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Share Name | Share Symbol | Market | Type |
---|---|---|---|
MDM Permian Inc (PK) | USOTC:MDMP | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-0.0029 | -18.13% | 0.0131 | 0.0101 | 0.0184 | 0.0179 | 0.0119 | 0.0179 | 27,627 | 21:15:32 |
[X]
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the Quarterly Period Ended
June 30, 2013
|
[ ]
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the Transition Period From ________ to _________
|
Nevada
|
27-0535237
|
|
(State or other jurisdiction of
|
(I.R.S. Employer
|
|
incorporation or organization)
|
Identification No.)
|
|
4759 Kester Avenue
|
||
Sherman Oaks, CA
|
91403
|
|
(Address of principal executive offices)
|
(Zip Code)
|
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.
|
||||
[ ]
|
YES
|
[ ]
|
NO
|
APPLICABLE ONLY TO CORPORATE ISSUERS
|
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
|
ITEM 1.
|
FINANCIAL STATEMENTS
|
INDEX TO FINANCIAL STATEMENTS:
|
Page
|
Consolidated Balance Sheets
|
3
|
Consolidated Statements of Operations
|
4
|
Consolidated Statements of Cash Flows
|
5
|
Notes to Unaudited Consolidated Financial Statements
|
6-10
|
(Formerly Pequot Resources, Inc.)
|
||||||
(A Development Stage Company)
|
||||||
Consolidated Balance Sheets
|
||||||
ASSETS
|
||||||
June 30, | December 31, | |||||
2013 (unaudited) | 2012 | |||||
Current Assets
|
||||||
Cash and cash equivalents
|
$
|
114,047
|
|
$
|
1,079,044
|
|
Advance on business transaction
|
-
|
637,585
|
||||
Accounts receivable
|
23,154
|
-
|
||||
Prepaid
|
11,113
|
-
|
||||
Total current assets
|
148,314
|
1,716,629
|
||||
Property and Equipment
|
||||||
Accumulated depreciation
|
(1,361)
|
(1,079)
|
||||
Computer equipment
|
1,690
|
1,690
|
||||
Total property and equipment
|
329
|
611
|
||||
Other Assets
|
||||||
Goodwill
|
1,103,168
|
-
|
||||
Total other assets
|
1,103,168
|
-
|
||||
Total assets
|
$
|
1,251,811
|
|
$
|
1,717,240
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
|
||||||
Current Liabilities
|
||||||
Accounts payable and accrued expenses
|
$
|
313,776
|
|
$
|
30,858
|
|
Accrued interest
|
2,101
|
1,132
|
||||
Related party payable
|
47,167
|
49,167
|
||||
Note payable
|
500,000
|
500,000
|
||||
Convertible note payable, net
|
78,270
|
-
|
||||
Payable on purchase
|
325,178
|
-
|
||||
Payroll payable
|
20,976
|
-
|
||||
Other payable
|
(2,051)
|
-
|
||||
Stock subscription payable
|
-
|
1,208,000
|
||||
Total current liabilities
|
1,285,417
|
1,789,157
|
||||
Total liabilities
|
1,285,417
|
1,789,157
|
||||
Commitments and Contingencies
|
-
|
-
|
||||
Stockholders' Equity (Deficit)
|
||||||
Common stock, $.001 par value,
|
||||||
412,000,000 shares authorized;
|
||||||
41,386,000 and 37,400,000 shares issued
|
||||||
and outstanding, respectively
|
41,386
|
37,400
|
||||
Additional paid-in capital
|
2,336,614
|
(2,400)
|
||||
Deficit, accumulated during the development stage
|
(2,403,860)
|
(106,917)
|
||||
Translation adjustment
|
(7,746)
|
-
|
||||
Total stockholders’ equity (deficit)
|
(33,606)
|
(71,917)
|
||||
Total liabilities and stockholders’ equity (deficit)
|
$
|
1,251,811
|
|
$
|
1,717,240
|
(Formerly Pequot Resources, Inc.)
|
|||||||||||||||
(A Development Stage Company)
|
|||||||||||||||
Consolidated Statements of Operations
|
|||||||||||||||
(Unaudited)
|
|||||||||||||||
For Three Months Ended June 30,
|
For Six Months Ended June 30,
|
Accumulated from June 23, 2009 (inception) through June 30,
|
|||||||||||||
2013
|
2012
|
2013
|
2012
|
2013
|
|||||||||||
Revenue
|
$
|
62,195
|
$
|
-
|
$
|
62,195
|
$
|
-
|
$
|
62,195
|
|||||
Cost of Goods Sold
|
40,290
|
-
|
40,290
|
-
|
40,290
|
||||||||||
Gross Profit
|
21,905
|
-
|
21,905
|
-
|
21,905
|
||||||||||
Operating Expenses
|
|||||||||||||||
Consulting
|
338,206
|
-
|
502,911
|
-
|
504,911
|
||||||||||
Debit discount interest expense
|
78,270
|
-
|
78,270
|
-
|
78,270
|
||||||||||
Discontinued business transaction
|
1,434,405
|
-
|
1,434,405
|
-
|
1,434,405
|
||||||||||
Exploration
|
-
|
-
|
-
|
500
|
6,390
|
||||||||||
Impairment of mineral interest
|
-
|
-
|
-
|
-
|
10,000
|
||||||||||
Legal and accounting
|
73,420
|
2,412
|
78,897
|
8,365
|
133,480
|
||||||||||
Rent
|
8,685
|
-
|
9,677
|
-
|
9,677
|
||||||||||
Salaries
|
101,305
|
-
|
101,305
|
-
|
101,305
|
||||||||||
Operation and administration
|
90,445
|
2,750
|
112,424
|
12,808
|
145,236
|
||||||||||
Total operating expense
|
2,124,736
|
5,162
|
2,317,889
|
21,673
|
2,423,674
|
||||||||||
Net loss from operations
|
(2,102,831)
|
(5,162)
|
(2,295,984)
|
(21,673)
|
(2,401,769)
|
||||||||||
Other income (expense)
|
|||||||||||||||
Interest income
|
10
|
-
|
10
|
-
|
10
|
||||||||||
Interest expense
|
(545)
|
(323)
|
(969)
|
(323)
|
(2,101)
|
||||||||||
Total other income (expense)
|
(535)
|
(323)
|
(959)
|
(323)
|
(2,091)
|
||||||||||
Net loss prior to income tax
|
(2,103,366)
|
(5,485)
|
(2,296,943)
|
(21,996)
|
(2,403,860)
|
||||||||||
Income tax expense
|
-
|
-
|
-
|
-
|
-
|
||||||||||
Net loss
|
(2,103,366)
|
(5,485)
|
(2,296,943)
|
(21,996)
|
(2,403,860)
|
||||||||||
Gain (loss) translation adjustment foreign exchange
|
(7,746)
|
-
|
(7,746)
|
-
|
(7,746)
|
||||||||||
Comprehensive net loss
|
$
|
(2,111,112)
|
$
|
(5,485)
|
$
|
(2,304,689)
|
$
|
(21,996)
|
$
|
(2,411,606)
|
|||||
Loss per common share
|
|||||||||||||||
Basic and diluted
|
$
|
(0.05)
|
$
|
(0.00)
|
$
|
(0.06)
|
$
|
(0.00)
|
|||||||
Weighted average common shares
|
|||||||||||||||
Basic and diluted
|
39,497,078
|
37,400,000
|
39,497,078
|
37,400,000
|
(Formerly Pequot Resources, Inc.)
|
|||||||||
(A Development Stage Company)
|
|||||||||
Consolidated Statements of Cash Flow
|
|||||||||
(Unaudited)
|
|||||||||
For Six Months June 30,
|
Accumulated from June 23, 2009 (inception) through June 30, | ||||||||
2013 | 2012 | 2013 | |||||||
Cash flows from operating activities
|
|||||||||
Net loss
|
$
|
(2,296,943)
|
$
|
(21,996)
|
$
|
(2,403,860)
|
|||
Adjustments to reconcile net income (loss) to net
|
|||||||||
cash used in operating activities
|
|||||||||
Debit discount interest expense
|
78,270
|
-
|
78,270
|
||||||
Depreciation
|
282
|
282
|
1,361
|
||||||
Changes in operating assets and liabilities:
|
|||||||||
Increase in goodwill
|
(603,168)
|
-
|
(603,168)
|
||||||
Increase in accounts receivable
|
(23,154)
|
-
|
(23,154)
|
||||||
Increase in prepaid
|
(11,113)
|
-
|
(11,113)
|
||||||
Increase in accounts payable and accrued expenses
|
282,918
|
835
|
313,776
|
||||||
Increase in accrued interest
|
969
|
323
|
2,101
|
||||||
Increase in payable on purchase
|
325,178
|
-
|
325,178
|
||||||
Increase in payroll payable
|
20,976
|
-
|
20,976
|
||||||
Increase in other payable
|
(2,051)
|
-
|
(2,051)
|
||||||
Increase (decrease) in subscription payable
|
(1,208,000)
|
-
|
-
|
||||||
Net cash provided by (used in) operating activities
|
(3,435,836)
|
(20,556)
|
(2,301,684)
|
||||||
Cash flows from investing activities
|
|||||||||
Advance on business transaction
|
637,585
|
-
|
-
|
||||||
Cash paid for equipment
|
-
|
-
|
(1,690)
|
||||||
Net cash provided by (used) in investing activities
|
637,585
|
-
|
(1,690)
|
||||||
Cash flows from financing activities
|
|||||||||
Proceeds from related party payable
|
(2,000)
|
18,840
|
47,167
|
||||||
Notes Payable
|
-
|
-
|
500,000
|
||||||
Proceeds from convertible note payable
|
350,000
|
-
|
350,000
|
||||||
Proceeds from issuance of common stock
|
1,493,000
|
-
|
1,528,000
|
||||||
Net cash provided by financing activities
|
1,841,000
|
18,840
|
2,425,167
|
||||||
Effect of exchange rate changes on cash
|
(7,746)
|
-
|
(7,746)
|
||||||
Increase (decrease) in cash and cash equivalents
|
(964,997)
|
(1,716)
|
114,047
|
||||||
Cash and cash equivalents, beginning of period
|
1,079,044
|
2,457
|
-
|
||||||
Cash and cash equivalents, end of period
|
$
|
114,047
|
$
|
741
|
$
|
114,047
|
Resolute Oncology, Inc.
|
|||||||||
(Formerly Pequot Resources, Inc.)
|
|||||||||
(A Development Stage Company)
|
|||||||||
Consolidated Statements of Cash Flow
|
|||||||||
(Unaudited)
|
|||||||||
Supplement Disclosures:
|
|||||||||
Cash paid for interest
|
$
|
-
|
$
|
-
|
$
|
-
|
|||
Cash paid for income tax
|
$
|
-
|
$
|
-
|
$
|
-
|
|||
Supplement Non-Cash Investing and Financing Information:
|
|||||||||
Issuance of common stock to acquire a company
|
$
|
500,000
|
$
|
$
|
500,000
|
||||
Intrinsic value of beneficial conversion feature of convertible
|
$
|
271,730
|
$
|
$
|
271,730
|
(Formerly Pequot Resources, Inc.)
|
(A Development Stage Company)
|
Notes to the Financial Statements
|
(Formerly Pequot Resources, Inc.)
|
(A Development Stage Company)
|
Notes to the Financial Statements
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
·
|
$500,000 upon completion of Phase I and II clinical studies;
|
·
|
$1,000,000 upon completion of Phase II registration studies;
|
·
|
$1,000,000 upon market approval in the U.S.;
|
·
|
$300,000 upon market approval in EU;
|
·
|
$100,000 upon market approval in Canada;
|
·
|
$100,000 upon market approval in Mexico;
|
·
|
$2,000,000 within 30 days of first commercial sales in North America;
|
·
|
$1,000,000 within 30 days of first commercial sales in any European country.
|
·
|
€250,000 (approximately USD$333,500) payable within seven days of the agreement (which amount has been paid);
|
·
|
€50,000 (approximately USD$66,700) payable on July 15, 2013(which payment has been deferred by verbal agreement of the parties until a mutually agreeable date)
|
·
|
€50,000 payable on August 15, 2013 (which payment has been deferred by verbal agreement of the parties until a mutually agreeable date);
|
·
|
€50,000 payable on September 15, 2013;
|
·
|
€50,000 payable on October 15, 2013; and
|
·
|
€50,000 payable on November 15, 2013;
|
·
|
Supply Agreement with Oncocorp GmbH for the supply of Oncocorp’s Paclitaxel OC to our Company;
|
·
|
Option Agreement for the Purchase of the marketing authorization and supply agreement with Stragen Pharma S.A. in relation to Paclitaxel OC;
|
For the six months ended June 30, | |||||
2013 | 2012 | ||||
Net cash provided by (used in) operating activities
|
$ |
(3,435,836)
|
$ |
(20,556)
|
|
Net cash used in investing activities
|
637,585
|
-
|
|||
Net cash provided by financing activities
|
1,841,000
|
18,840
|
|||
Effect of exchange rate changes
|
(7,746)
|
-
|
|||
Net Change in Cash
|
$ |
(964,997)
|
$ |
(1,716)
|
Exhibit Number
|
Description
|
(3)
|
(i) Articles of Incorporation; (ii) By-laws
|
3.1
|
Articles of Incorporation (incorporated by reference to our Registration Statement on Form S-1 filed May 14, 2010)
|
3.2
|
By-laws (incorporated by reference to our Registration Statement on Form S-1 filed May 14, 2010)
|
3.3
|
Amended Articles of Incorporation (incorporated by reference to our Amended Registration Statement on Form S-1/A filed on August 17, 2011)
|
3.4
|
Articles of Merger (incorporated by reference to our Current Report on Form 8-K filed on January 9, 2013)
|
3.5
|
Certificate of Change (incorporated by reference to our Current Report on Form 8-K filed on February 2, 2013)
|
Exhibit Number
|
Description
|
(10)
|
Material Contracts
|
10.1
|
Mineral Property Purchase Agreement with Terry Loney dated December 10, 2009 (incorporated by reference to our Registration Statement on Form S-1 filed May 14, 2010)
|
10.2
|
Bridge Loan Agreement dated November 1, 2012 (incorporated by reference to our Annual Report on Form 10-K filed on March 28, 2013)
|
10.3
|
Promissory Note with GEN BioPharma Inc. dated December 31, 2012 (incorporated by reference to our Annual Report on Form 10-K filed March 28, 2013).
|
10.4
|
Bridge Loan Agreement with GEN BioPharma Inc. dated December 31, 2012 (incorporated by reference to our Annual Report on Form 10-K filed March 28, 2013).
|
10.5
|
License agreement dated March 24, 2013 with Reliance Life Sciences Limited*
|
10.6
|
Sale and Purchase and Assignment Agreement dated May 8, 2013 with Oncocorp GmbH, Peter Gotzler, and Resolute Oncology GmbH*
|
10.7
|
Option Agreement with Oncocorp GmbH*
|
10.8
|
Supply Agreement with Oncocorp GmbH*
|
(14)
|
Code of Ethics
|
14.1
|
Code of Business Conduct and Ethics (incorporated by reference to our Quarterly Report on Form 10-Q/A filed May 24, 2013).
|
(21)
|
Subsidiaries of the Registrant*
|
(31)
|
Rule 13a-14(a) / 15d-14(a) Certifications
|
31.1*
|
Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer.
|
(32)
|
Section 1350 Certifications
|
32.1*
|
Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer.
|
101**
|
Interactive Data File (Form 10-K for the year ended December 31, 2012 furnished in XBRL)
|
101.INS
101.SCH
101.CAL
101.DEF
101.LAB
101.PRE
|
XBRL Instance Document
XBRL Taxonomy Extension Schema Document
XBRL Taxonomy Extension Calculation Linkbase Document
XBRL Taxonomy Extension Definition Linkbase Document
XBRL Taxonomy Extension Label Linkbase Document
XBRL Taxonomy Extension Presentation Linkbase Document
|
*
|
Filed herewith.
|
**
|
Furnished herewith. Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of any registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, and otherwise are not subject to liability under those sections.
|
RESOLUTE ONCOLOGY, INC.
|
||||
Date:
|
August 19, 2013
|
By:
|
/s/ Blair Sorby
|
|
Blair Sorby
|
||||
President, Chief Executive Officer, and Director
(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)
|
1 Year MDM Permian (PK) Chart |
1 Month MDM Permian (PK) Chart |
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