Quarterly Report (10-q)
March 13 2014 - 2:01PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended January 31, 2014
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from __________ to __________
Commission file number 000-53048
Concrete Leveling Systems, Inc.
(Exact name of small business issuer as specified in its charter)
Nevada 26-0851977
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
5046 E. Boulevard, NW, Canton, OH 44718
(Address of principal executive offices)
(330) 966-8120
(Issuer's telephone number)
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(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days. YES [X]
NO [ ]
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 (ss. 232.405
of this chapter) during the preceding 12 month (or for such shorter period that
the registrant was required to submit and post such files). YES [X] NO [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer (as defined in Rule 12b-2 of the
Exchange Act).
Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] 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 [ ] NO [X]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to 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: 6,395,418
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
Concrete Leveling Systems, Inc.
Balance Sheets
January 31, 2014 and July 31, 2013
January 31 July 31
---------- ----------
(Unaudited) (Audited)
ASSETS
Current Assets
Cash in bank $ 422 $ 2,171
Accounts receivable 4,495 4,495
Current portion of notes receivable 35,996 30,113
Interest receivable 3,727 2,447
Deposits -- 12,000
Inventory 13,370 1,070
---------- ----------
Total Current Assets 58,010 52,296
---------- ----------
Property, Plant and Equipment
Equipment 700 700
Less: Accumulated depreciation (700) (700)
---------- ----------
Total Property, Plant and Equipment -- --
---------- ----------
Other Assets
Notes receivable, net of current portion 25,435 33,337
Deposits 10 10
---------- ----------
25,445 33,347
---------- ----------
TOTAL ASSETS $ 83,455 $ 85,643
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities
Accounts payable $ 66,098 $ 72,524
Advances - stockholders 40,600 15,000
Notes payable - stockholders 62,450 62,750
Other accrued expenses 23,382 23,172
---------- ----------
Total Current Liabilites 192,530 173,446
---------- ----------
Stockholders' Equity (Deficit)
Common stock (par value $0.001)
100,000,000 shares authorized:
6,395,418 shares issued and outstanding at January 31, 2012
and July 31, 2011 6,395 6,395
Additional paid-in capital 405,355 405,355
Retained (deficit) (520,825) (499,553)
---------- ----------
Total Stockholders' Equity (Deficit) (109,075) (87,803)
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) $ 83,455 $ 85,643
========== ==========
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See notes to financial statements.
2
Concrete Leveling Systems, Inc.
Statements of Income
For the 3 and 6 Months Ended January 31, 2014
3 Months Ended 6 Months Ended
January 31, 2014 January 31, 2014
---------------- ----------------
(Unaudited) (Unaudited)
Equipment and parts sales $ -- $ --
Cost of Sales -- --
---------- ----------
Gross Margin -- --
---------- ----------
Expenses
Selling, general and administration 4,258 22,461
---------- ----------
(Loss) from Operations (4,258) (22,461)
---------- ----------
Other Income (Expense)
Interest income 754 1,601
Interest expense (204) (412)
---------- ----------
Total Other Income (Expense) 550 1,189
---------- ----------
Net (Loss) Before Income Taxes (3,708) (21,272)
Provision for Income Taxes -- --
---------- ----------
Net (Loss) $ (3,708) $ (21,272)
========== ==========
Net (Loss) per Share - Basic and Fully Diluted $ (0.00) $ (0.00)
========== ==========
Weighted average number of common shares
outstanding - basic and fully diluted 6,395,418 6,395,418
========== ==========
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See notes to financial statements.
3
Concrete Leveling Systems, Inc.
Statements of Income
For the 3 and 6 Months Ended January 31, 2013
3 Months Ended 6 Months Ended
January 31, 2013 January 31, 2013
---------------- ----------------
(Unaudited) (Unaudited)
Equipment and parts sales $ 54,495 $ 54,879
---------- ----------
Cost of Sales 21,150 21,333
---------- ----------
Gross Margin 33,345 33,546
---------- ----------
Expenses
Selling, general and administration 35,621 68,059
---------- ----------
(Loss) from Operations (2,276) (34,513)
Other Income (Expense)
Interest income 1,190 1,912
Interest expense (1,871) (3,740)
---------- ----------
Total Other Income (Expense) (681) (1,828)
---------- ----------
Net (Loss) Before Income Taxes (2,957) (36,341)
Provision for Income Taxes -- --
---------- ----------
Net (Loss) $ (2,957) $ (36,341)
========== ==========
Net (Loss) per Share - Basic and Fully Diluted $ (0.00) $ (0.01)
========== ==========
Weighted average number of common shares
outstanding - basic and fully diluted 6,395,418 6,395,418
========== ==========
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See notes to financial statements.
4
Concrete Leveling Systems, Inc.
Statements of Cash Flows
For the Six Months Ended January 31, 2014 and 2013
January 31, 2014 January 31, 2013
---------------- ----------------
(Unaudited) (Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) $ (21,272) $ (36,341)
Adjustments to reconcile net income (loss) to net
cash used in operating activities:
Depreciation
(Increase) Decrease in accounts receivable -- (3,695)
(Increase) Decrease in interest receivable (1,280) --
Decrease (Increase) in inventory (12,300) 13,845
Decrease (Increase) in Deposits 12,000 --
Increase (Decrease) in accounts payable (6,426) 54,923
Increase (Decrease) in other accrued expenses 210 (46,207)
---------- ----------
Net cash from (used by) operating activities (29,068) (17,475)
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES
Payments on notes receivable 2,019 5,004
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES
Loans from stockholders 25,300 4,500
---------- ----------
Net (decrease) in cash (1,749) (7,971)
Cash and equivalents - beginning 2,171 9,658
---------- ----------
Cash and equivalents - ending $ 422 $ 1,687
========== ==========
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION
Interest $ 204 $ 913
========== ==========
Income Taxes $ -- $ --
========== ==========
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See notes to financial statements.
5
Concrete Leveling Systems, Inc.
Notes to Financial Statements
January 31 2014
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in accordance
with accounting principles generally accepted in the United States of America
for interim financial information and with the instructions to Form 10?Q and
Article 8 of Regulation S-X. Accordingly, they do not include all the
information and footnotes required by accounting principles generally accepted
in the United States of America 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. For further
information, refer to the financial statements and footnotes thereto included in
the Concrete Leveling Systems, Inc. Form 10-K filing for the period ended July
31, 2013.
NOTE B - GOING CONCERN
As shown in the financial statements, the Company incurred a net loss of $3,708
for the three months ended January 31, 2014, and has incurred substantial net
losses since its inception. At January 31, 2014, current liabilities exceed
current assets by $134,520. These factors raise substantial doubt about the
Company's ability to continue as a going concern. The financial statements do
not include any adjustments relating to the recoverability and classification of
recorded assets, or the amounts and classification of liabilities that might be
necessary in the event the Company cannot continue existence.
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ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Concrete Leveling Systems, Inc. ("CLS" or "The Company") became an
operating company in 2009. As of January 31, 2014, CLS has cash assets of $422,
accounts receivable in the amount of $4,495 and notes receivable in the amount
of $61,431. As of January 31, 2014, the Company was carrying inventory valued at
$13,370.
The Company's cash flow is currently not sufficient to maintain operations.
However, the Company is receiving monthly payments from the self financed sale
of its concrete leveling service units, which creates some cash flow for the
Company. Mr. Edward A. Barth has continued to contact companies regarding the
service unit, but did not receive any positive leads during the last quarter.
CLS continues to have cash flow issues. As of January 31, 2014, it had
total current liabilities of $192,530, which includes advances from stockholders
and notes payable to stockholders in the amount of $103,050. The company
continues to experience negative income figures for the quarter. Mr. Barth
continues to remain in contact with potential purchasers, who have expressed an
interest in purchasing a service unit.
There are no off balance sheet arrangements involving CLS at this time.
Liquidity Issues. Since its inception, the Company has experienced
continued need for additional liquidity in order to provide for operating
expenses and to purchase components for the assembly of its product. The company
maintains an inventory of one partially completed service unit. In the event the
Company receives an order for a concrete leveling service unit, it will seek a
down payment in an amount sufficient to complete the unit, in order not to have
to borrow additional funds.
Capital Resources. CLS has made no material commitments for capital
expenditures as of the end of its fiscal quarter ending January 31, 2014 and
does not anticipate any immediate need for material capital expenditures over
the next quarter.
Result of Operations. During the quarter ended January 31, 2014, the
Company has experienced little activity. Due to the seasonal nature of concrete
leveling operations in most of the United States and Canada, prospective buyers
are not looking to purchase a concrete leveling service unit for a winter
delivery. Activity in sales of the units will not begin to pick up until early
spring of 2014.
ITEM 4 - CONTROLS AND PROCEDURES
Disclosure Controls and Procedures. Pursuant to Rule 13a-15(b) of the
Securities Exchange Act of 1934 ("Exchange Act"), the Company carried out an
evaluation, with the participation of the Company's management, which consists
of the Company's Chief Executive Officer (CEO) and Chief Financial Officer
(CFO), of the effectiveness of the Company's disclosure controls and procedures
(as defined under Rule 13a-15(e) of the Exchange Act) as of the end of the
period covered by this report. Based upon that evaluation, the Company concluded
that the Company's disclosure controls and procedures are effective to ensure
that information required to be disclosed by the Company in the reports that the
Company files or submits under the Exchange Act, is recorded, processed,
summarized and reported, within the time period specified by the United States
Securities and Exchange Commission rules and forms, and that such information is
accumulated and communicated to the Company's management, including the
Company's CEO and CFO, as appropriate, to allow timely decisions regarding
required disclosure.
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Changes in Internal Control Over Financial Reporting. There are no changes
in the Company's internal controls over financial reporting that occurred during
the three months ended January 31, 2014 that have materially affected, or are
reasonably likely to materially affect, the internal controls over financial
reporting.
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
To the best of its knowledge, management of CLS is not aware of any legal
proceedings in which CLS is currently involved.
ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
There were no unregistered sales of equity securities during this quarter.
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
There are no defaults upon any senior securities.
ITEM 4 - MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5 - OTHER INFORMATION
There are no items of information required to be disclosed pursuant to this
item at this time.
ITEM 6 - EXHIBITS
A. The following are filed as Exhibits to this report. The numbers refer to the
exhibit table of Item 601 of regulation S-K: Reference is hereby made to the
exhibits contained in the registration statement (Form SB-2) filed by Concrete
Leveling Systems, Inc.
Exhibit 31.1 - Rule 13a-14(a)/15d-14(a) - Certification
Exhibit 31.2 - Rule 13a-14(a)/15d-14(a) - Certification
Exhibit 32 - Section 1350 - Certification
Exhibit 101 - Interactive Data Files Pursuant to Rule 405 of Regulation S-T
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
CONCRETE LEVELING SYSTEMS, INC.
Date: March 13, 2014 By: /s/ Edward A. Barth
------------------------------------
Edward A. Barth,
Principal Executive Officer
Date: March 13, 2014 By: /s/ Suzanne I. Barth
------------------------------------
Suzanne I. Barth,
Principal Financial Officer
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