELOPMENT STAGE COMPANY)
NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Fair
Value of Financial Instruments
The
Company estimates the fair value of financial instruments using the available
market information and valuation methods. Considerable judgment is required in
estimating fair value. Accordingly, the estimates of fair value may not be
indicative of the amounts the Company could realize in a current market
exchange. As of March 31, 2009, the carrying value of accrued liabilities and
loans approximated fair value due to the short-term nature and maturity of these
instruments.
Deferred
Offering Costs
The
Company defers as other assets the direct incremental costs of raising capital
until such time as the offering is completed. At the time of the completion of
the offering, the costs are charged against the capital raised. Should the
offering be terminated, deferred offering costs are charged to operations during
the period in which the offering is terminated.
Fiscal
Year End
The
Company has adopted a fiscal year end of December 31.
Recently
Issued Accounting Pronouncements
SFAS
157 – Fair Value Measurement:
In
September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements (“FAS
157”). This standard defines fair value, establishes a framework and gives
guidance regarding the methods used for measuring fair value, and expands
disclosures about fair value measurements. This standard is effective for
financial statements issued for fiscal years beginning after November 15, 2007.
In February 2008, the FASB released a FASB Staff Position (FSP FAS 157-2-
Effective Date of FASB Statement No. 157) which delays the effective date of
SFAS No. 157 for all non-financial assets and non-financial liabilities, except
those that are recognized or disclosed at fair value in the financial statements
on a recurring basis (at least annually) to fiscal years beginning after
November 15, 2008. The company believes that the adoption of SFAS No. 157 will
not have an impact on the Company’s financial position or results of
operations.
6
CASEYCORP
ENTERPRISES, INC.
(A
DEVELOPMENT STAGE COMPANY)
NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Recently
Issued Accounting Pronouncements (continued)
SFAS
159- The Fair Value Option for Financial Assets and Liabilities:
In
February 2007, the FASB issued SFAS No. 159, "The Fair Value Option for
Financial Assets and Financial Liabilities - Including an amendment of FASB
Statement No. 115," which provides a fair value option election that permits
entities to irrevocably elect to measure certain financial assets and
liabilities (exceptions are specifically identified in the Statement) at fair
value as the initial and subsequent measurement attribute, with changes in fair
value recognized in earnings as they occur. SFAS No. 159 permits the fair value
option election on an instrument-by-instrument basis at initial recognition of
an asset or liability or upon an event that gives rise to a new basis of
accounting for that instrument. The adoption of SFAS No. 159 on January 1,
2008, for financial assets and liabilities did not have an impact on the
Company’s financial position or results of operations.
SFAS
No. 141(revised 2007): Business Combinations ("SFAS No. 141(R)") and
SFAS No. 160: Noncontrolling Interests in Consolidated Financial
Statements, an amendment of ARB No. 51 ("SFAS No. 160"):
In
December 2007, the FASB issued SFAS No. 141(R) and SFAS No. 160.
SFAS No. 141(R) will significantly change how business acquisitions are
accounted for at the acquisition date and in subsequent periods. The standard
changes the accounting for the business combination at the acquisition date to a
fair value based approach rather than the cost allocation approach currently
used. Other differences include changes in the accounting for acquisition
related costs, contingencies and income taxes. SFAS No. 160 changes the
accounting and reporting for minority interests, which will be classified as a
component of equity and will be referred to as noncontrolling
interests.
7
CASEYCORP
ENTERPRISES, INC.
(A
DEVELOPMENT STAGE COMPANY)
NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Recently
Issued Accounting Pronouncements (continued)
SFAS
No. 161 “Disclosures about Derivative Instruments and Hedging Activities”
(“SFAS No. 161”):
In
March 2008, the FASB issued SFAS No. 161 “Disclosures about Derivative
Instruments and Hedging Activities” (“SFAS No. 161”), which will require
increased disclosures about an entity’s strategies and objectives for using
derivative instruments; the location and amounts of derivative instruments in an
entity’s financial statements; how derivative instruments and related hedged
items are accounted for under SFAS No. 133, and how derivative instruments
and related hedged items affect its financial position, financial performance,
and cash flows. Certain disclosures will also be required with respect to
derivative features that are credit risk-related. SFAS No. 161 is effective
for the Company beginning on January 1, 2009 on a prospective basis. The
adoption did not impact on the Company’s results of operations or financial
condition.
SP
No. FAS 142-3: Determination of the Useful Life of Intangible Assets
("FSP No. FAS 142-3"):
In April
2008, the FASB issued FSP No. FAS 142-3, which amends the factors
considered in developing renewal or extension assumptions used to determine the
useful life of a recognized intangible asset under SFAS No. 142. FSP
No. 142-3 requires a consistent approach between the useful life of a
recognized intangible asset under SFAS No. 142 and the period of expected
cash flows used to measure the fair value of an asset under SFAS
No. 141(R).
The FSP
also requires enhanced disclosures when an intangible asset's expected future
cash flows are affected by an entity's intent and/or ability to renew or extend
the arrangement. FSP No. 142-3 is effective for financial statements issued
for fiscal years beginning after December 15, 2008, January 1, 2009
for the Company, and is to be applied prospectively. Early adoption is
prohibited. The Company does not believe that the adoption of FSP No. 142-3
will have an impact on the Company's financial condition, results of operations,
or cash flows.
EITF 08-3:
Accounting by Lessees for Maintenance Deposits ("EITF 08-3"):
In June
2008, the Emerging Issues Task Force ("EITF") issued EITF 08-3, which
clarifies how a lessee accounts for nonrefundable maintenance deposits. Under
EITF 08-3, nonrefundable maintenance deposits will be recorded as a deposit
asset and as reimbursable maintenance is performed by the lessee, the underlying
maintenance is expensed or capitalized in accordance with the lessee's
accounting policy. EITF 08-3 is effective for the Company beginning on
January 1, 2009.
8
CASEYCORP
ENTERPRISES, INC.
(A
DEVELOPMENT STAGE COMPANY)
NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Recently
Issued Accounting Pronouncements (continued)
Early
adoption is not permitted. The effect of adoption will be reflected as a change
in accounting principle through a cumulative effect adjustment to the opening
balance of retained earnings in the year of adoption. The adoption of
EITF 08-3 did not have an impact on the Company's financial
statements.
FSP
No. 157-3: Determining the Fair Value of a Financial Asset When the Market
for That Asset is Not Active ("FSP No. 157-3"):
In
October 2008, the FASB issued FSP No. 157-3, which clarifies the
application of SFAS No. 157 in a market that is not active and provides an
example to illustrate key considerations in determining the fair value of a
financial asset when the market for that financial asset is not active. The
guidance emphasizes that determining fair value in an inactive market depends on
the facts and circumstances and may require the use of significant judgments.
FSP No. 157-3 is effective upon issuance, including prior periods for which
financial statements have not been issued. The adoption of FSP No. 157-3
did not have an impact on the Company.
FSP
No. FAS 132(R)-1: Employers' Disclosures about Postretirement Benefit
Plan Assets ("FSP No. FAS 132(R)-1"):
In
December 2008, the FASB issued FSP No. FAS 132(R)-1, which
provides guidance regarding an employer's disclosures about plan assets of a
defined benefit pension or other postretirement plan. The FSP is effective for
fiscal years ending after December 15, 2009, or the year ending
December 31, 2009 for the Company. The Company has reviewed FAS 132 (R) and
determined is not applicable for the Company.
FAS
115-2 and FAS 124-2 - Recognition and Presentation of Other-Than-Temporary
Impairments:
In April
2009, the FASB Issued FAS No. 115-2 and FAS No. 124-2,
"Recognition and Presentation of
Other-Than-Temporary Impairments"
. This FSP amends the
other-than-temporary impairment guidance for debt securities to make the
guidance more operational and to improve the presentation and disclosure of
other-than-temporary impairments in the financial statements. The most
significant change the FSP brings is a revision to the amount of
other-than-temporary loss of a debt security recorded in earnings. FSP FAS 157-4
and FSP FAS 115-2/FAS 124-2 must be adopted at the same time.
FSP FAS
115-2 and FAS 124-2 is effective for interim and annual reporting periods ending
after June 15, 2009, and it will have no impact on the Company’s financial
statements.
9
CASEYCORP
ENTERPRISES, INC.
(A
DEVELOPMENT STAGE COMPANY)
NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Recently
Issued Accounting Pronouncements (continued)
FAS
157-4 - Determining Fair Value When the Volume and Level of Activity for the
Asset or Liability Have Significantly Decreased and Identifying Transactions
That Are Not Orderly:
In April
2009, the FASB Issued FAS No. 157-4, “Determining Fair Value When the Volume and
Level of Activity for the Asset or Liability Have Significantly Decreased and
Identifying Transactions That Are Not Orderly”
This FASB
Staff Position (FSP) provides additional guidance for estimating fair value in
accordance with FASB Statement No. 157,
Fair Value Measurements
, when
the volume and level of activity for the asset or liability have significantly
decreased. This FSP also includes guidance on identifying circumstances that
indicate a transaction is not orderly. FAS No. 157-4 is effective for interim
reporting periods ending after June 15, 2009. The company believes that it will
not have an impact on it’s financial statements.
NOTE 3 - DEVELOPMENT STAGE ACTIVITIES
AND GOING CONCERN
The
Company is considered a development stage company as defined in Statement of
Financial Accounting Standards (“SFAS”) No. 7.
The
Company has not commenced planned principal operations. The Company
had no revenues and incurred a net loss of $4,640 for the three month period
ended March 31, 2009 and a net loss of $67,031 for the period February 21, 2007
(date of inception) through March 31, 2009. These conditions raise
substantial doubt about the Company’s ability to continue as a going concern.
The accompanying financial statements do not include any adjustments related to
the recoverability or classification of asset-carrying amounts or the amounts
and classifications of liabilities that may result should the Company be unable
to continue as a going concern.
The
Company is attempting to address its lack of liquidity by raising additional
funds. There can be no assurance that sufficient funds will be generated during
the next periods or that funds will be available from external sources such as
debt or equity financings or other potential sources. The lack of
additional capital could force the Company to curtail or cease operations and
would, therefore, have a material adverse effect on its planned and intended
business. Furthermore, there can be no assurance that any such
required funds, if available, will be available on attractive terms or that they
will not have a significant dilutive effect on the Company's existing
stockholders.
NOTE
4 - OTHER SIGNIFICANT CURRENT PERIOD EVENTS
In
January 2009 the Company issued 250,000 shares of its common stock to service
providers in consideration of services rendered totaling $250.
10
CASEYCORP
ENTERPRISES, INC.
(A
DEVELOPMENT STAGE COMPANY)
NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
NOTE
5 – LOANS PAYABLE
Loans
payable consist of advances, bearing interest at 8% per annum and due on
demand.
ITEM
2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATIONS.
As used
in this Form 10-Q, references to the “CaseyCorp,” Company,” “we,” “our” or “us”
refer to CaseyCorp Enterprises, Inc. unless the context otherwise
indicates.
Forward-Looking
Statements
The
following discussion should be read in conjunction with our financial
statements, which are included elsewhere in this Form 10-Q (the “Report”). This
Report contains forward-looking statements which relate to future events or our
future financial performance. In some cases, you can identify forward-looking
statements by terminology such as “may,” “should,” “expects,” “plans,”
“anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or
the negative of these terms or other comparable terminology. These statements
are only predictions and involve known and unknown risks, uncertainties, and
other factors that may cause our or our industry’s actual results, levels of
activity, performance or achievements to be materially different from any future
results, levels of activity, performance or achievements expressed or implied by
these forward-looking statements.
While
these forward-looking statements, and any assumptions upon which they are based,
are made in good faith and reflect our current judgment regarding the direction
of our business, actual results will almost always vary, sometimes materially,
from any estimates, predictions, projections, assumptions or other future
performance suggested herein. Except as required by applicable law, including
the securities laws of the United States, we do not intend to update any of the
forward-looking statements to conform these statements to actual
results.
Overview
We are
focused on developing and distributing advanced surveillance and security
products. Currently, due to increased global terrorist threats and crime
prevention activities, there is a growing need for technologically advanced
security and surveillance products. We hope to offer security and surveillance
products that will include digital, audio, video and a third generation
photoelectric transmission technology security platform which is focused on
enabling our product users to have uninterrupted, high quality security
surveillance capabilities. Our goal is to improve security and surveillance
capabilities by providing quality products to municipalities, businesses and
organizations that require reliable security measures. We hope that
the Company’s applications will allow users, such as municipal police
departments, office buildings, banks, retail and wholesale operations, to better
monitor and protect their respective areas of purview.
11
We
anticipate providing our surveillance and security products to customers through
direct sales or distribution of equipment, as well as the installation and
maintenance for all of our hardware and software sold.
The
various products that we will develop will be of a flexible and modular
architecture to allow our products and software to be installed one application
at a time or all at once, and to integrate easily with software developed by
other vendors or the client. This enables our clients to install our software
without the disruption and expense of replacing their existing software systems
to gain additional functionality.
With
adequate funding we feel that we are well positioned to execute our business
plan.
However,
there is no assurance that the Company will achieve its objectives or
goals
Plan
of Operation
We are
focused on developing and distributing advanced surveillance and security
products. We recognize that our current management and Board of Directors do not
have sufficient experience in the business of security and surveillance
equipment. Accordingly, it is our intention to seek out people who specialize in
this arena. Upon completion of our business plan we will need to raise
additional funds to retain the services of professionals. Additionally, we will
utilize this time period to actively seek out qualified individuals who can
assume key management positions to assist the company in attaining its’ stated
goals.
Going
Concern Consideration
For the
three months ended March 31, 2009, we incurred a net loss of $4,640 and a net
loss of $67,031 for the period February 21, 2007 (date of inception) to March
31, 2009. These factors raise substantial doubt about the Company’s ability to
continue as a going concern.
Revenues
We had no
revenues for the three months ended March 31, 2009.
Liquidity
and Capital Resources
As of
March 31, 2009 we had no cash. Cash and cash equivalents from inception to date
have been sufficient to provide the operating capital necessary to operate to
date.
We do not
have sufficient resources to effectuate our business plan. We expect to incur a
minimum of $50,000 in expenses during the next twelve months. We estimate that
this will be comprised mostly of development and operating expenses including;
$25,000 towards software development, $5,000 towards marketing materials and
website. Additionally, $20,000 will be needed for general overhead expenses such
as for reimbursed expenses, corporate legal and accounting fees, office overhead
and general working capital. Accordingly, we will have to raise the funds to pay
for these expenses. We might do so by selling additional equity or debt
securities or obtain a credit facility.
12
The sale
of additional equity or convertible debt securities could result in additional
dilution to our stockholders. Incurring indebtedness would result in an increase
in our fixed obligations and could result in borrowing covenants that would
restrict our operations. There can be no assurance that financing will be
available in amounts or on terms acceptable to us, if at all. If financing is
not available when required or is not available on acceptable terms, we may be
unable to develop or enhance our products or services, or, we may potentially
not be able to continue business activities. Any of these events could have a
material and adverse effect on our business, results of operations and financial
condition. We currently have no agreements, arrangements or understandings with
any person to obtain funds through bank loans, lines of credit or any other
sources.
Off-Balance
Sheet Arrangements
We have
no off-balance sheet arrangements.
ITEM
3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISKS.
Not
applicable.
ITEM
4. CONTROLS AND PROCEDURES.
Disclosure
Controls and Procedures
We
carried out an evaluation required by Rule 13a-15(b) of the Securities
Exchange Act of 1934 or the Exchange Act under the supervision and with the
participation of our management, including our Principal Executive Officer and
Principal Financial Officer, of the effectiveness of the design and operation of
our disclosure controls and procedures.
Disclosure
controls and procedures are designed with the objective of ensuring that (i)
information required to be disclosed in an issuer's reports filed under the
Exchange Act is recorded, processed, summarized and reported within the time
periods specified in the SEC rules and forms and (ii) information is accumulated
and communicated to management, including our Principal Executive Officer and
Principal Financial Officer, as appropriate to allow timely decisions regarding
required disclosures.
The
evaluation of our disclosure controls and procedures included a review of our
objectives and processes and effect on the information generated for use in this
Report. This type of evaluation is done quarterly so that the conclusions
concerning the effectiveness of these controls can be reported in our periodic
reports filed with the SEC. We intend to maintain these controls as processes
that may be appropriately modified as circumstances warrant.
Based on
their evaluation, our Principal Executive Officer and Principal Financial
Officer have concluded that our disclosure controls and procedures are effective
in timely alerting them to material information which is required to be included
in our periodic reports filed with the SEC as of the filing of this
Report.
Changes
in Internal Controls over Financial Reporting
During
the three months ended March 31, 2009, the Company made no changes in the
control procedures related to financial reporting.
13
PART
II
OTHER
INFORMATION
ITEM
1. LEGAL PROCEEDINGS.
There are
no pending legal proceedings to which the Company is a party or, to the
Company’s knowledge, in which any director, officer or affiliate of the Company,
any owner of record or beneficially of more than 5% of any class of voting
securities of the Company, or security holder is a party adverse to the Company
or has a material interest adverse to the Company. The Company’s property is not
the subject of any pending legal proceedings.
ITEM
1A. RISKS FACTORS.
Smaller
reporting companies are not required to provide the information required by this
item.
ITEM
2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS.
Unregistered
Sales of Equity Securities
None.
Purchases
of equity securities by the issuer and affiliated purchasers
None.
Use
of Proceeds
None
ITEM
3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM
4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
There was
no matter submitted to a vote of security holders during the fiscal quarter
ended March 31, 2009.
ITEM
5. OTHER INFORMATION.
None
14
ITEM
6. EXHIBITS.
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31.1
|
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Rule
13a-14(a)/15d-14(a) Certifications of Israel Levy, the President, Chief
Executive Officer, Treasurer and Director (attached
hereto)
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32.1
|
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Section
1350 Certifications of Israel Levy, the President, Chief Executive Officer
, Treasurer and Director (attached hereto)
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15
SIGNATURES
In
accordance with to requirements of the Exchange Act, the registrant caused this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.
|
|
CASEYCORP ENTERPRISES,
INC
.
|
|
Dated:
May 13, 2009
|
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By:
|
/s/
Israel Levy
|
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Name:
|
Israel
Levy
|
|
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Title:
|
President,
Chief Executive Officer,
|
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|
Treasure
and Director
(Principle
Executive, Financial and
Accounting
Officer)
|
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By:
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/s/
Yehoshua Lustig
|
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Name:
Title:
|
Yehoshua
Lustig
Secretary
and Director
|
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