PINX:CSEY Casey Container Corp. 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 [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2012 COMMISSION FILE NUMBER 333-140445 CASEY CONTAINER CORP. (Exact Name of Registrant as Specified in Its Charter) NEVADA ?(State or other jurisdiction of incorporation or organization) 7255 East San Alfredo Drive, Scottsdale, AZ 85258 (Address of principal executive offices, including zip code.) (602) 819 4181 (Telephone number, including area code) 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 last 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 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. See the definitions of "large accelerated filer, "accelerated filer," "non-accelerated filer," and "smaller reporting company" 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 [X] NO [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 61,040,001 shares outstanding as of May 15, 2012. <PAGE> ITEM 1. FINANCIAL STATEMENTS CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES, INC.) (A Development Stage Company) March 31, 2012 Balance Sheets (Expressed in U.S. Dollars) Unaudited as of March 31, December 31, 2012 2011 ------------ ------------ <S> <C> <C> ASSETS CURRENT ASSETS Cash $ 26 $ 115 Prepaid expenses 9,900 ------------ ------------ TOTAL CURRENT ASSETS 9,926 115 ------------ ------------ TOTAL ASSETS $ 9,926 $ 115 ============ ============ LIABILITIES CURRENT LIABILITIES Accounts Payable and Accrued Liabilities $ 101,624 $ 69,271 Non-interest Bearing Loan From Related Party 28,100 20,000 Interest Bearing Loan 25,645 25,347 Due to Related Parties 539,475 327,755 ------------ ----------- TOTAL CURRENT LIABILITIES 694,844 442,373 ------------ ------------ STOCKHOLDERS' EQUITY Preferred Stock 10,000,000 authorized, par value $0.001, none issued and outstanding Common Stock 250,000,000 authorized shares, par value $0.001 250,000,000 authorized shares, par value $0.001 60,790,001 shares issued and outstanding 60,790 60,790 Additional Paid-in-Capital 808,666 808,666 Deficit accumulated during development stage (1,554,374) (1,311,714) ------------ ------------ TOTAL STOCKHOLDERS' EQUITY (684,918) (442,258) ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 9,926 $ 115 ============ ============ The accompanying notes are an integral part of these interim financial statements. 2 <PAGE> CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES, INC.) (A Development Stage Company) Statements of Operations (Expressed in U.S. Dollars) (Unaudited) Period from For the For the September 26, 2006 Three Months Three Months (Date of inception) Ended Ended through March 31, March 31, March 31, 2012 2011 2012 ------------ ------------ ------------ <S> <C> <C> <C> REVENUES: Revenues $ -- $ -- $ -- ------------ ------------ ------------ TOTAL REVENUES -- -- -- ------------ ------------ ------------ EXPENSES: Operating Expenses Exploration expenses -- -- 10,000 Impairment of property -- -- 27,379 Interest 298 -- 745 General and administrative 242,362 320,998 1,516,250 ------------ ------------ ------------ TOTAL EXPENSES 242,660 320,998 1,554,374 ------------ ------------ ------------ Net loss from Operations (242,660) (320,998) (1,554,374) PROVISION FOR INCOME TAXES: Income Tax Benefit -- -- -- ------------ ------------ ------------ NET INCOME (LOSS) FOR THE PERIOD $ (242,660) $ (320,998) $ (1,554,374) ============ ============ ============ Basic and Diluted Earnings Per Common Share (0.00) (0.01) ------------ ------------ Weighted Average number of Common Shares used in per share calculations 60,790,001 56,844,767 ============ ============ The accompanying notes are an integral part of these interim financial statements. 3 <PAGE> CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES, INC.) (A Development Stage Company) Statements of Stockholders' Equity (Deficit) For the period from September 26, 2006 (inception) to March 31, 2012 (Expressed in U.S. Dollars) Deficit Common Stock Accumulated Common Stock Issuable Additional During ------------------- ------------------ Paid-In Development Stockholders Shares Amount Shares Amount Capital Stage Equity ------ ------ ------ ------ ------- ----- ------ <S> <C> <C> <C> <C> <C> <C> <C> Balance, September 26, 2006 (Date of Inception) -- $ -- -- $ -- $ -- $ -- $ -- Stock Issued for cash at $0.001 per share on December 1, 2006 18,000,000 18,000 -- -- -- -- 18,000 Net Loss for the Period from inception on September 26, 2006 to December 31, 2006 -- -- -- -- -- (7,165) (7,165) ---------- ------- -------- ------ -------- ----------- --------- Balance, December 31, 2006 18,000,000 18,000 -- -- -- (7,165) 10,835 ========== ======= ======== ====== ======== =========== ========= Stock Issued for cash at $0.002 per share on April 12, 2007 18,000,000 18,000 -- -- 18,000 -- 36,000 Net Loss for the Year ended December 31, 2007 -- -- -- -- (27,267) (27,267) ---------- ------- -------- ------ -------- ----------- --------- Balance, December 31, 2007 36,000,000 36,000 -- -- 18,000 (34,432) 19,568 ========== ======= ======== ====== ======== =========== ========= Net Loss for the Year ended December 31, 2008 -- -- -- -- -- (16,304) (16,304) ---------- ------- -------- ------ -------- ----------- --------- Balance, December 31, 2008 36,000,000 36,000 -- -- 18,000 (50,736) 3,264 ========== ======= ======== ====== ======== =========== ========= Net Loss for the Year ended December 31, 2009 -- -- -- -- -- (11,011) (11,011) ---------- ------- -------- ------ -------- ----------- --------- Balance, December 31, 2009 36,000,000 36,000 -- -- 18,000 (61,747) (7,747) ========== ======= ======== ====== ======== =========== ========= Shares issued and issuable at 0.001 per share pursuant to an agreement on March 24, 2010 18,274,000 18,274 105,000 105 -- -- 18,379 Stock issued for cash at 0.333 per share on May 15, 2010 6,000 6 -- -- 1,994 -- 2,000 Stock issued for cash at 0.333 per share on May 22, 2010 400 -- -- -- 132 -- 132 Stock issuable for cash at 0.15 on December 14, 2010 -- -- 470,000 470 70,030 -- 70,500 Stock issued for debt at 0.25 per share to a Related Party on December 30, 2010 717,600 718 -- -- 178,682 -- 179,400 Net Loss for the Year ended December 31, 2010 -- -- -- -- -- (358,578) (358,578) ---------- ------- -------- ------ -------- ----------- --------- Balance, December 31, 2010 54,998,000 $54,998 575,000 $ 575 $268,838 $ (420,325) $ (95,914) ---------- ------- -------- ------ -------- ----------- --------- The accompanying notes are an integral part of these financial statements. 4 <PAGE> CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES, INC.) (A Development Stage Company) Statements of Stockholders' Equity (Deficit) For the period from September 26, 2006 (inception) to March 31, 2012 (Expressed in U.S. Dollars) (continued) Deficit Common Stock Accumulated Common Stock Issuable Additional During ------------------- ------------------ Paid-In Development Stockholders Shares Amount Shares Amount Capital Stage Equity ------ ------ ------ ------ ------- ----- ------ <S> <C> <C> <C> <C> <C> <C> <C> Stock issued for cash at $0.001 per share on January 13, 2011 105,000 105 (105,000) (105) -- -- -- Stock issued for cash at $0.001 per share on January 13, 2011 470,000 470 (470,000) (470) -- -- -- To record forfeiture of stock at $0.001 per share (250,000) (250) -- -- 250 -- -- Stock issued at $0.17 per share pursuant to an agreement on January 27, 2011 200,000 200 -- -- 33,800 -- 34,000 Stock issued at $0.12 per share pursuant to agreements February 7, 2011 2,000,000 2,000 -- -- 238,000 -- 240,000 Stock issued for cash at $0.15 per share on March 4, 2011, less 10% cost of issue 633,667 634 -- -- 84,911 -- 85,545 Stock issued for cash at $0.15 per share on March 31, 2011, less 10% cost of issue 50,000 50 -- -- 6,700 -- 6,750 Stock issued for cash at $0.15 per share on April 21, 2011 333,334 333 -- -- 49,667 -- 50,000 Stock issued at $0.065 per share for reimbursement of services to the Chairman on June 17, 2011 750,000 750 -- -- 48,000 -- 48,750 Stock issued at $0.065 per share for compensation to President and Chief Executive Officer on June 17, 2011 1,500,000 1,500 -- -- 96,000 -- 97,500 Stock issued for debt at $0.10 per share on August 29, 2011 250,000 250 -- -- 24,750 -- 25,000 Stock issued at $0.07 per share for compensation to Vice President on October 31, 2011 250,000 250 -- -- 17,250 -- 17,500 Stock cancelled at $0.12 per share on October 31, 2011 from the original issuance on February 7, 2011 (500,000) (500) -- -- (59,500) -- (60,000) Net Loss for the Year ended December 31, 2011 -- -- -- -- -- (891,389) (891,389) ---------- ------- -------- ------ -------- ---------- --------- Balance, December 31, 2011 60,790,001 60,790 -- -- 808,666 (1,311,714) (442,258) Net Loss for the period ended March 31, 2012 (242,660) (242,660) ---------- ------- -------- ------ -------- ---------- --------- Balance, March 31, 2012 60,790,001 $60,790 -- $ -- $808,666 $(1,554,374) $(684,918) ========== ======= ======== ====== ======== =========== ========= The accompanying notes are an integral part of these interim financial statement. 5 <PAGE> CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES, INC.) (A Development Stage Company) Statements of Cash Flows (Expressed in U.S. Dollars) Period from For the For the September 26, 2006 Three Months Three Months (Date of Ended Ended inception) to March 31, March 31, March 31, 2012 2011 2012 ----------- ----------- ----------- <S> <C> <C> <C> OPERATING ACTIVITIES: Net Loss $ (242,660) $ (320,998) $(1,554,374) Adjustments to reconcile net loss to net cash used in operating activities: Expenses incurred on our behalf by Related Parties 216,720 54,895 646,636 Impairment of Long Term Assets -- -- 27,379 Stock issued to Related Party for Expenses incurred on our behalf -- -- 76,000 Stock issued to Related Party for reimbursement of services to the Chairman -- -- 48,750 Stock issued for compensation to President and Vice President -- -- 235,000 Stock issued for services to Related Party -- 240,000 60,000 Stock issued for services to Non-Related Party -- 34,000 34,000 Stock issued for interest bearing loan payable -- -- 25,000 Deferred stock compensation expense -- (40,000) Finance and interest charges added to loan payable 298 -- 10,645 Prepaid expenses (9,900) -- (9,900) Accounts payable and accrued liabilities 32,353 (21,276) 101,624 ----------- ----------- ----------- NET CASH PROVIDED FROM OPERATING ACTIVITIES (3,189) (53,379) (299,240) ----------- ----------- ----------- INVESTING ACTIVITIES: Mineral property option payment -- -- (9,000) ----------- ----------- ----------- NET CASH USED IN INVESTING ACTIVITIES -- -- (9,000) ----------- ----------- ----------- FINANCING ACTIVITIES: Repayment of Related party expenses paid on our behalf (5,000) (50,901) (107,161) Non-interest bearing loan from Related Party 15,100 20,000 35,100 Repayment of Related party loan (7,000) -- (7,000) Related Party Loan, converted to stock -- -- 103,400 Proceeds from loan payable -- -- 15,000 Common stock issued and issuable for cash -- 92,295 268,927 ----------- ----------- ----------- NET CASH PROVIDED FROM FINANCING ACTIVITIES 3,100 61,394 308,266 ----------- ----------- ----------- Net Increase (Decrease) in Cash (89) 8,015 26 ----------- ----------- ----------- Cash, Beginning of the Period 115 1,664 -- ----------- ----------- ----------- Cash, End of the Period $ 26 $ 9,679 $ 26 =========== =========== =========== SUPPLEMENTAL CASH FLOW INFORMATION: Cash paid for interest $ -- $ -- $ -- =========== =========== =========== Cash paid for income taxes $ -- $ -- $ -- =========== =========== =========== Expenses incurred on our behalf and loans from a Related Party exchanged for 717,600 of Common shares on December 31, 2010 $ -- $ -- $ 179,400 =========== =========== =========== The accompanying notes are an integral part of these interim financial statements. 6 <PAGE> CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES INC.) (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2012 1. DESCRIPTION OF BUSINESS, HISTORY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES DESCRIPTION OF BUSINESS AND HISTORY - Casey Container Corp. (formerly Sawadee Ventures Inc.), a Nevada corporation, (hereinafter referred to as the "Company" or "Casey Container") was incorporated in the State of Nevada on September 26, 2006. The Company's yearend is December 31. The Company was originally formed to engage in the acquisition, exploration and development of natural resource properties of merit. Effective January 6, 2010 Ms. Rachna Khanna tendered her resignation as the President, CEO, CFO and Director. Effective January 12, 2010, James Casey, Terry Neild and Robert Seaman were appointed as Directors of the Company. Mr. Casey was elected President, Mr. Terry Neild was elected Chief Executive Officer, Chief Financial Officer and Secretary and Mr. Seaman was elected Vice President-Operations. Effective February 7, 2011, Martin R. Nason was elected President, Chief Executive Officer and Chief Financial Officer. Mr. Neild remains Chairman of the Board of Directors and Secretary, Mr. Casey as Vice President of Technical Services and Sales and Mr. Seaman as Vice President Manufacturing. BASIS OF PRESENTATION - In the opinion of management, the accompanying balance sheets and related statements of operations, cash flows and stockholders' equity include all adjustments, consisting only of normal recurring items, necessary for their fair presentation in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenue and expenses during the reporting period. Actual results and outcomes may differ from managements' estimates and assumptions. Interim results are not necessarily indicative of results for a full year. The information included in this March 31, 2012 Form 10-Q should be read in conjunction with information included in the December 31, 2011 and 2010 Form 10-K filed with the Securities and Exchange Commission on March 30, 2012. THE COMPANY TODAY - The Company is currently a development stage company reporting under the provisions of Statement of Financial Accounting Standard ("FASB") No. 7, "Accounting and Reporting for Development Stage Enterprises." Effective January 12, 2010, the Company's Certificate of Incorporation was changed and the name of the Company was changed to Casey Container Corp. ("Casey"). Casey designs and will custom manufacture biodegradable PET and other polymer plastic preforms that become PET and other polymer plastic bottles and containers, for such product lines as bottled water, bottled beverages and other consumer products. Casey has a non-binding supply and license agreement with Bio-Tec Environmental, LLC. Casey currently is considered a "shell" company inasmuch as it is not in production and has no revenues, employees or material assets. USE OF ESTIMATES - The preparation of the 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 amount of revenue and expenses during the reporting period. Actual results could differ from those estimates. RECENT ACCOUNTING PRONOUNCEMENTS - The Company has evaluated all recent accounting pronouncements and believes that none will have a material effect on the Company. 7 <PAGE> CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES INC.) (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2012 2. GOING CONCERN The Company incurred net losses of $1,554,374 for the period from September 26, 2006 (Date of Inception) through March 31, 2012 and has commenced limited operations, raising substantial doubt about the Company's ability to continue as a going concern. The Company plans to continue to sell its restricted Common shares for cash and borrow from its directors, officers and related and non-related parties, as well as reduce its cash expenses. The ability of the Company to continue as a going concern is dependent on receiving such equity capital and loans and the success of the Company's plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. 3. STOCKHOLDERS' EQUITY At March 31, 2012 and December 31, 2011, the Company has 10,000,000 Preferred shares authorized with a par value of $0.001 per share and 250,000,000 Common shares authorized with a par value of $0.001 per share. At March 31, 2012 and December 31, 2011, the Company had 60,790,001 and 60,790,001 Common shares issue respectively. In the fiscal year ending December 31, 2006, 18,000,000 shares of the Company's Common stock were issued to the directors of the Company pursuant to a stock subscription agreement at $0.001 per share for total proceeds of $18,000. In the fiscal year ending December 31, 2007, 18,000,000 shares of the Company's Common stock were issued at a price of $0.002 per share for gross proceeds of $36,000. On March 24, 2010, 18,379,000 shares of the Company's Common stock were issued and issuable pursuant to a Commitment Agreement ("Agreement") dated January 12, 2010 with Taste of Aruba (U.S.), Inc. ("TOA"), a related party (See Note 4, "Related Party Transactions"), for a definitive Product Purchase Agreement ("PPA") with TOA for the Company to provide preforms for biodegradable bottles thru December 31, 2015, which did not result in proceeds to the Company. The Commitment Agreement provided for one share of the Company's Common shares to be issued for every two shares of TOA shares outstanding. The 18,379,000 shares issued to TOA shareholders was originally 18,621,500 shares, but two shareholders (105,000 shares) were inadvertently left off the shareholder list and three shareholders (347,500 shares) originally on the shareholder list should not have been, a net reduction of 242,500 shares. The Company valued the 18,379,000 shares at $0.001 per share because it determined the fair value of the shares was more reliably determinable than the value of the PPA, the transaction predated market activity in the Company's Common shares which began February 19, 2010, the number of shares issued pursuant to the Agreement represented 33% of the total shares outstanding after the issuance and almost four times the total 2010 traded volume of the Company's Common shares. The issuable shares were issued on January 13, 2011. On May 15, 2010, 6,000 shares of the Company's Common shares were issued at $0.333 per share for $2,000 to a non-related party, at a discount to the closing price on May 14, 2010. On May 22, 2010, 400 shares of the Company's Common shares were issued at $0.333 per share for $132 to a non-related party, at a discount to the closing price on May 19, 2010. On December 14, 2010, 470,000 shares of the Company's Common shares are issuable at $0.15 per share for $70,500 to a non-related party, at a discount to the closing price on December 13, 2010. The Common shares were issued on January 13, 2011. 8 <PAGE> CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES INC.) (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2012 3. STOCKHOLDERS' EQUITY (continued) On December 30, 2010, 717,600 shares of the Company's Common shares were issued in exchange for non-interest bearing loans made by Mr. Terry Neild, Chairman of the Board and officer to the Company, at $0.25 per share, the closing price on December 29, 2010. On January 13, 2011, 250,000 of the Company's Common shares previously issued to a consultant to provide investor relations services were forfeited and cancelled for nonperformance. On January 27, 2011, the Company issued 200,000 Common shares in connection with a consulting agreement for investor relations services with Falcon Financial Partners LLC. The shares were valued at $0.17 per share, the closing price of its Common shares on the OTC.BB. The Company expensed $34,000 in the quarter ended March 31, 2011. On February 7, 2011, the Company issued 1,000,000 Common shares to its new President, Chief Executive Officer and Chief Financial Officer, as part of an employment contract. The shares were valued at $0.12 per share, the closing price of its Common shares on the OTC.BB. The Company expensed $120,000 in the quarter ended March 31, 2011. On February 7, 2011, the Company issued 1,000,000 Common shares to Auspice Capital LLC, a related party (See Note 4, "Related Party Transactions") in a verbal agreement to provide investor relations, consulting and capital raising services. The shares were valued at $0.12 per share, the closing price of its Common shares on the OTC.BB. The Company expensed $120,000 in the quarter ended March 31, 2011 (See October 31, 2011 below and Note 4 "Related Party Transactions"). On February 25, 2011, the Board of Directors approved selling up to six million Common shares at $0.15 per share to raise cash equity to provide working and/or equipment capital to commence operations. On February 24, 2011, the closing price the Company's Common shares on the OTC.BB were $0.23 per share. The Board of Directors considered numerous factors in determining the discounted $0.15 price, including, but not limited to, the average number of shares traded per day over the previous several months, the high, low and closing price range, the lack of liquidity of its Common shares and lack of capital and credit availability. On March 4, 2011, the Company sold for cash 633,667 Common shares for $95,050 at $0.15 per share to four (4) nonrelated parties. A ten percent (10%) finder's fee of $9,505 was paid and charged to Additional Paid-In Capital. On March 31, 2011, the Company sold for cash 50,000 Common shares for $7,500 at $0.15 per share to a nonrelated party. A ten percent (10%) finder's fee of $750 was paid and charged to Additional Paid-In Capital. On April 21, 2011, the Company sold for cash 333,334 Common shares for $50,000 at $0.15 per share to a nonrelated party. On June 17, 2011, the Company issued 750,000 shares to its Chairman for $48,750 at $0.065 per share, the closing price of the Company's Common shares on the OTC.BB, for investor relations services paid by the Chairman to nonrelated parties on behalf of the Company. The $48,750 was expensed in the quarter ended June 30, 2011. 9 <PAGE> CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES INC.) (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2012 3. STOCKHOLDERS' EQUITY (continued) On June 17, 2011, the Company issued as compensation 1,500,000 shares to its President, Chief Executive and Chief Financial Officer for $97,500, at $0.065 per share, the closing price of the Company's Common shares on the OTC.BB. The $97,500 was expensed in the quarter ended June 30, 2011. On August 29, 2011, the Company issued 250,000 restricted Common shares in exchange for a non-interest bearing cash loan of $15,000 made by a non-Related party at $0.10 per share (the closing price on August 29, 2011) and recorded a financing fee on conversion of $10,000, which was expensed in the quarter ended September 30, 2011 (See Note 7 "Non-Interest Bearing Loan"). On October 31, 2011, the Company cancelled 500,000 shares issued on February 7, 2011 to Auspice Capital LLC, a related party, regarding performance under its verbal agreement. The Company reduced expenses by $60,000, at $0.12 per share, the price at which the original 1,000,000 shares were issued on February 7, 2011. On October 31, 2011, the Company issued as compensation 250,000 shares to its Vice President of Technical Services and Sales for $17,500, at $0.07 per share, the closing price of the Company's Common shares on the OTC.BB. 4. RELATED PARTY TRANSACTIONS As of March 31, 2012 and December 31, 2011, respectively, $539,475 and $327,755 is due to Company officers for unpaid expenses and fees. Terry W. Neild, Chairman of the Board of Directors and Secretary made several non-interest bearing cash loans totaling $179,400 to the Company during the year 2010. On December 30, 2010, Mr. Neild exchanged these non-interest bearing cash loans for 717,600 Restricted Common shares, at $0.25 per share, the closing price of the Company's Common shares on the date of conversion. Mr. Neild is also Chairman of the Board and shareholder of Taste of Aruba (U.S.), Inc. (Note 3 "Stockholders' Equity"). On January 28, 2011, a related party loaned the Company $20,000 in a non-interest bearing note (See "Note 7 "Non-Interest Bearing Loan"). On February 7, 2011, 1,000,000 shares were issued to a related party in connection with a verbal agreement for investor relations, consulting and capital raising services and on October 31, 2011, the Company cancelled 500,000 of the original shares issued regarding performance under the verbal agreement. (See Note 3 "Stockholders' Equity"). On February 3, 2012, a related party made a non-interest bearing loan of $7,000. On February 10, 2012, an officer loaned $7,000 in a non-interest bearing loan, which was repaid on February 13, 2012. On February 22, 2012, the same officer loaned $1,100 in a non-interest bearing loan. 5. LETTER OF INTENT On February 4, 2011, the Company signed a Letter of Intent with Crown Endeavors Global Limited ("CEG Fund") to form a new company to finance seven (7) international biodegradable plastics preform and bottling/container plants and operations. The CEG Fund agreed to invest up to $65 million over a period of years. This was subject to a Definitive Agreement being signed by March 31, 2011, unless mutually extended by the parties. The parties subsequently extended the date to September 30, 2011 and then deferred the signing to a future time due to a Funding Agreement being signed by an affiliated company of the CEG Fund, Crown Hospitality Group LLC (See Note 6 "Funding Agreement"). The terms and conditions, ownership percentages and other factors were to be defined in the Definitive Agreement. The Company was to be the Managing Partner and the CEG Fund was to be the Investing Partner. 10 <PAGE> CASEY CONTAINER CORP. (FORMERLY SAWADEE VENTURES INC.) (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2012 5. LETTER OF INTENT (continued) There was no guarantee or assurance a Definitive Agreement would have been signed, nor the amounts and number of plants wouldn't be changed. In light of the Funding Agreement not being extended (See Note 6 "Funding Agreement"), the Company does not expect to sign a Definitive Agreement with CEG Fund. 6. FUNDING AGREEMENT On July 1, 2011, the Company and Crown Hospitality Group, LLC ("Crown"), an affiliated company of the CEG Fund (See Note 5 "Letter Of Intent"), entered into a binding Funding Agreement for Crown to invest $4 million in equity capital in exchange for 60,790,001 Common shares. Initially, the funds were to be invested over a period of time and in varying amounts from July 31, 2011 thru June 30, 2012. The Company did not receive any funding as of December 31, 2011. On January 31, 2012, the Company and Crown amended the Funding Agreement and provided for the full $4 million to be paid by February 29, 2012 and the payment to a related party entity of Crown of a finders' fee. On February 29, 2012, the Company did not receive the $4 million in equity capital or any part thereof from Crown under the Funding Agreement and amended the Funding Agreement on March 5, 2012, extending the date for the funding to be on or before March 21, 2012. The Company did not receive any funding under the Funding Agreement on March 21, 2012 and did not further extend the date or terms thereof. As of the date of filing of this Form 10-Q, no funds have been received, although the Company remains in periodic communication with principals of Crown. 7. NON-INTEREST BEARING LOANS On January 28, 2011, a related party loaned the Company $20,000 in a non-interest bearing loan. On June 29, 2011, the Company borrowed $15,000 from a nonrelated party, evidenced by a Promissory Note. The terms of the Note provides for repayment on the date the Company receives its first receipt of funds from Crown (See Note 6 "Funding Agreement"). In addition, a financing fee of $5,000 was also due on the date of repayment from the first funds to be received from the Funding Agreement. On August 29, 2011, the nonrelated party exchanged the Promissory Note for 250,000 Common shares at $0.06 per share, a $0.04 discount from the closing price of $0.10 per share of the Company's Common stock on the OTC.BB. The Company expensed the $0.04 discount per share for a value of $10,000 in the period ending September 30, 2011. 8. INTEREST BEARING LOAN On August 12 and 19, 2011, a nonrelated party loaned the Company $15,000, in an interest bearing Promissory Note at 8% per annum and a one-time financing fee of $9,900. The financing fee was expensed in the period ending September 30, 2011. The loan, one-time financing fee and unpaid accrued interest is due upon the Company's receipt of the first monies from the Funding Agreement (See Note 6 "Funding Agreement"). 9. SUBSEQUENT EVENTS On April 10, 2012, an officer of the Company was issued 250,000 shares of Restricted Common Stock as compensation for services rendered during the three months ending March 31, 2012. The closing price of the Company's Common shares on the OTC.BB was $0.18 per share. During the three months ending March 31, 2012, $45,000 was expensed as compensation. 11 <PAGE> ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION FORWARD LOOKING STATEMENTS Some of the statements contained in this Form 10-Q that are not historical facts are "forward-looking statements" which can be identified by the use of terminology such as "estimates," "projects," "plans," "believes," "expects," "anticipates," "intends," or the negative or other variations, or by discussions of strategy that involve risks and uncertainties. We urge you to be cautious of the forward-looking statements, that such statements, which are contained in this Form 10-Q, reflect our current beliefs with respect to future events and involve known and unknown risks, uncertainties and other factors affecting our operations, market growth, services, products and licenses. No assurances can be given regarding the achievement of future results, as actual results may differ materially as a result of the risks we face, and actual events may differ from the assumptions underlying the statements that have been made regarding anticipated events. All written forward-looking statements made in connection with this Form 10-Q that are attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. Given the uncertainties that surround such statements, you are cautioned not to place undue reliance on such forward-looking statements. The safe harbours of forward-looking statements provided by the Securities Litigation Reform Act of 1995 are unavailable to issuers not subject to the reporting requirements set forth under Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended. As we have not registered our securities pursuant to Section 12 of the Exchange Act, such safe harbours set forth under the Reform Act are unavailable to us. RESULTS OF OPERATIONS Casey Container Corp., a Nevada corporation, was incorporated under the name Sawadee Ventures Inc. in the State of Nevada on September 26, 2006. The Company was formed to engage in the acquisition, exploration and development of natural resource properties of merit. In November of 2009 we entered into an Additive Supply and License Agreement with Bio-Tec Environmental, developer of the breakthrough EcoPure(R) technology. The Agreement has an effective date of January 1, 2010. We now have the unique ability to offer a revolutionary biodegradable PET plastic packaging solution that is FDA compliant. Casey Container can design and custom manufacture biodegradable PET plastic preforms that become PET plastic containers, such as bottles for water or other beverage products. The Company is committed to developing container products that meet the demands of its clients while addressing today's most fundamental environmental issues concerning the proliferation of plastics. The Company offers biodegradable plastic packaging solutions using the breakthrough science of EcoPure(R) technology. In short, the Company provides environmentally responsible plastic packaging solutions to assist its clients in obtaining a competitive advantage in the marketplace. Working with Bio-Tec Environmental, developer of the breakthrough EcoPure(R) technology, the Company now has the unique ability to offer a revolutionary biodegradable PET plastic packaging solution that is FDA compliant. 12 <PAGE> We are still in our development stage and have generated no revenue to date. We incurred operating expenses and impairment of property of $242,660 and $320,998 for the three-month periods ended March 31, 2012 and 2011, respectively and $1,554,374 since the date of inception, September 26, 2006, through March 31, 2012. These expenses consisted primarily of general and administrative expenses. At March 31, 2012 and December 31, 2011, we had cash on hand of $26 and $115 respectively. Our total assets at March 31, 2012 and December 31, 2011 are $9,926 and $115. Our liabilities were $694,844 and $442,373, respectively. As of March 31, 2012, we had an accumulated deficit from inception of $1,554,374. On January 12, 2010, we signed a Commitment Agreement for the production of its preforms to be used by Taste of Aruba (U.S.), Inc., a related party, to produce biodegradable water bottles. On March 29, 2010, the Company and Taste of Aruba (U.S.), Inc. entered into a definitive Product Purchase Agreement for the Company to provide preforms thru December 31, 2015. We issued 18,379,000 Common Stock shares to Taste of Aruba (U.S.), Inc.'s shareholders as an inducement for the Product Purchase Agreement as enumerated in the Commitment Agreement. On March 3, 2010, we signed a non-binding Memorandum Of Understanding ("MOU") to acquire the assets and business, subject to assumption of certain liabilities, of a manufacturer and marketer of a line of premium, natural, healthy, renewable and sustainably packaged laundry and household cleaning products. The parties terminated the MOU in December 2010. Effective July 1, 2011, the Company and Crown Hospitality Group entered into a Funding Agreement. As per the Funding Agreement Crown Hospitality Group has agreed to provide the Company with $4 million in equity Capital. No funds have been received through the date of this filing. The following table provides selected financial data about our company for the period from the date of incorporation through March 31, 2012. Balance Sheet Data: 3/31/12 ------------------- ------- Cash $ 26 Total assets $ 9,926 Total liabilities $ 694,844 Shareholders' equity $(684,918) Our auditors have expressed their doubt about our ability to continue as a going concern unless we are able to raise additional equity cash and/or loans and generate profitable operations. LIQUIDITY AND CAPITAL RESOURCES We currently have $26 cash on hand. We don't believe we can meet our cash needs for the next twelve months without additional loans and/or equity infusions. 13 <PAGE> PLAN OF OPERATION Casey Container Corp., a Nevada corporation, was incorporated under the name Sawadee Ventures Inc. in the State of Nevada on September 26, 2006. The Company was formed to engage in the acquisition, exploration and development of natural resource properties of merit. In November of 2009 we changed direction and entered into an Additive Supply and License Agreement with Bio-Tec Environmental, developer of the breakthrough EcoPure(R) technology. The Agreement has an effective date of January 1, 2010. We now have the unique ability to offer a revolutionary biodegradable PET plastic packaging solution that is FDA compliant. We have not generated any income since inception, and as of the quarter ended March 31, 2012 and 2011 have incurred a net loss of $242,660 and $320,998, respectively. We are currently focusing on generating revenue by implementing three phases of our strategy. First, we plan to raise capital to purchase manufacturing equipment and lease a manufacturing facility. Second, we plan to increase our customer base. Third, we intend to leverage our assets to expand our business model through the acquisitions of related businesses. OFF-BALANCE SHEET ARRANGEMENTS We have no off-balance sheet arrangements. ITEM 4. CONTROLS AND PROCEDURES EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES Under the supervision and with the participation of our management, including our principal executive officer and the principal financial officer, we have conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as of the end of the period covered by this report. Based on this evaluation, our principal executive officer and principal financial officer concluded as of the evaluation date that our disclosure controls and procedures are not effective due to management override of controls and lack of segregation of duties due to our size. However, we did conclude that the material information required to be included in our Securities and Exchange Commission reports is accumulated and communicated to our management, including our principal executive officer and principal financial officer, recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms relating to our company, particularly during the period when this report was being prepared. CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING. There was no change in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. 14 <PAGE> PART II. OTHER INFORMATION ITEM 6. EXHIBITS Exhibit Description Method of Filing ------- ----------- ---------------- <S> <C> <C> 3.1 Articles of Incorporation Incorporated by reference to Exhibit 3.1 to the Company's Registration Statement on Form SB-2 filed with the SEC on February 5, 2007. 3.2 Bylaws Incorporated by reference to Exhibit 3.1 to the Company's Registration Statement on Form SB-2 filed with the SEC on February 5, 2007. 31.1 Certification of Chief Executive Filed electronically Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of Chief Financial Filed electronically Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1 Certification of Chief Executive Filed electronically Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification of Chief Financial Filed electronically Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 101 Interactive Data Files pursuant to Rule Filed electronically 405 of Regulation S-T. SIGNATURES In accordance with the requirements of the Securities Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on May 15, 2012. CASEY CONTAINER CORP. /s/ Martin R Nason --------------------------------------- Martin R Nason, Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer 15

PINX:CSEY Casey Container Corp. Quarterly Report 10-Q Filling

Casey Container Corp. PINX:CSEY Stock - Get Quarterly Report SEC Filing of Casey Container Corp. PINX:CSEY stocks, including company profile, shares outstanding, strategy, business segments, operations, officers, consolidated financial statements, financial notes and ownership information.

PINX:CSEY Casey Container Corp. Quarterly Report 10-Q Filing - 3/31/2012
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