Notes to Financial Statements
(1) Nature of Organization and Summary of Significant
Accounting Policies
Organization and Basis of Presentation
Upon effectiveness of a Registration Statement filed with
the SEC by Forever Valuable Collectibles, Inc. (the “Company” or “we”), X-Clearing Corporation (“X-Clearing”),
formerly known as Fincor, Inc. completed the spin-off of the Company to its shareholders of record as of August 13, 2008. The
transaction was effected by the issuance of 11,920,600 shares of the Company’s common stock to X-Clearing in exchange for
cash and property.
X-Clearing shareholders retained their X-Clearing common
shares and, after the spin-off, received (1) share of the common stock of the Company for each share of X-Clearing common stock
held. Immediately following the spin-off, X-Clearing’s shareholders owned approximately 100 percent of the Company’s
common stock.
The Company accounted for the spin-off based on recorded
amounts.
The Company is incorporated in the State of Colorado and
plans to enter the memorabilia and collectible industry. The Company is a development stage enterprise in accordance with
accounting principles generally accepted in the United States of America.
Basis of Presentation and Going Concern
We have a limited history of operations, limited
assets, and an operating loss since inception. Our current burn rate is between $30,000 and $50,000 annually and we may incur
additional operating losses in future periods. In addition, there is no assurance that we will be able to access capital
markets to raise funds sufficient to cover any future operating losses.
Our ability to achieve and maintain profitability
and positive cash flow is dependent upon our ability to locate customers who will use our memorabilia and collectibles services
and our ability to generate sales revenues. However, we have generated nominal revenues from our inception, and at December
31, 2009 and 2008, we had cash positions of $2,690 and $212, respectively.
In November, 2007, A-Squared Holdings, Inc., an
affiliated company, agreed to provide us with a credit facility of $200,000 for working capital (see Note 2). There is no
assurance that this credit facility will be sufficient to meet our future cash needs. A second affiliate, X-Clearing has
also advanced working capital to us on an as-needed basis in exchange for promissory notes (see Note 2). There is no assurance
that these loans will continue in the future.
As a result, our auditors are uncertain about our
ability to continue as a going concern. The accompanying financial statements do not include any adjustments relating to
the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary
in the event the Company cannot continue in existence.
F-7
FOREVER VALUABLE COLLECTIBLES, INC.
(A Development Stage Company)
Notes to Financial Statements
Risks and Uncertainties
The collectibles industry can be subject to seasonal variations
in demand. We expect that most of our collectibles operations will see the greatest demand during the winter holiday shopping
period. Consequently, we expect to be most profitable during the fourth quarter of our fiscal year. Quarterly results
may also be materially affected by the timing of new product introductions, the gain or loss of significant customers or product
lines and variations in merchandise mix. We will make decisions about purchases of inventory well in advance
of the time at which such products are intended to be sold. Accordingly,
our performance in any particular quarter may not be indicative of the results that can be expected for any other quarter or for
the entire year. Significant deviations from projected demand for collectibles merchandise
could have a material adverse effect on our financial condition and quarterly or annual results
of operations.
Demand for collectibles merchandise is affected by the general
economic conditions in the United States. When economic conditions are favorable and discretionary income increases, purchases
of non-essential items like collectibles merchandise and animation art generally increase. When economic conditions are less
favorable, sales of collectibles merchandise and animation art are generally lower. In addition, we may experience more competitive
pricing pressure during economic downturns. Therefore, any significant economic downturn or any future changes
in consumer spending habits could have a material adverse effect on our financial condition and results of operations.
The markets for our products are subject to changing customer
tastes and the need to create and market new products. Demand for collectibles is influenced by the popularity
of certain themes, cultural and demographic trends, marketing and advertising expenditures and
general economic conditions. Because these factors can change rapidly, customer demand also can shift quickly.
Use of Estimates
The preparation of financial statements in accordance 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 the disclosure of contingent assets and liabilities at the balance
sheet date and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from
those estimates.
Inventory
Inventory, consisting of collectibles held for sale,
are stated at the lower of cost (specific identification method) or market.
Revenue Recognition
The Company had revenue of $585 at December 31,
2009. There was no revenue during the year ended December 31, 2008. Anticipated future operating revenue will represent
product sales in connection with owning and operating a memorabilia and collectibles business. We recognize revenue on the
sale of our
F-8
FOREVER VALUABLE COLLECTIBLES, INC.
(A Development Stage Company)
Notes to Financial Statements
inventory when persuasive evidence of an arrangement
exists, delivery has occurred, the seller’s price to the buyer is fixed or determinable, and collectability is reasonably
assured.
Shipping and Handlings cost
Shipping and handling fees billed to customers are recorded
as revenues while the related shipping and handling costs are included in other cost of revenues. The Company has not incurred
any shipping costs in its development stage.
Advertising Costs
The Company plans to expense all advertising costs as incurred.
The Company had no advertising costs during the year ended December 31, 2009 and the period ended December 31, 2008.
Income Taxes
We maintained a full valuation allowance on our
net deferred tax assets as of December 31 2009 and 2008. The valuation allowance was determined in accordance with the provisions
of Accounting Standards Codification (ASC) No. 740,
Accounting for Income Taxes
(ASC 740), which requires an assessment
of both positive and negative evidence when determining whether it is more likely than not that deferred tax assets are recoverable;
such assessment is required on a jurisdiction by jurisdiction basis. Expected future losses represented sufficient negative
evidence under ASC 740 and accordingly, a full valuation allowance was recorded against deferred tax assets. We intend to
maintain a full valuation allowance on the deferred tax assets until sufficient positive evidence exists to support reversal of
the valuation allowance.
Our tax provision was $-0- on a pre-tax loss of
$78,638 for the period from December 31, 2009 and $78,483 for the year ended December 31, 2008.
The Company has analyzed filing positions in all
of the federal and state jurisdictions where it is required to file income tax returns, as well as all open tax years in these
jurisdictions. The Company has identified its federal tax return and its state tax return in Colorado as “major” tax
jurisdictions, as defined. The Company believes that its income tax filings positions and deductions will be sustained on
audit and does not anticipate any adjustments that will result in a material adverse effect on the Company’s financial conditions,
results of operations, or cash flow. Therefore, no reserves for uncertain income tax positions have been recorded pursuant to ASC
740.
F-9
FOREVER VALUABLE COLLECTIBLES, INC.
(A Development Stage Company)
Notes to Financial Statements
Financial Instruments
The Company considers all highly liquid investments with
original maturities of three months or less when acquired to be cash equivalents.
The carrying amounts reported for cash, accounts
payable and accrued liabilities, and notes payable are considered to approximate fair values based upon the short maturities of
those financial instruments.
Financial instruments that potentially subject us
to concentrations of credit risks consist of cash. We invest our excess cash in accordance with our investment policy and
cash depositories did not exceed federally insured limits during December 31, 2009 and 2008.
Stock-based Compensation
Effective November 29, 2007, we adopted the fair
value recognition provisions of Accounting Standards Codification No. 718,
Share-Based Payment
(ASC 718). Under
the fair value recognition provisions of ASC 718, stock-based compensation cost is measured at the grant date based on the value
of the awards and has been recognized as expense over the vesting period.
Loss per Common Share
Accounting Standards Codification No. 260,
Earnings
per Share
, requires presentation of “basic” and “diluted” earnings per share on the face of the statements
of operations for all entities with complex capital structures. Basic earnings per share is computed by dividing net income
by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential
dilution that could occur if securities or other contracts to issue common stock were exercised or converted during the period.
Dilutive securities having an anti-dilutive effect on diluted earnings per share are excluded from the calculation. At December
31, 2009 and 2008, a warrant to purchase 200,000 shares of our common stock was excluded from diluted earnings per share because
it was anti-dilutive.
Recent Accounting Standards
On July 1, 2009, we adopted the Financial Accounting
Standards Board (“FASB”), Accounting Standards Codification (“ASC”). The ASC does not alter current generally
accepted accounting principles in the United States of America (“U.S. GAAP”), but rather integrated existing accounting
standards with other authoritative guidance. The ASC provides a single source of authoritative U.S. GAAP for nongovernmental entities
and supersedes all other previously issued non-SEC accounting and reporting guidance. The adoption of the ASC did not have any
effect on our results of operations or financial position. All prior references to U.S. GAAP have been revised to conform to the
ASC. Updates to the ASC are issued in the form of Accounting Standards Updates (“ASU”).
F-10
FOREVER VALUABLE COLLECTIBLES, INC.
(A Development Stage Company)
Notes to Financial Statements
In January 1, 2009, we adopted the revisions to
U.S. GAAP accounting standards included in ASC Topic 815,
Derivatives and Hedging
(“ASC 815”).
ASC 815 applies to any freestanding financial instruments or embedded features that have the characteristics of a derivative and
to any freestanding financial instruments that are potentially settled in an entity’s own common stock. This guidance does
not have a significant impact on our financial position, results of operations, or cash flows.
In
April 2009, we adopted the revisions to U.S. GAAP accounting standards included in ASC Topic 825,
Financial Instruments
(“ASC 825”), which requires public companies to include disclosures required for all financial instruments within the
scope of ASC 825 in their interim financial statements. In addition, this guidance requires disclosure about the method and
significant assumptions to estimate fair value of financial instruments and disclosure of changes in the methods or significant
assumptions, if any, during the period. The adoption of the revised guidance related to financial statement disclosure only and
did not have any effect on our results of operations or financial position.
Effective January 1, 2009, we adopted the revisions
to U.S. GAAP accounting standards included in ASC Topic 820, which provides additional guidance in determining whether a market
for a financial asset is not active and a transaction is not distressed for fair value measurement purposes. This guidance
does not have a significant impact on our financial position, results of operations, or cash flows.
We adopted the revisions to U.S. GAAP accounting
standards included in ASC Topic 855 (“ASC 855”),
Subsequent Events
, and the FASB amendment ASU 2010-09,
which establish the accounting and disclosure of events that occur after the balance sheet date but before financial statements
are issued. This guidance did not have any impact on the Company’s financial position, results of operations, or cash flows.
In January 2010, the FASB amended ASC 820 to require
new disclosures for fair value measurements and provides clarification for existing disclosures requirements. More specifically,
this update will require (a) an entity to disclose separately the amounts of significant transfers in and out of Levels 1
and 2 fair value measurements and to describe the reasons for the transfers; and (b) information about purchases, sales, issuances
and settlements to be presented separately (i.e., present the activity on a gross basis rather than net) in the reconciliation
for fair value measurements using significant unobservable inputs (Level 3 inputs). This update clarifies existing disclosure
requirements for the level of disaggregation used for classes of assets and liabilities measured at fair value and requires disclosures
about the valuation techniques and inputs used to measure fair value for both recurring and nonrecurring fair value measurements
using Level 2 and Level 3 inputs. ASU 2010-6 is effective for interim and annual fiscal years beginning after December 15,
2009. The Company does not anticipate that the adoption of this statement will materially expand its financial statement footnote
disclosures.
F-11
FOREVER VALUABLE COLLECTIBLES, INC.
(A Development Stage Company)
Notes to Financial Statements
(2)
Related Party Transactions
Rent expense of $9,246 was recognized during December 31,
2009 and 2008 for contribution of office space by an affiliate. The Board of Directors valued the contribution based on rent
for similar space in the local area.
Our President and Director contributed her time and attendance
during 2009 and 2008. We recognized $48,000 for the years ended December 31, 2009 and 2008, in contributed service expense.
The Board of Directors valued the contribution based on prevailing rates for similar services in the local area.
During the years ended December 31, 2009 and 2008, we incurred
stock transfer agent fees to X-Pedited Transfer Corp., an affiliate, totaling $1,000 and $3,375, respectively. At December
31, 2009, the unpaid balance to the affiliate was $1,118, and is included in the accompanying balance sheet as accounts payable,
related party.
During the year ended December 31, 2009, our affiliates,
X-Clearing Corp. and A-Squared Holdings, Inc. provided us cash to cover operating expenses pursuant to the terms of unsecured promissory
notes.
As of December 31, 2009 and 2008, notes payable to
related parties, consist of the following:
Accrued interest payable as of December 31, 2009 and 2008
were $6,940 and $1,950, respectively.
F-12
FOREVER VALUABLE COLLECTIBLES, INC.
(A Development Stage Company)
Notes to Financial Statements
(3)
Shareholders’ Deficit
Preferred stock
We are authorized to issue 1,000,000 shares of no par value
preferred stock; the classes and features of which will be determined by the Board of Directors.
Common stock
We are authorized to issue 50,000,000 shares of no par value
common stock. The shares do not have preemptive rights and cumulative voting is not permitted.
During October 2008, we issued 5,000 shares of common stock
to a vendor in exchange for payment of professional fees. The transaction was recorded based on the fair value of the services
rendered, which totaled $500, or $0.10 per share.
During March 2009 and September 2009, we issued 25,000 and
10,000 shares of common stock, respectively, to our stock transfer agent, X-Pedited Transfer Corp., an affiliate, for payment of
professional services. 25,000 shares were issued as payment for a December 31, 2008 liability related to services rendered
during 2008. 10,000 shares were issued for services performed during 2009. The transactions were recorded based on
the fair value of the services rendered, which totaled $3,500, or $0.10 per share.
Warrant to purchase our common stock
On November 29, 2007 the Board of Directors unanimously
approved the granting of a warrant to A-Squared Holdings, Inc. in exchange for providing a one-year, $200,000 credit facility to
the Company (See Note 5).
The warrant vested as of the date of the grant and
expires in five years. All 200,000 shares underlying the warrant are exercisable at $0.001 per share. The Board of
Directors valued the shares of common stock at the fair value of $0.00005 per share on the date of grant using the Black-Scholes
option pricing model. Compensation expense totaling $10 was recognized during the period ended December 31, 2007. No
warrants had been exercised through December 31, 2009 and 2008.
The status of the Company’s outstanding warrant
is as follows:
F-13
FOREVER VALUABLE COLLECTIBLES, INC.
(A Development Stage Company)
Notes to Financial Statements
The weighted average fair value of the warrant granted on
November 29, 2007 was estimated on the date of grant using the Black-Sholes option-pricing model at $0.00035 per share or $10.
The fair value of the options granted is estimated on the date of grant using the following assumptions: dividend yield of
zero, expected volatility of 100%, risk free interest rate of 3.42 percent, and an expected life of five years.
(4)
Income Taxes
A reconciliation of the U.S. statutory federal income tax
rate to the effective tax rates at December 31, 2009 and 2008 is as follows:
F-14
FOREVER VALUABLE COLLECTIBLES, INC.
(A Development Stage Company)
Notes to Financial Statements
At December 31, 2009, deferred tax assets consisted
of a net tax asset of $9,598, due to an operating loss carryforward of $50,139, which was fully allowed for, in the valuation allowance
of $9,598. The valuation allowance offsets the net deferred tax asset for which there is no assurance of recovery. The
changes in the valuation allowance for the year ended December 31, 2009 and 2008 was $3,905 and $4,021, respectively. Net
operating loss carryforwards will expire through 2029. The value of these carryforwards depends on the ability of the company
to generate taxable income.
The valuation allowance will be evaluated at the
end of each year, considering positive and negative evidence about whether the asset will be realized. At that time, the
allowance will either be increased or reduced; reduction could result in the complete elimination of the allowance if positive
evidence indicates that the value of the deferred tax asset is no longer impaired and the allowance is no longer required.
(5)
Subsequent Events
In conjunction with the preparation of these financial
statements, an evaluation of subsequent events was performed though March 17, 2010, which is the date financial statements were
issued. No reportable subsequent events were noted other than those described below.
Common Stock Issuance
During February 2010, we issued 12,000 shares of common stock
to our stock transfer agent, X-Pedited Transfer Corp., an affiliate, for payment of professional services. The transaction
was recorded based on the fair value of the services rendered, which totaled $1,200, or $0.10 per share.
F-15