CLEV 10-Q Quarterly Report April 30, 2010 | Alphaminr
Concrete Leveling Systems Inc
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CLEV 10-Q Quarter ended April 30, 2010

Balance Sheet
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Income Statement
CONCRETE LEVELING SYSTEMS INC
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10-Q 1 g4167a.txt QTRLY REPORT FOR THE QTR ENDED 4-30-10 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2010 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from ___________ to ___________ Commission file number 000-53048 Concrete Leveling Systems, Inc. (Exact name of small business issuer as specified in its charter) Nevada 28-0851977 (State or other jurisdiction (IRS Employer of incorporation or organization) Identification No.) 5046 E. Boulevard, NW, Canton, OH 44718 (Address of principal executive officer) (330) 966-8120 (Issuer's telephone number) (Former name, former address and former fiscal year, if changed since last report) 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 [ ] Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [X] NO [ ] APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. YES [ ] NO [ ] APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 5,030,418 PART I - FINANCIAL INFORMATION ITEM 1 - FINANCIAL STATEMENTS Concrete Leveling Systems Inc. Balance Sheets April 30, 2010 and July 31, 2009
4/30/2010 7/31/2009 --------- --------- ASSETS CURRENT ASSETS Cash in bank $ 20,501 $ 530 Accounts receivable 318 -- Notes receivable 14,455 -- Prepaid expense -- 75 Inventory 9,751 29,612 --------- --------- Total Current Assets 45,025 30,217 --------- --------- PROPERTY, PLANT AND EQUIPMENT Equipment 1,900 1,900 Less: Accumulated depreciation (1,224) (749) --------- --------- Total Property, Plant and Equipment 676 1,151 --------- --------- OTHER ASSETS Notes Receivable 36,780 -- Deposits 10 10 --------- --------- 36,790 10 --------- --------- TOTAL ASSETS $ 82,491 $ 31,378 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) CURRENT LIABILITIES Accounts payable $ 51,143 $ 29,332 Notes payable 21,500 -- Deferred revenue 17,500 -- Other accrued expenses 10,104 8,864 --------- --------- Total Current Liabilites 100,247 38,196 --------- --------- STOCKHOLDERS' EQUITY (DEFICIT) Common stock (par value $0.001) 100,000,000 shares authorized: 5,030,418 and 4,842,918 shares issued and outstanding at April 30, 2010 and July 31, 2009 respectively 5,030 4,843 Additional paid-in capital 147,220 124,907 Retained (deficit) (170,006) (136,568) --------- --------- Total Stockholders' Equity (Deficit) (17,756) (6,818) --------- --------- TOTAL LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT) $ 82,491 $ 31,378 ========= =========
See notes to financial statements. 2 Concrete Leveling Systems Inc. Statements of Income For the Three and Nine Months Ended April 30, 2010
3 Months Ended 9 Months Ended April 30, April 30, 2010 2010 ----------- ----------- Equipment sales $ 35,318 $ 80,318 Equipment rental -- -- ----------- ----------- 35,318 80,318 ----------- ----------- Cost of Sales 4,457 31,000 ----------- ----------- Gross Margin 30,861 49,318 ----------- ----------- EXPENSES General & administration 26,136 81,717 Depreciation & amortization 158 475 ----------- ----------- Total Expenses 26,294 82,192 ----------- ----------- Income (Loss) from Operations 4,567 (32,874) OTHER (EXPENSE) Interest income 478 736 Interest expense (674) (1,298) ----------- ----------- Total Other (Expense) (196) (562) ----------- ----------- Net Income (Loss) Before Income Taxes 4,371 (33,436) Provision for Income Taxes -- -- ----------- ----------- Net Income (Loss) $ 4,371 $ (33,436) =========== =========== Net (Loss) per Share - Basic and Fully Diluted $ 0.00 $ (0.01) =========== =========== Weighted average number of common shares outstanding - basic and fully diluted 5,030,418 4,906,105 =========== ===========
See notes to financial statements. 3 Concrete Leveling Systems Inc. Statements of Income For the Three and Nine Months Ended April 30, 2009
3 Months Ended 9 Months Ended April 30, April 30, 2009 2009 ----------- ----------- Equipment sales $ -- $ -- Equipment rental -- 1,271 ----------- ----------- -- 1,271 ----------- ----------- Cost of Sales ----------- ----------- Gross Margin -- 1,271 ----------- ----------- EXPENSES General & administration 16,435 50,811 Depreciation & amortization 158 474 ----------- ----------- Total Expenses 16,593 51,285 ----------- ----------- (Loss) from Operations (16,593) (50,014) OTHER (EXPENSE) Interest income -- Interest expense (176) (514) ----------- ----------- Total Other (Expense) (176) (514) ----------- ----------- Net (Loss) Before Income Taxes (16,769) (50,528) Provision for Income Taxes -- -- ----------- ----------- Net (Loss) $ (16,769) $ (50,528) =========== =========== Net (Loss) per Share - Basic and Fully Diluted $ (0.00) $ (0.01) =========== =========== Weighted average number of common shares outstanding - basic and fully diluted 4,517,108 4,444,048 =========== ===========
See notes to financial statements. 4 Concrete Leveling Systems, Inc. Statements of Cash Flows For the Nine Months Ended April 30, 2010 and 2009
April 30, April 30, 2010 2009 -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) $(33,436) $(50,528) Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation and amortization 475 474 (Increase) Decrease in accounts receivable (55,384) 218 Decrease (Increase) in inventory 19,861 (1,221) Decrease in prepaid expenses 75 3,211 Increase (Decrease) in accounts payable 44,311 39,109 Increase in deferred revenue 17,500 -- Increase (Decrease) in other accrued expenses 1,267 769 -------- -------- Net cash (used by) operating activities (5,331) (7,968) -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES Purchase of equipment -- (1,200) Payments received on notes receivable 3,802 -- -------- -------- Net cash provided by (used by) investing activities 3,802 (1,200) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from notes payable 21,500 -- Proceeds from issuance of stock -- 1,200 -------- -------- Net cash provided by financing activities 21,500 1,200 -------- -------- Net Increase (decrease) in cash 19,971 (7,968) Cash and equivalents - beginning 530 8,203 -------- -------- Cash and equivalents - ending $ 20,501 $ 235 ======== ======== SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION Interest $ 398 $ 514 ======== ======== Income Taxes $ -- $ -- ======== ========
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES During October, 2009, the Company converted $20,000 of accounts receivable into a note receivable from the customer. On January 29, 2010, two stockholders of the Company exchanged accrued rents and management fees totaling $22,500 for 187,500 shares of the Company's common stock. During February 2010, the Company converted $35,000 of accounts receivable into a note receivable from the customer. See notes to financial statements. 5 Concrete Leveling Systems, Inc. Notes to Financial Statements April 30, 2010 NOTE A - BASIS OF PRESENTATION The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For further information, refer to the financial statements and footnotes thereto included in the Concrete Leveling Systems, Inc. Form 10-K filing for the period ended July 31, 2009. NOTE B - DEVELOPMENT STAGE IN PRIOR PERIODS Concrete Leveling Systems, Inc. was incorporated on August 27, 2007 in Nevada and was in the development stage through July 31, 2009. The fiscal year ending July 31, 2010 is the first year during which the Company is considered an operating company and is no longer in the development stage. NOTE C - GOING CONCERN As shown in the financial statements, the Company incurred a net loss of $33,436 for the nine months ended April 30, 2010, and has incurred substantial net losses since its inception. At April 30, 2010, current liabilities exceed current assets by $55,222. These factors raise substantial doubt about the Company's ability to continue as a going concern.The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue existence. 6 ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Concrete Leveling Systems, Inc. ("CLS" or "The Company") became an operating company in the first calendar quarter, having received revenues of $45,000 from the sale of a new concrete leveling service unit. This is the first sale of the new unit by the Company which has previously been in its developmental stages. As of April 30, 2010, CLS has cash assets of $20,501 and outstanding notes receivable from the sale of its first concrete leveling service unit in the amount of $51,235. The Company is currently carrying an inventory valued at $9,751. During its developmental stage, the Company obtained capital through a private offering and a subsequent public offering which is now closed. The funds generated through the two offerings enabled the Company to retrofit the used concrete leveling service unit which was sold during this quarter, and to purchase parts to build two additional concrete leveling service units. The Company has commenced receiving monthly payments of $821.98 from the self-financed sale of the used concrete leveling service unit. In addition, on the last day of the quarter, the Company received a contract for the sale of the remaining new concrete leveling service unit. The contract provides for a sale price of $35,000. The Company received a cash down payment of 50% and has agreed to finance the other 50% through an Installment Promissory Note, with the first payment due August 1, 2010. In January, 2010, a marketing campaign was instituted by the Company's agent. The major emphasis of the marketing campaign was a direct mailing to approximately 1,000 existing businesses in the concrete pumping industry. In November, 2009, the Company also launched a new website at www.clsfab.net. This website is intended to provide all of the necessary information to prospective purchasers, including pertinent contact information. Additionally, in order to expand the public awareness of the Company, it has started a Google ad campaign directed toward the mud jacking/slab jacking industry. In addition to its direct mailing campaign, the Company has also instituted a telephone marketing campaign, contacting companies in the concrete industry and advising them of the opportunity to expand its business by offering concrete leveling to the public. All marketing on behalf of the Company is conducted by Stark Concrete Leveling, Inc., the exclusive distributor for the CLS service units. Stark Concrete Leveling, Inc. (Stark) is owned and operated by Mr. Edward A. Barth, husband of Suzanne I. Barth, the Company's President and a Director. Under the terms of the Marketing Agreement, Stark will receive a commission equal to 30% of the sales price of any unit sold. Stark is responsible for any costs of marketing, advertising, and the training of buyer's agents in the use of the units. The shares of CLS are not currently publicly traded. CLS has received clearance from FINRA to be quoted on the over the counter bulletin board. In order to obtain clearance from FINRA, CLS was required to reclassify the Company as a shell company, as defined in Rule 12b-2 of the Exchange Act of 1934, based upon CLS's October, 2009 financials. Management now believes it is no longer a shell company, due to recording sales of its product during the past three calendar quarters. Based upon the Company's position that it should now be classified as an operating company, it intends to file a Form 8-K in the near future, declaring that it is no longer a shell company as defined in Rule 12b-2 of the Exchange Act. FINRA has assigned CLS our trading symbol of CLEV. The Company is now waiting for clearance from DTC to allow our shares to be cleared electronically. Management believes that with the Company's current sales, CLS will be eligible for DTC clearance is the near future. Over the three months ending April 30, 2010, CLS has recorded its first quarterly operating profit in the amount of $4,371. During its current fiscal year, commencing August 1, 2009, the Company has sustained losses of $33,436. A substantial amount of the losses result from costs incurred for legal and accounting fees during the respective periods. 7 As of April 30, 2010, CLS has total current liabilities of $100,247. The majority of these current liabilities represent accounts payable and other accrued expenses. In addition, the current liabilities contain deferred revenue of $17,500. This amount represents the down payment received for the Company's new concrete leveling service unit that was sold on the last day of the calendar quarter, but not delivered until this quarter. There are no off balance sheet arrangements involving CLS at this time. Liquidity Issues. Since its inception, the Company has experienced continued need for additional liquidity in order to provide for operating expenses and to purchase components for the assembly of its product. The sale of two new concrete leveling units and the used concrete leveling unit owned by the Company has created a small positive cash flow for the nine months ended April 30, 2010. The Company recognizes that it must continue to make sales or it will once again face negative cash flows as previously experienced. For the short term, the Company will be receiving monthly payment from the self finance sales that took place in the past two calendar quarters. It is not anticipated the amount received from these installment payments will be sufficient to meet operating expenses of the Company. Capital Resources. CLS has made no material commitments for capital expenditures as of the end of its fiscal quarter ending April 30, 2010 and does not anticipate any immediate need for material capital expenditures over the next quarter. Result of Operations. During the three months ending April 30, 2010, CLS sold one new concrete leveling service unit on the last day of the quarter for $35,000. At the present time, the Company's continuing marketing efforts has not resulted in any additional sales prospects. Although the Company has generated considerable interest in its units, purchasers are finding it difficult to obtain financing to purchase the units. Management of the Company believes that the demand for its product is there, however, until the economy rebounds and credit is more readily available, sales of its concrete leveling units will remain at a low level. ITEM 4 - CONTROLS AND PROCEDURES Disclosure Controls and Procedures. Pursuant to Rule 13a-15(b) of the Securities Exchange Act of 1934 ("Exchange Act"), the Company carried out an evaluation, with the participation of the Company's management, which constitutes a single individual (who is both the Company's Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the effectiveness of the Company's disclosure controls and procedures (as defined under Rule 13a-15(e) of the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Company's CEO/CFO concluded that the Company's disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time period specified by the United States Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to the Company's management, including the Company's CEO/CFO, as appropriate, to allow timely decisions regarding required disclosure. Changes in Internal Control Over Financial Reporting. Management has not identified any change in the Company's internal control over financial reporting in connection with the evaluation that management of the Company, including the Company's CEO/CFO, that is required by paragraph (d) of Rule 13(a)-15 under the Exchange Act of 1934 that occurred during the Company's last fiscal quarter. 8 ITEM 4T - CONTROLS AND PROCEDURES CLS has not made any change in its internal controls over financial reporting during its last fiscal quarter that has materially affected or is reasonably likely to materially affect CLS's internal control over financial reporting. PART II - OTHER INFORMATION ITEM 1 - LEGAL PROCEEDINGS To the best of its knowledge, management of CLS is not aware of any legal proceedings in which CLS is currently involved. ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS On January 29, 2010, the Company issued 187,500 shares of the Company's common stock through a private placement. 125,000 shares were issued to Mrs. Suzanne I. Barth, the Company's President, in exchange for accrued and unpaid management fees. The remaining 62,500 shares were issued to Mr. Edward A. Barth, in satisfaction of $7,500 of accrued rent owed to Mr. Barth. ITEM 3 - DEFAULTS UPON SENIOR SECURITIES There are no defaults upon any senior securities. ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS No matters were submitted to a vote of security holder during the past quarter. ITEM 5 - OTHER INFORMATION There are no items of information required to be disclosed pursuant to this item at this time. ITEM 6 - EXHIBITS A. The following are filed as Exhibits to this report. The numbers refer to the exhibit table of Item 601 of regulation S-K: Reference is hereby made to the exhibits contained in the registration statement (Form SB-2) filed by Concrete Leveling Systems, Inc. Exhibit 31 - Rule 13a-14(a)/15d-14(a) - Certification Exhibit 32 - Section 1350 - Certification 9 SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CONCRETE LEVELING SYSTEMS, INC. Date: June 15, 2010 By: /s/ Suzanne I. Barth --------------------------------------------- Suzanne I. Barth, Principal Financial Officer Date: June 15, 2010 By: /s/ Suzanne I. Barth --------------------------------------------- Suzanne I. Barth, Principal Executive Officer 10
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