PINX:MBOO Medbook World, Inc. Quarterly Report 10-Q Filing - 3/31/2012

Effective Date 3/31/2012

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-Q

 

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

 

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2012

 

 

COMMISSION FILE NUMBER: 000-53850

 

 

 

MEDBOOK WORLD, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

DELAWARE 27-1397396

(State of Incorporation) (I.R.S. Employer ID Number)

 

 

1150 Silverado, Suite 204

La Jolla, California 92037

Tel: 858-459-1133

Fax: 858-459-1103

(Address and telephone number of principal executive offices)

 

 

 

 

Indicate by check mark whether the registrant (1) has filed all reports required

to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 (§232.405 of this chapter) during the preceding 12 months (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, a non-accelerated filer or a smaller reporting company.

 

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 /X/ No / /

 

The number of Registrant’s shares of common stock, $0.0001 par value, outstanding as of April 13, 2012 was 11,150,000.

 

 

1
 

 

 

 

 

ITEM 1. FINANCIAL STATEMENTS

 

The un-audited quarterly financial statements for the period ended March 31, 2012, prepared by the company, immediately follow.

 

 

 

2
 

  

MEDBOOK WORLD, INC.

(A Development Stage Company)

BALANCE SHEETS

  As of As of
  Dec. 31, 2011 Sept. 30, 2011
  (Unaudited) (Audited)
ASSETS    
Current Assets    
Cash $120,958 $176,891
   Total Assets $120,958 $176,891
     
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)    
     
Current Liabilities    
Accounts payable $6,600 $27,385
Shareholder loan $200,065 $200,065
   TOTAL LIABILITIES $206,665 $227,450
     
Stockholders' Equity (Deficit)    
     
Preferred stock, $.0001 par value    
20,000,000 shares authorized, no    
shares issued or outstanding    
     
Common stock, $.0001 par value    
100,000,000 shares authorized,    
11,150,000 shares issued and    
outstanding as of 9/30/2011    
and 3/31/12 $1,115 $1,115
     
Additional paid in capital - -
     
Deficit accumulated during    
The development stage $(86,822) $(51,674)
     
Total Shareholders' Equity $(85,707) $(50,559)
     
     
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $120,958 $176,891
     
     
 

 See Notes to Financial Statements

3
 

 

MEDBOOK WORLD, INC.

(A Development Stage Company)

STATEMENT OF OPERATIONS

(Unaudited)

 

          From Incepion
          Nov. 17, 2009
  Three Months Ended Six Months Ended through
  Mar. 31, Mar. 31, Mar. 31
  2012 2011 2012 2011 2012
Revenue - - - - -
Total Revenue - - - - -
           
Expenses          
Professional Expences 12,250 - 33,948 - 79,063
General  & Administration Expences 600 4,448 1,200 6,948 7,759
Operating Expenses 12,850 4,448 35,148 6,948 86,822
           
           
Other Income (Expense) - - - - -
           
Net Income (Loss) (12,850) (4,448) (35,148) (6,948) (86,822)
           
Basic and dilued earning (0.001) (0.000) (0.003) (0.001)  
   (Loss) per Share          
           
Weighted average numer          
   of common shares          
   outstanding 11,150,000 11,150,000 11,150,000 11,150,000  
           
   

 See Notes to Financial Statements

4
 

MEDBOOK WORLD, INC.

(A Development Stage Company)

STATEMENT OF CASH FLOWS

(Unaudited)

 

          From Inception
          Nov. 17, 2009
  Three Months Ended Six Months Ended through
  Mar. 31, Mar. 31, Mar. 31
  2012 2011 2012 2011 2012
Cash Flows From Operating Activities          
Net Income (Loss) $(12,850) $(4,448) $(35,148) $(6,948) $(86,822)
Increase (Decrease) in Accts Payable (2,198) (5,000) (20,785) (2,500) 6,600
Changes in operating assets & liabilities - - - -  
Net Cash provided by (used in) operations (15,048) (9,448) (55,933) (9,448) (80,222)
           
Cash Flows From Investing Activities          
Net cash provided by investing activities - - - - -
           
Cash Flows From Financing Activities          
Common Stock Issuance - - - - 1,115
Loans from Shareholders - 200,065 - 200,065 200,065
Net cash provided by financing activities - 200,065 - 200,065 201,180
Net increase (decrease) (15,048) (9,448) (55,933) (9,448) 120,958
Cash beginning of period 136,006 - 176,891 - -
Cash end of period $120,958 $190,617 $120,958 $190,617 120,958
           
Supplemental Disclosures of Cash Flow Information          
Interest Paid - - - - -
Income taxes paid - - - - -
           
   

See Notes to Financial Statements

5
 

 

MEDBOOK WORLD, INC.

(A Development Stage Company)

Notes to Financial Statements

March 31, 2012

(unaudited)

 

 

NOTE 1. NATURE AND BACKGROUND OF BUSINESS

 

MedBook World, Inc. (“the Company” or “the Issuer”) was organized under the laws of the State of Delaware on November 17, 2009. The Company was established as part of the Chapter 11 reorganization of AP Corporate Services, Inc. (“AP”). Under AP’s Plan of Reorganization, as confirmed by the U.S. Bankruptcy Court for the Central District of California, the Company was incorporated to: (1) receive and own any interest which AP had in the development of a mail order and on line medical bookseller; and (2) issue shares of its common stock to AP’s general unsecured creditors, to its administrative creditors, and to its shareholders.

 

Management believes the Company lacks the resources to effectively develop such a bookseller on its own at this time and is therefore engaged in a search for a strategic business partner or a merger or acquisition partner with the resources to take the Company in a new direction and bring greater value to its shareholders. The Company has been in the development stage since its formation and has not yet realized any revenues from its planned operations.

 

 

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

a. BASIS OF ACCOUNTING

 

The Company’s financial statements are prepared using the accrual method of accounting. The Company has elected a September 30 year-end.

 

b. BASIC EARNINGS PER SHARE

 

The Company computes net income (loss) per share in accordance with the FASB Accounting Standards Codification (“ASC”). The ASC specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock.

 

Basic net earnings (loss) per share amounts are computed by dividing the net earnings (loss) by the weighted average number of common shares outstanding. Diluted earnings (loss) per share are the same as basic earnings (loss) per share due to the lack of dilutive items in the Company.

 

c. ESTIMATES

 

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

d. CASH and CASH EQUIVALENT

 

For the Balance Sheet and Statements of Cash Flows, all highly liquid investments with maturity of three months or less are considered to be cash equivalents.

 

6
 

 

e. REVENUE RECOGNITION

 

The Company recognizes revenues and the related costs when persuasive evidence of an arrangement exists, delivery and acceptance has occurred or service has been rendered, the price is fixed or determinable, and collection of the resulting receivable is reasonably assured. Amounts invoiced or collected in advance of product delivery or providing services are recorded as deferred revenue. The Company accrues for warranty costs, sales returns, bad debts, and other allowances based on its historical experience.

 

f.  STOCK-BASED COMPENSATION

 

The Company records stock-based compensation in accordance with the FASB Accounting Standards Classification using the fair value method. All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. Equity instruments issued to employees and the cost of the services received as consideration are measured and recognized based on the fair value of the equity instruments issued.

 

g. INCOME TAXES

 

Income taxes are provided in accordance with the FASB Accounting Standards Classification. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities.

 

Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

 

h. IMPACT OF NEW ACCOUNTING STANDARDS

 

The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company's results of operations, financial position, or cash flow.

 

 

NOTE 3. GOING CONCERN

 

The Company's financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company does not have significant cash or other material assets, nor does it have operations or a source of revenue sufficient to cover its operation costs and allow it to continue as a going concern. The officers and directors have committed to advancing certain operating costs of the Company.

 

Management plans to seek a strategic partner to assist in the development of the book sales business, or a merger or acquisition partner with the resources to take the Company in a new direction and bring greater value to its shareholders. Management has yet to identify any of these and there is no guarantee that the Company will be able to identify such opportunities in the future.

 

 

NOTE 4. STOCKHOLDERS' EQUITY COMMON STOCK

 

The authorized share capital of the Company consists of 100,000,000 shares of common stock with $0.0001 par value, and 20,000,000 shares of preferred stock also with $0.0001 par value. No other classes of stock are authorized.

 

 

COMMON STOCK: As of March 31, 2012, there were a total of 11,150,000 common shares issued and outstanding.

 

7
 

The Company’s first issuance of common stock, totaling 1,085,000 shares, took place on November 17, 2009 pursuant to the Chapter 11 Plan of Reorganization confirmed by the U.S. Bankruptcy Court in the matter of AP Corporate Services, Inc. (“AP”). The Court ordered the distribution of shares in MedBook World, Inc. to all general unsecured creditors of AP, with these creditors to receive their pro rata share (according to amount of debt held) of a pool of 80,000 shares in the Company. The Court also ordered the distribution of shares in the Company to all shareholders of AP, with these shareholders to receive their pro rata share (according to number of shares held) of a pool of 5,000 shares in the Company. The Court also ordered the distribution of shares in the Company to all administrative creditors of AP, with these creditors to receive one share of common stock in the Company for each $0.10 of AP’s administrative debt which they held.

 

The Court also ordered the distribution of warrants in the Company to all administrative creditors of AP, with these creditors to receive five warrants in the Company for each $0.10 of AP’s administrative debt which they held. These creditors received an aggregate of 5,000,000 warrants consisting of 1,000,000 “A Warrants” each convertible into one share of common stock at an exercise price of $1.00; 1,000,000 “B Warrants” each convertible into one share of common stock at an exercise price of $2.00; 1,000,000 “C Warrants” each convertible into one share of common stock at an exercise price of $3.00; 1,000,000 “D Warrants” each convertible into one share of common stock at an exercise price of $4.00; and 1,000,000 “E Warrants” each convertible into one share of common stock at an exercise price of $5.00. All warrants are exercisable at any time prior to January 4, 2014. This warrant distribution also took place on November 17, 2009.

 

Also on November 17, 2009 the Officers of the Company and the Company’s counsel acquired a total of 10,065,000 common shares from the Issuer in a private placement. The shares were purchased at par value, which is $0.0001 per share.

 

As a result of these issuances there were a total 11,150,000 common shares issued and outstanding, and a total of 5,000,000 warrants to acquire common shares issued and outstanding, at March 31, 2012.

 

PREFERRED STOCK: The authorized share capital of the Company includes 20,000,000 shares of preferred stock with $0.0001 par value. As of March 31, 2012 no shares of preferred stock had been issued and no shares of preferred stock were outstanding.

 

 

NOTE 5 - EARNINGS PER SHARE

 

The computation of earnings per share for the three-months period ended March 31, 2012 is as follows:

3-31-2011

INCOME/LOSS PER COMMON SHARE, BASIC

Numerator Net income (loss) $ (12,850)

Denominator Weighted-average shares 11,150,000

===================================================

Net loss per common share $ (0.0012)

===========

 

For the period from inception (November 17, 2009) to March 31, 2012 there were 5,000,000 shares issuable upon exercise of warrants, however the exercise prices are such that issuance of these shares would be non-dilutive. Thus diluted earnings per share were the same as basic earnings per share at all times.

 

8
 

  

NOTE 6. INCOME TAXES

 

The Company has had no business activity and made no U.S. federal income tax provision since its inception on November 17, 2009.

 

 

NOTE 7. RELATED PARTY TRANSACTIONS

 

The Company neither owns nor leases any real or personal property. An officer of the corporation provides office services without charge. Such costs are immaterial to the financial statements and accordingly, have not been reflected therein. The officers and directors for the Company are involved in other business activities and may, in the future, become involved in other business opportunities. If a specific business opportunity becomes available, such persons may face a conflict in selecting between the Company and their other business interests. The Company has not formulated a policy for the resolution of such conflicts.

 

 

NOTE 8. WARRANTS AND OPTIONS

 

On November 17, 2009 (inception), the Company issued 5,000,000 warrants exercisable into 5,000,000 shares of the Company’s common stock. These warrants were issued per order of the U.S. Bankruptcy Court in the matter of AP Corporate Services, Inc. (“AP”) to the administrative creditors of AP. These creditors received an aggregate of 5,000,000 warrants consisting of 1,000,000 “A Warrants” each convertible into one share of common stock at an exercise price of $1.00; 1,000,000 “B Warrants” each convertible into one share of common stock at an exercise price of $2.00; 1,000,000 “C Warrants” each convertible into one share of common stock at an exercise price of $3.00; 1,000,000 “D Warrants” each convertible into one share of common stock at an exercise price of $4.00; and 1,000,000 “E Warrants” each convertible into one share of common stock at an exercise price of $5.00. All warrants are exercisable at any time prior to January 4, 2014. As of the date of this report, no warrants have been exercised.

 

The fair value of these warrants was estimated at the date of the Company’s inception, November 17, 2009, which was also the date of the grant, using the Black-Scholes Option Pricing Model with current value of the stock at $0.0001 (par value) since there is no market for the stock at the time; dividend yield of 0%; risk-free interest rate of 2.16% (5 year Treasury Note rate at the issue date); and expiration date of 4.13 years. Since the stock does not trade, and since its par value is $0.0001, the fair value of the warrants came out to be zero.

 

 

NOTE 9. COMMITMENT AND CONTINGENCY

 

There is no commitment or contingency to disclose during the period ended March 31, 2012.

 

 

NOTE 10. SUBSEQUENT EVENTS

 

There are no events subsequent to March 31, 2012 to report. 

 

9
 

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND

RESULTS OF OPERATIONS

 

FORWARD-LOOKING STATEMENTS

 

The discussion contained herein contains "forward-looking statements" that involve risk and uncertainties. These statements may be identified by the use of terminology such as "believes," "expects," "may," "should" or anticipates" or expressing this terminology negatively or similar expressions or by discussions of strategy. The cautionary statements made in this Form 10-Q should be read as being applicable to all related forward-looking statements wherever they appear in this Form 10-Q. Our actual results could differ materially from those discussed in this report.

 

BUSINESS AND PLAN OF OPERATION

 

MedBook World, Inc. (the "Company"), was incorporated on November 17, 2009 under the laws of the State of Delaware. The Company was established as part of the Chapter 11 reorganization of AP Corporate Services, Inc. (“AP”). Under AP’s Plan of Reorganization, as confirmed by the U.S. Bankruptcy Court for the Central District of California, the Company was incorporated to: (1) receive and own any interest which AP had in the development of a mail order and on line medical bookseller; and (2) issue shares of its common stock to AP’s general unsecured creditors, to its administrative creditors, and to its shareholders in order to enhance their opportunity to recover from the bankruptcy estate.

 

Management believes the Company lacks the resources to effectively develop such a bookseller on its own at this time and is therefore engaged in a search for a strategic business partner or a merger or acquisition partner with the resources to take the Company in a new direction and bring greater value to its shareholders. The Company has been in the development stage since its formation and has not yet realized any revenues from its planned operations.

 

LIQUIDITY AND CAPITAL RESOURCES

 

As of March 31, 2012 we had assets of $120,958, all in cash, and we had liabilities of $206,665, of which sum $6,600 was accounts payable and $200,065 was a loan from a shareholder. We had an accumulated deficit of $86,822. As of September 30, 2011, our last audit date, we had assets of $176,891, all cash, and we had liabilities of $227,450, of which sum $27,385 was accounts payable and $200,065 was a loan from a shareholder. We had an accumulated deficit of $51,674. We will, in all likelihood, continue to sustain operating expenses without corresponding revenues, at least until the closing of a merger with or acquisition of an operating business.

 

We are dependent upon our officers and shareholders to meet any expenses that may occur. Our two officers and directors and certain shareholders have agreed to provide the necessary funds, without interest, for the Company to comply with the Securities Exchange Act of 1934, as amended, provided that they are officers and directors or shareholders of the Company when the obligation is incurred. All advances are interest-free.

 

RESULTS OF OPERATIONS

 

The Company has no current operations and does not have any revenues or earnings from operations. Moreover, the Company has had no operations and no revenues since its inception on November 17, 2009, and no operations will develop unless and until the Company is successful in its plan to merge with or acquire an operating business.

 

GOING CONCERN.

 

The accompanying financial statements are presented on a going concern basis. The company's financial condition raises substantial doubt about the Company's ability to continue as a going concern. The Company has limited cash and no other material assets and it has no operations or revenues from operations. It is relying on advances from stockholders, officers and directors to meet its limited operating expenses.

 

10
 

OFF-BALANCE SHEET ARRANGEMENTS

 

We do not have any off-balance sheet arrangements that have or are reasonably

likely to have a current or future effect on our financial condition, changes in

financial condition, revenues or expenses, results of operations, liquidity,

capital expenditures or capital resources that is material to investors.

 

 

ITEM 4. CONTROLS AND PROCEDURES

 

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

 

Our management team, under the supervision and with the participation of our principal executive officer and our principal financial officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as such term is defined under Rule 13a-15(e) promulgated under the Exchange Act, as of the last day of the fiscal period covered by this report, March 31, 2012. The term disclosure controls and procedures means our controls and other procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to management, including our principal executive and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based on this evaluation, our principal executive officer and our principal financial officer concluded that, as of March 31, 2012, our disclosure controls and procedures were effective at a reasonable assurance level.

 

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

 

There have been no changes in our internal control over financial reporting during the period ended March 31, 2012 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

 

 

 

PART II - OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

None.

 

ITEM 1A. RISK FACTORS

 

There have been no material changes to the risks to our business from those described in our Form 10-K filing as filed with the SEC on December 30, 2011.

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

None.

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

 

None.

 

ITEM 4. REMOVED AND RESERVED

11
 

 

 

ITEM 5. OTHER INFORMATION

 

None.

 

 

ITEM 6. - EXHIBITS

 

No. Description

--- -----------

31.1    Certification of Chief Executive Officer required by Rule 13a-14(a) or Rule

15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to

Section 302 of the Sarbanes-Oxley Act of 2002

 

31.2    Certification of Chief Financial Officer required by Rule 13a-14(a) or Rule

15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to

Section 302 of the Sarbanes-Oxley Act of 2002

 

32.1    Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted

pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

32.2    Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted

pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

101 The following materials from the Company’s Quarterly Report on Form 10-Q for

the quarter ended December 31, 2011, formatted in XBRL (eXtensible Business Reporting Language); (i) Balance Sheets at March 31, 2012 and September 30, 2011, (ii) Statement of Operations for the three and six month periods ended March 31, 2012, (iii) Statement of Cash Flows for the three and six month periods ended March 31, 2012, and (iv) Notes to Financial Statements.

 

 

 

 

SIGNATURES

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

Date: April 18, 2012 MEDBOOK WORLD, INC.

 

 

By: /s/ Daniel C. Masters

_________________________________

Daniel C. Masters

President, CEO and Director

 

 

By: /s/ Anthony Turnbull

_________________________________

Anthony Turnbull

CFO, Secretary, and Director

 

 

12
 

 

  

PINX:MBOO Medbook World, Inc. Quarterly Report 10-Q Filling

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