UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
|
x
QUARTERLY
REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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For
the quarterly period ended September 30, 2009
|
o
TRANSITION REPORT UNDER SECTION 13 OF 15(d) OF THE EXCHANGE
ACT
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For the
transition period from ________to ____________
Commission
file number 0001345294
GOLDEN
VALLEY DEVELOPMENT, INC.
a Nevada
corporation
1200
Truxtun Avenue #130
Bakersfield,
CA 93301
(661)
327-0067
I.R.S.
Employer I.D. # 84-1658720
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
Number of
shares of common stock of Golden Valley Development Inc. outstanding as of
November 9, 2009: 42,400,000
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes
o
No
x
Transitional
Small Business Disclosure Format (Check One): Yes
o
No
x
PART
I. FINANCIAL INFORMATION
Item
1. Financial Statements
GOLDEN
VALLEY DEVELOPMENT, INC
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CONSOLIDATED
BALANCE SHEETS
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September
30, 2009 and December 31, 2008
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(unaudited)
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9/30/2009
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12/31/2008
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ASSETS
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Cash
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$
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2,352
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$
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446
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Prepaid
Income Taxes
|
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202
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-
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Total
Assets
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$
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2,554
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$
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446
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LIABILITIES
AND STOCKHOLDERS' EQUITY
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Current
Liabilities
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Accounts
Payable
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$
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-
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$
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45
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Accrued
Interest
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6,513
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4,008
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Note
Payable to Related Party
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51,000
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56,000
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Total
Current Liabilities
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57,513
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60,053
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Long
Term Liabilities
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Note
Payable to Related Party
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21,000
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-
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Total
Long Term Liabilities
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21,000
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-
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Total
Liabilities
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78,513
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60,053
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Stockholder's
Deficit
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Common
Stock; $.001 par value;75,000,000
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shares
authorized 45,400,000 issued
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and
outstanding
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42,400
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42,400
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Additional
Paid-in-Capital
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(7,018
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)
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(10,510
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)
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Accumulated
Deficit
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(111,341
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)
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(91,497
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)
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Total
Stockholders' Deficit
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(75,959
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)
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(59,607
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)
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Total
Liabilities and Stockholders' Deficit
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$
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2,554
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$
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446
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The accompanying notes are an integral part of these unaudited consolidated
financial statements
.
GOLDEN
VALLEY DEVELOPMENT, INC
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CONSOLIDATED
STATEMENTS OF OPERATIONS
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Three
and Nine Months Ended September 30, 2009 and 2008
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(unaudited)
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Three
Months
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Nine
Months
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2009
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2008
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2009
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2008
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Revenue
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$
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48
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$
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-
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$
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312
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$
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-
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Operating
Expenses
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General
& Administrative
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5,255
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6,291
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17,651
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20,019
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Interest
Expense
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927
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|
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|
682
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2,505
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1,942
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Total
Operating Expenses
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6,182
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6,973
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20,156
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21,961
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Net
Loss
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$
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(6,134
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)
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$
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(6,973
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)
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$
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(19,844
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)
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$
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(21,961
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)
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Basic
and diluted loss per common share
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$
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(0.00
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)
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$
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(0.00
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)
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$
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(0.00
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)
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$
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(0.00
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)
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Basic
weighted average common
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shares
outstanding
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42,400,000
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42,400,000
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42,400,000
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42,400,000
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The
accompanying notes are an integral part of these unaudited consolidated
financial statements.
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GOLDEN
VALLEY DEVELOPMENT, INC
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CONSOLIDATED
STATEMENTS OF CASH FLOWS
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Nine
Months Ended September 30, 2009 and 2008
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(unaudited)
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2009
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2008
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CASH
FLOWS FROM OPERATING ACTIVITIES
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$
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(19,844
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)
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$
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(21,961
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)
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Net
Loss
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Adjustments
to reconcile net loss
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to
cash used in operating activities:
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Imputed
rent expense
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3,492
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3,492
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Changes
in:
|
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Prepaid
Taxes
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(202
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)
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200
|
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Accounts
Payable
|
|
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(45
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)
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(200
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)
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Accrued
Expenses
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2,505
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1,942
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NET
CASH USED IN OPERATING ACTIVITIES
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(14,094
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)
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(16,527
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)
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CASH
FLOWS FROM FINANCING ACTIVITIES
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Proceeds
from note payable to related party
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33,000
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6,000
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Payments
on note payable to related party
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(17,000
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)
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-
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NET
CASH PROVIDED BY FINANCING ACTIVITIES
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16,000
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6,000
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NET
CHANGE IN CASH
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1,906
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(10,527
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)
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Cash
balance, beginning of the period
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446
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13,200
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Cash
balance, end of the period
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$
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2,352
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$
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2,673
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Supplemental
Disclosures:
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Taxes
paid
|
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$
|
-
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$
|
-
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Interest
paid
|
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$
|
-
|
|
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$
|
-
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The
accompanying notes are an integral part of these unaudited consolidated
financial statements.
|
GOLDEN
VALLEY DEVELOPMENT, INC.
Notes to
Unaudited Consolidated Financial Statements
NOTE 1 -
BASIS OF PRESENTATION
The
accompanying unaudited interim consolidated financial statements of
Golden
Valley Development, Inc. (“GVD”), have been prepared in accordance with
accounting principles generally accepted in the United States of America and the
rules of the Securities and Exchange Commission, and should be read in
conjunction with the audited financial statements and notes thereto contained in
GVD's 2008 annual report on Form 10-K. In the opinion of management, all
adjustments, consisting of normal recurring adjustments, necessary for a fair
presentation of financial position and the results of operations for the interim
periods presented have been reflected herein. The results of
operations for interim periods are not necessarily indicative of the results to
be expected for the full year. Notes to the financial statements that would
substantially duplicate the disclosure contained in the audited financial
statements for fiscal year 2008, as reported in the Form 10-K, have been
omitted.
Recently
Issued Accounting Pronouncements
Effective
this quarter, the Company implemented ASC No. 855, Subsequent Events (“ASC
855”). This standard establishes general standards of accounting for and
disclosure of events that occur after the balance sheet date but before
financial statements are issued. The adoption of SFAS 165 did not impact
the Company’s financial position or results of operations. The Company evaluated
all events or transactions that occurred after September 30, 2009 up through
November 9, 2009, the date the Company issued these financial statements.
During this period, the Company did not have any material recognizable
subsequent events.
Note 2 -
GOING CONCERN
As shown
in the accompanying consolidated financial statements, GVD had an accumulated
deficit as of September 30, 2009 and minimal revenues for the three and nine
months ended September 30, 2009. These conditions raise substantial doubt as to
GVD’s ability to continue as a going concern. Management is trying to raise
additional capital through sales of stock. The financial statements do not
include any adjustments that might be necessary if GVD is unable to continue as
a going concern.
Note 3 –
RELATED PARTY
Adavco,
Inc. is owned by the President and sole Director of GVD. For the nine
months ended September 30, 2009 GVD participated in the follosing transactions:
On January 26, 2009, Adavco, Inc. provided a $5,000 loan to GVD due January 11,
2011 with a 5 percent interest rate. On March 5, 2009, Adavco, Inc.
provided an additional $8,000 loan to GVD due March 5, 2011 with 5 percent
interest. On April 6, 2009, GVD, repaid $5,000 back to Adavco
Inc. On May 27 2009 Adavco, provided GVD with an additional
loan of $3,000 at a 5 percent interest rate to be paid back May 27, 2011. On
July 21, 2009 Adavco provided GVD with an additional loan of $5,000 at 5 percent
interest to be due on July 21, 2011. On September 4, 2009 Adavco provided GVD
with an additional loan of $12,000 at 5 percent interest which was paid back in
full on September 21, 2009. These notes are unsecured.
GVD
operates out of Adavco, Inc office; therefore, rent is imputed based on the fair
value of the office space. Imputed rent expense for the nine months
ended as of September 30, 2009 is $3,492.
Item
2. Management’s Discussion and Analysis
Liquidity and Cash
Requirements
Adavco
Inc., a related party, loaned us $50,000 in October of 2004 to satisfy cash
requirements, including accounting and auditing costs, for our first 48 months –
through October of 2009. In addition, Adavco has provided temporary funding to
support certain broker transactions. Additional funding may be available to us
from Adavco; however, based on our current cash forecasts, we do not expect to
borrow additional funds, except as may be needed on a short-term basis to
support a broker transaction. Our projected cash requirements over the next
twelve months should not exceed $15,000. However, our cash requirements will
increase significantly if we begin any advertising campaigns, as discussed below
in our Marketing subsection. As of September 30, 2009, our cash on hand was
$2,352
Results of
Operations
During
the three months ended September 30, 2009 the company had revenue of $48 and
operating expenses of $6,182. Operating expenses were comprised of $5,255 of
general and administrative expenses and $927 in interest expense. During the
comparable three month period ended September 30, 2008, the company had no
revenues and operating expenses totaling $6,973. Operating expenses last year
were comprised of $6,291 of general and administrative expenses and $682 in
interest expense. During these tough economic conditions management will
continue to try and develop new contacts and create new
transactions.
On August
17, 2009 Annette Davis resigned as Chief Financial Officer. An 8-k was filed
with all the details. Arthur Davis has assumed her duties as acting Chief
Financial Officer.
Industry
Trends
As we
discussed above, there is a growing trend in our industry which is of concern to
us. As farms grow and consolidate, they become better able to negotiate sales
directly with the buyers, since the farms now have the sufficient quantity to
satisfy most buyers.
Our
business model only works when there are still sufficient small, niche farmers
with which to work, and by “niche” farmers we mean those that produce a niche
crop such as alfalfa hay or grass hay, organic produce, and unusual or specialty
commodities. However, we are able to work with larger farms and larger buyers on
occasion, because we still retain the advantage of quality control. We send out
a field inspector to make sure all the produce loaded onto the trucks is high
quality, which is something the buyers do not do themselves, nor do the farmers,
nor do our competitors.
Description of
Property
Our
principal office is in a dedicated office building at 1200 Truxton Ave., Suite
130 in Bakersfield, California.
We own no
real estate nor other property, nor do we invest in real estate.
Plant and Significant
Equipment
We do not
expect any purchase of any plant or significant equipment assets in the next 12
months.
Number of
Employees
Our
current number of employees is zero. We do not expect a significant
number in the change of employees in the next 12 months.
Security Ownership of
Certain Beneficial Owners and Management
We have
only one class of securities – our Common Stock.
The
following represents the security ownership of the only person who owns more
than five percent of our outstanding Common Stock:
Annette
Davis 38,054,331
shares 95.1%
of class
Financing
Plans
We will
continue to rely on loans from Adavco Inc. to complete brokerage transactions.
At this time there has been nothing signed by Adavco Inc. guaranteeing that such
funds will be made available.
OFF
BALANCE SHEET ARRANGEMENTS
We have
no off balance sheet arrangements.
Item.3
Quantitative and Qualitative Disclosures About Market Risk
None.
Item 4.
Controls and
Procedures.
It is
management’s responsibility for establishing and maintaining adequate internal
control over financial reporting for Golden Valley Development. It is the
President’s ultimate responsibility to ensure the Company maintains disclosure
controls and procedures designed to provide reasonable assurance that material
information, both financial and non-financial, and other information required
under the securities laws to be disclosed is identified and communicated to
senior management on a timely basis. The Company’s disclosure controls and
procedures include mandatory communication of material events, management review
of monthly, quarterly and annual results and an established system of internal
controls.
As of
September 30 2009, management of the Company, including the President, conducted
an evaluation of the effectiveness of the design and operation of the Company’s
disclosure controls and procedures with respect to the information generated for
use in this Quarterly Report. Based upon and as of the date of that evaluation,
the Principle Executive Officer and Principle Financial Officer have concluded
the Company’s disclosure controls and procedures were effective to provide
reasonable assurance that information required to be disclosed in the reports
that the Company files or submits under the relevant securities laws is
recorded, processed, summarized and reported as and when required, accumulated
and communicated to our management, including our principal executive officer
and principal financial officer, as appropriate to allow timely discussions
regarding disclosure within the time periods specified in the Commission’s rules
and forms. There have been no changes in the Company’s internal control over
financial reporting during the period ended September 30, 2009, that have
materially affected, or are reasonably likely to materially affect, the
Company’s internal control over financial reporting.
It should
be noted that while the Company’s management, including the President, believes
the Company’s disclosure controls and procedures provide a reasonable level of
assurance, they do not expect that the Company’s disclosure controls and
procedures or internal control over financial reporting will prevent all errors
and all fraud. A control system, no matter how well conceived or operated, can
provide only reasonable, not absolute, assurance the objectives of the control
system are met. Further, the design of a control system must reflect the fact
there are resource constraints, and the benefits of controls must be considered
relative to their costs. Because of the inherent limitations in all control
systems, no evaluation of controls can provide absolute assurance all control
issues and instances of fraud, if any, have been detected. These inherent
limitations include the realities that judgments in decision-making can be
faulty, and breakdowns can occur because of simple error or mistake.
Additionally, controls can be circumvented by the individual acts of some
persons, by collusion of two or more people, or by management override of the
controls. The design of any system of controls is based in part upon certain
assumptions about the likelihood of future events, and there can be no assurance
any design will succeed in achieving its stated goals under all potential future
conditions; over time, controls may become inadequate because of changes in
conditions, or the degree of compliance with the policies or procedures may
deteriorate. Because of the inherent limitations in a cost-effective control
system, misstatements due to errors or fraud may occur and not be
detected.
ITEM
4T Controls and Procedures
This
quarterly report does not include an attestation report of our registered public
accounting firm regarding internal control over financial reporting.
Management’s report was not subject to attestation by our registered public
accounting firm pursuant to temporary rules of the SEC that permit us to
provide only management’s report in this quarterly report
.
Other
Information
Item
4. Exhibits
Index of Exhibits
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.
|
Golden
Valley Development, Inc.
(Registrant)
|
|
|
|
|
|
Date
November 9, 2009
|
By:
|
/s/ H.
Arthur Davis
|
|
|
|
H.
Arthur Davis
|
|
|
|
President,
Secretary, Principal Executive Officer,
Principal
Financial Officer, Chief Accounting Officer
|
|
|
|
|
|
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