LEEN 10-Q Quarterly Report Jan. 31, 2010

LEOPARD ENERGY, INC.

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PROXIES

DEF 14A

Filed on Dec. 3, 2014

10-Q 1 v178084_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

x	Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended January 31, 2010

¨	Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from to

Commission File Number 000-50693

SUPERLATTICE POWER, INC.

(Exact name of Registrant as specified in its charter)

Nevada		90-0314205
(State or other jurisdiction of		(IRS Employer Identification No.)
incorporation or organization)

420 N. Nellis Blvd., Suite A3-146
Las Vegas, Nevada		89110
(Address of principal executive offices)		(Postal or Zip Code)

Issuer's telephone number, including area code: (702) 425-7376

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. x Yes ¨ 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 ¨ No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a smaller reporting company. (Check One):

Large accelerated filer	¨	Accelerated filer ¨

Non-accelerated filer	¨	Smaller reporting company x
(Do not check if a smaller reporting company)

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 CORPORATE ISSUERS

The number of shares outstanding the issuer's common stock, $.001 par value, was 345,000,000 as of March 1, 2010.

SUPERLATTICE POWER, INC.

TABLE OF CONTENTS

	Page No.
PART I. FINANCIAL INFORMATION
ITEM I – Unaudited Consolidated Financial Statements

Consolidated Balance Sheets as of January 31, 2010 and July 31, 2009 (Unaudited)	3

Consolidated Statements of Operations for the Six and Three Months Ended January 31, 2010 and 2009 (Unaudited)	4

Consolidated Statement of Stockholders Deficiency (Unaudited)	5

Consolidated Statements of Cash Flows for the Six Months Ended January 31, 2010 and 2009 (Unaudited)	6

Notes to Unaudited Consolidated Financial Statements	7

ITEM 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations.	14

ITEM 3 – Quantitative and Qualitative Disclosures About Market Risk	17

ITEM 4T– Controls and Procedures.	17

PART II. OTHER INFORMATION

ITEM 6 - Exhibits	17

EXHIBIT 31 - Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

EXHIBIT 32 - Certification pursuant to Section 906 of the Sarbanes- Oxley Act of 2002

-1-

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Certain information and footnote disclosures required under accounting principles generally accepted in the United States of America have been condensed or omitted from the following consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission. It is suggested that the following consolidated financial statements be read in conjunction with the year-end consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended July 31, 2009.

The results of operations for the six and three months ended January 31, 2010 and 2009 are not necessarily indicative of the results for the entire fiscal year or for any other period.

-2-

SUPERLATTICE POWER, INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

BALANCE SHEETS

(UNAUDITED)

	January 31,			July 31,
	2010			2009
ASSETS
Current assets:
Cash and cash equivalents	$	11		$	191
Prepaid expenses		3,314			3,314
Total current assets		3,325			3,505

Property and equipment, net		135,241			141,261

	$	138,566		$	144,766

LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current liabilities:
Accounts payable and accrued expenses	$	886,460		$	654,810
Due to related parties		5,020,110			4,859,108
Total current liabilities		5,906,570			5,513,918

Commitments and contingencies		-			-

Stockholders' deficiency:
Preferred stock, $.001 par value, 10,000,000 shares authorized, 0 issued and outstanding		-			-
Common stock, $.001 par value, 750,000,000 shares authorized, 345,000,000 issued and outstanding at January 31, 2010 and 115,000,000 at July 31, 2009, respectively		345,000			115,000
Additional paid-in-capital		(211,082	)		18,918
Accumulated deficit		(5,901,922	)		(5,503,070	)
Total stockholders' deficiency		(5,768,004	)	$	(5,369,152	)
	$	138,566		$	144,766

SEE NOTES TO UNAUDITED FINANCIAL STATEMENTS

-3-

SUPERLATTICE POWER, INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

STATEMENTS OF OPERATIONS

(UNAUDITED)

	SIX MONTHS ENDED						THREE MONTHS ENDED						August 1, 2008
	January 31,						January 31,						through
	2010			2009			2010			2009			January 31, 2010

Sales	$	-					$	-		$	-		$	-

Costs and expenses:
Cost of sales								-			-			-
General and administrative		72,047			235,333			32,056			80,576			277,451
Research and development		93,125			5,954			48,871			800			332,668
		165,172			241,287			80,927			81,376			610,119

Loss from operations		(165,172	)		(241,287	)		(80,927	)		(81,376	)		(610,119	)

Other income (expense):					-						-
Interest expense		(233,680	)		(217,844	)		(119,348	)		(108,922	)		(687,180	)
		(398,852	)		(459,131	)		(200,275	)		(190,298	)		(1,297,299	)

Provision for (benefit from) income taxes		-			-						-			-

Net loss	$	(398,852	)		(459,131	)	$	(200,275	)	$	(190,298	)	$	(1,297,299	)

Net loss per share - basic and diluted - continuing operations	$	(0.00	)	$	0.00		$	(0.00	)	$	(0.00	)	$	(0.00	)

Weighted shares outstanding - basic and diluted - continuing operations		345,000,000			115,000,000			345,000,000			115,000,000			345,000,000

SEE NOTES TO UNAUDITED FINANCIAL STATEMENTS

-4-

SUPERLATTICE POWER, INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

STATEMENT OF STOCKHOLDERS' DEFICIENCY

(UNAUDITED)

					Additional
	Common Stock				Paid In			Accumulated
	Shares		Par value		Capital			Deficit			Total
Balance July 31, 2008		115,000,000	$	115,000	$	(84,107	)	$	(4,604,623	)	$	(4,573,730	)

Contribution of machinery & equipment		-		-		103,025			-			103,025

Net loss for the year ended July 31, 2009		-		-		-			(898,447	)		(898,447	)

Balance July 31, 2009		115,000,000		115,000		18,918			(5,503,070	)		(5,369,152	)

3:1 forward stock split		230,000,000		230,000		(230,000	)		-			-

Net loss for the period ended January 31, 2010		-		-		-			(398,852	)		(398,852	)

Balance January 31, 2010		345,000,000	$	345,000	$	(211,082	)	$	(5,901,922	)	$	(5,768,004	)

SEE NOTES TO UNAUDITED FINANCIAL STATEMENTS

-5-

SUPERLATTICE POWER, INC. AND SUBSIDIARIES

(A DEVELOPMENT STAGE COMPANY)

CONSOLIDATED STATEMENT OF CASH FLOWS

	6 MONTHS ENDED						August 1, 2008
	JANUARY 31,						through
	2010			2009			January 31, 2010

Cash Flows from Operating Activities
Net loss	$	(398,852	)	$	(459,131	)	$	(1,297,300	)
Items not affecting cash flows
Depreciation		6,020			10,556			18,402
Changes in operating assets and liabilities								-
Decrease in prepaid expenses								(3,314	)
Increase in accounts payable and accrued expenses		231,650			251,290			722,201
Net cash used in operating activities		(161,182	)		(197,285	)		(560,011	)

Cash Flows from Investing Activities
Purchase of property and equipment					(13,926	)		(17,015	)

Cash Flows from Financing Activities
Proceeds from majority shareholder								-
Advances from related parties		553,074			195,800			996,814
Payments to related parties		(392,072	)					(435,472	)
Net cash provided by financing activities		161,002			195,800			561,342

Net decrease in cash and cash equivalents		(180	)		(15,411	)		(15,684	)

Cash and cash equivalents at beginning of period		191			15,695			15,695

Cash and cash equivalents at end of period	$	11		$	284		$	11

Supplemental information:
Cash paid during the year for:
Interest paid							$	-
Income taxes paid							$	-
Non-cash transactions
Donated Equipment							$	103,025

SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

-6-

SUPERLATTICE POWER, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2010

Note 1. Financial statement presentation

Superlattice Power, Inc. (the “Company” or “Superlattice Power”) (formerly Zingo, Inc.), following the sale as of May 15, 2008, of its VOIP telecommunications business, intends to concentrate its efforts on further development of the lithium batteries technology licensed from Li-ion Motors Corp., (“LMC”), the Company’s former parent (EV Innovations, Inc.). Our auditors have expressed substantial doubt concerning our ability to continue as a going concern.

As of August 1, 2008, the Company is considered a development stage enterprise as defined in the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 915, "Development Stage Entities" ("ASC 915"). The Company has limited revenue to date, continues to raise capital and there is no assurance that ultimately the Company will achieve a profitable level of operations.

The financial statements have been prepared in accordance with Securities Exchange Commission requirements for interim financial statements. Therefore, they do not include all information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. These financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company's Annual Report on form 10-K for the year ended July 31, 2009 as filed with the Securities Exchange Commission.

The results of operations for the interim periods shown in this report are not necessarily indicative of results to be expected for the full year. In the opinion of management, the information contained herein reflects all adjustments necessary to make the results of operations for the interim period a fair statement of such operations. All such adjustments are of a normal recurring nature.

History and Nature of Business

Superlattice Power was originally incorporated under the name Titan Web Solutions, Inc. on July 15, 2002 under the laws of the State of Nevada. The Company changed its name to JavaKingCoffee, Inc. in August 2003.

Effective August 8, 2005, the Company entered into an Agreement and Plan of Reorganization, pursuant to which the Company agreed to acquire all of the outstanding shares of WhistlerTel, Inc., a Nevada corporation, which was a wholly owned subsidiary of LMC, formally EV Innovations, Inc. The transaction was completed on August 19, 2005 by the issuance of 80,000,000 shares of the Company's stock in exchange for all of the outstanding shares of WhistlerTel's common stock.

WhistlerTel, Inc. was organized in November, 2004. The Company offers telecommunication services to businesses which provide voice communication via the Internet. The system requires high speed broadband internet access.

On April 15, 2008, Li-ion Motors Corp. (formerly EV Innovations, Inc.). sold its controlling interest of the Company’s outstanding common stock to Blue Diamond Investments, Inc. With the sale of our VoIP telecommunications business, named Zingo Telecom, Inc., on May 15, 2008 we intend to concentrate efforts on further development of the lithium batteries technology licensed from LMC, the Company’s former parent.

Effective April 15, 2008, the Company entered into a license agreement with LMC providing for LMC’s license to the Company of their patent applications and technologies for rechargeable lithium ion batteries for hybrid vehicles and other applications (“licensed products”). Under the license agreement, LMC has the right to purchase their requirements of lithium ion batteries from the Company, and their requirements of lithium ion batteries shall be supplied by the Company in preference to, and on a priority basis as compared with, supply and delivery arrangements in effect for other customers of the Company. LMC’s cost for lithium ion batteries shall be the Company’s actual manufacturing costs for such batteries for the fiscal quarter of the Company in which LMC's purchase takes place.

In connection with the license agreement, the Company has agreed to invest a minimum of $1,500,000 in each of the first two years of the term of the license agreement in development of the technology for the licensed products. In the initial year under the license agreement, the Company invested approximately $314,517 in the development of technology, and therefore is not in compliance with its obligations under this covenant of the license agreement. Li-ion Motors Corp. has advised the Company in a letter dated October 1, 2009, that it will not give notice of default against the Company for our failure to comply with this covenant in the first year of the term of the license agreement.

-7-

Superlattice Power, Inc.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2010

Effective April 16, 2008, the Company agreed to lease approximately 5,000 square feet of space in LMC’s North Carolina facility. The leased space will be suitable, and utilized by the Company, for developmental and manufacturing operations for licensed products pursuant to the license agreement. The leased space is leased on a month-to-month basis at a monthly rental of $2,625, the monthly rental to be escalated five (5%) percent annually. Also effective April 16, 2008, the Company purchased certain equipment and supplies related to the license agreement from LMC for the purchase price of $29,005.

The Company merged into its wholly-owned subsidiary, Superlattice Power, Inc., on April 25, 2008. The subsidiary was created solely for this merger, the purpose of which was to change the name of the Company from Zingo, Inc. to Superlattice Power, Inc. The state of Nevada does not require stockholder approval of a merger of a wholly-owned subsidiary into the parent, and in connection with such a merger the name of the parent is permitted to be changed. As a result of the merger, the assets and liabilities of the surviving corporation were unchanged. The subsidiary Superlattice Power, Inc. had no assets or liabilities prior to the merger.

On June 4, 2008, Holly Roseberry resigned as President of Superlattice Power, Inc. Ayaz Kassam is the new President and Chief Executive Officer and has been appointed as a director to fill a vacancy on the Board.

Basis of presentation

The Company’s financial statements for the six months ended January 31, 2010 have been prepared on a going concern basis which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business. The Company had $0 revenue for the six months ended January 31, 2010, and there was a working capital deficit of approximately $5.9 million as of January 31, 2010. Management recognized that the Company’s continued existence is dependent upon its ability to obtain needed working capital through additional equity and/or debt financing and revenue to cover expenses as the Company continues to incur losses.

The Company’s business is subject to most of the risks inherent in the establishment of a new business enterprise. The likelihood of success of the Company must be considered in light of the expenses, difficulties, delays and unanticipated challenges encountered in connection with the formation of a new business, raising operating and development capital, and the marketing of a new product. There is no assurance the Company will ultimately achieve a profitable level of operations.

The Company presently does not have sufficient liquid assets to finance its anticipated funding needs and obligations. The Company’s continued existence is dependent upon its ability to obtain needed working capital through additional equity and/or debt financing and achieve a level of sales adequate to support its cost structure. Management is actively seeking additional capital to ensure the continuation of its current activities and complete its proposed activities. However, there is no assurance that additional capital will be obtained. These uncertainties raise substantial doubt about the ability of the Company to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of these uncertainties should the Company be unable to continue as a going concern.

On September 17, 2009 the Company’s Board of Directors declared a three-for-one forward stock split that was effected in the form of a stock dividend. All share and per share amounts have been restated to reflect the three-for-one forward stock split. See Note 4, “Common stock,” for further discussion.

SIGNIFICANT ACCOUNTING POLICIES

Estimates

The preparation of financial statements prepared in accordance with the accounting standards generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.

-8-

Superlattice Power, Inc.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2010

Cash and cash equivalents

Cash and cash equivalents consist of highly liquid investments, which are readily convertible into cash with original maturities of six months or less.

Fair value of financial instruments

The Company adopted FASB ASC 820, Fair Value Measurements and Disclosures (“ASC 820”) on January 1, 2008, for all financial assets and liabilities that are recognized or disclosed at fair value in the condensed consolidated financial statements on a recurring basis or on a nonrecurring basis during the reporting period. While the Company adopted the provisions of ASC 820 for nonfinancial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis, no such assets or liabilities existed at the balance sheet date. As permitted by ASC 820, the Company delayed implementation of this standard for all nonfinancial assets and liabilities recognized or disclosed at fair value in the financial statements on a nonrecurring basis and adopted these provisions effective August 1, 2009.

The fair value is an exit price, representing the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability. ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted market prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs about which little or no market data exists, therefore requiring an entity to develop its own assumptions.

As of January 31, 2010, the Company held certain financial assets that are measured at fair value on a recurring basis. These consisted of cash and cash equivalents. The Company does not have any financial assets measured at fair value on a recurring basis as Level 2 or Level 3 and there were no transfers in or out of Level 2 or Level 3 during the six months ended January 31, 2010.

The following table sets forth by level, within the fair value hierarchy, the Company’s financial assets accounted for at fair value on a recurring basis as of January 31, 2010.

Assets at fair value as of January 31, 2010 using

Quoted prices in

active markets for

Significant other

Significant

identical assets

observable inputs

unobservable

Total

(Level 1)

(Level 2)

inputs (Level 3)

Cash and cash equivalents

The Company had no financial assets accounted for on a non-recurring basis as of January 31, 2010.

There were no changes to the Company’s valuation techniques used to measure asset fair values on a recurring or nonrecurring basis during the six months ended January 31, 2010 and the Company did not have any financial liabilities as of January 31, 2010.

The Company has other financial instruments, such as receivables, accounts payable and other liabilities which have been excluded from the tables above. Due to the short-term nature of these instruments, the carrying value of receivables, accounts payable and other liabilities approximate their fair values.

Property and equipment

Property and equipment are recorded at cost. Depreciation of property and equipment are accounted for by accelerated methods over the following estimated useful lives:

Lives
Furniture and fixtures		3-7 years
Software		3-5 years
Computers		5 years

-9-

Superlattice Power, Inc.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2010

Long-lived assets

The Company accounts for long-lived assets in accordance with FASB ASC 360-10-35, "Impairment or Disposal of Long-Lived Assets" ("ASC 360-10-35"). The carrying value of long-lived assets is reviewed on a regular basis for the existence of facts and circumstances that may suggest impairment. The Company recognizes impairment when the sum of undiscounted future cash flows is less than the carrying amount of the asset. The write down of the asset is charged to the period in which the impairment occurs.

Income taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and credits are measured using enacted tax rates expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the consolidated financial statements in the period that includes the enactment date.

Net loss per common share

Basic loss per common share is computed based on the weighted average number of shares outstanding during the year. Diluted earnings per common share is computed by dividing net earnings (loss) by the weighted average number of common shares and potential common shares during the specified periods. The Company has no outstanding options, warrants or other convertible instruments that could affect the calculated number of shares.

Revenues

Revenues are recognized at the time that service is completed or the related products have been installed.

Advertising

Advertising costs are expensed and are included in selling, general and administrative expenses. Total advertising expenditures for the six months ended January 31, 2010 and 2009 were approximately $65,827 and $235,333 respectively.

Shipping and handling

Shipping and handling costs associated with shipping equipment to customers are generally expensed and included in costs of sales for the telecommunications business.

Research and development

No set amount has been set aside for research and development (“R&D”) but all projects and purchases must be approved before being started or purchased. As of January 31, 2010, there have been expenses allocated to research and development. For the six months ending January 31, 2010, salaries, payroll taxes, and benefits amounted to approximately $93,125 in R&D, parts and supplies was approximately $0, and other R&D were approximately $0.

Recently issued pronouncements

During 2009, the Company adopted the revised accounting guidance related to business combinations. This guidance requires an acquirer to recognize the assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree at the acquisition date, measured at their fair values as of that date, with limited exceptions specified in the literature. In accordance with this guidance, acquisition-related costs, including restructuring costs, must be recognized separately from the acquisition and will generally be expensed as incurred. That replaces the cost-allocation process detailed in previous accounting literature, which required the cost of an acquisition to be allocated to the individual assets acquired and liabilities assumed based on their estimated fair values. The Company implemented this new guidance effective August 1, 2009.

During 2009, the Company implemented an update to the accounting guidance related to earnings per share. In accordance with this accounting guidance, unvested share-based payment awards with rights to dividends are participating securities and shall be included in the computation of basic earnings per share. The Company adopted this guidance effective August 1, 2009. This implementation did not have a material impact on prior periods presented.

-10-

Superlattice Power, Inc.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2010

The FASB has published a update to the accounting guidance on fair value measurements and disclosures as it relates to investments in certain entities that calculate net asset value per share (or its equivalent). This accounting guidance permits a reporting entity to measure the fair value of certain investments on the basis of the net asset value per share of the investment (or its equivalent). This update also requires new disclosures, by major category of investments, about the attributes of investments included within the scope of this amendment to the Codification. The guidance in this update is effective for interim and annual periods ending after December 15, 2009. The Company does not expect the adoption of this standard to have a material impact on the Company's results of operations, financial condition or cash flows.

Note 2. Property and equipment

Property and equipment consist of:

	January 31,			July 31,
	2010			2009
Equipment	$	44,255		$	44,255
Idle equipment		87,200			87,200
Leasehold improvements		26,360			26,360
		157,815			157,815
Less accumulated depreciation		(22,574	)		(16,554	)
	$	135,241		$	141,261

Depreciation expense for the six months ended January 31, 2010 and 2009 was $6,020 and $12,382 respectively.

In January 2009, a private company provided Superlattice with equipment in exchange for Superlattice’s battery prototypes for testing and possibly for purchase of batteries from the Company. The equipment was received in the manufacturing facility, and was recorded at appraised value of $103,025.

Note 3. Related party transactions

The Company's principal financing source has been from its former parent, Li-ion Motors Corp. On April 15, 2008, Blue Diamond assumed LMC’s debt due from Superlattice. At January 31, 2010 and July 31, 2009 the Company owed Blue Diamond $4,321,358 and $4,321,358, respectfully. During the six months ended January31, 2010and year ended July 31, 2009 the Company received no funds and made no repayments, respectively. As of January 31, 2010 and July 31, 2009, the amount due to Blue Diamond was $4,321,358 and $4,321,358, respectively.

The Company received and repaid additional advances from Ayaz Kassam (chief executive and principal financial officer) for the six months ended January 31, 2010 and year ended July 31, 2009 in the amount of $370,457 and $81,400 for January 31, 2010 and $581,150 and $43,400, respectively for the year ended July 31, 2009. As of January 31, 2010 and July 31, 2009, the amount due to Ayaz Kassam was $826,807 and $537,750, respectively.

The Company received and repaid additional advances from SSRI (company that formulates the decisions process) for the six months ended January 31, 2010 and year ended July 31, 2009 in amounts of $19,400 and $9,700, respectively for October 2009, and $0 and $0, respectively for July 2009. As of January 31, 2010 and July 31, 2009, the amount due to SSRI was $9,700 and $0, respectively.

The Company received and repaid additional advances from Li-ion Motors Corp. (prior parent company) for the six months ended January 31, 2010 and year ended July 31, 2009 in the amounts of $163,217 and $300,972. As of January 31, 2010 and July 31, 2009, the amount due to Li-ion Motors Corp. was $137,755 and $0, respectively.

Without such funding, the Company could not continue in business because it does not have any revenue.

The advances from the parent company will accrue interest at a rate of 10% annually until the obligation has been paid in full. No term has been set for repayment and no payment is expected until the Company has begun to produce battery cells and has become a profitable venture. The balance of the related party transactions is due within two weeks of request but does not bear interest. Interest for the six months ended January 31, 2010 and 2008 is $114,332 and $108,922, respectively. The related party transaction amounts are reported as a current liability in the balance sheet based on the terms of the agreement.

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Superlattice Power, Inc.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2010

Note 4. Capital stock

As discussed in Note 1, the Company entered into an agreement on August 19, 2005, whereby the Company issued 240,000,000 shares of its common stock to the shareholder of Whistler Tel, Inc. in exchange for all of the shares of WhistlerTel. On April 15, 2008 the 240,000,000 shares were sold to Blue Diamond Investments. On May 15, 2008, the subsidiary, Zingo Telecom, was sold to a private investor.

On September 17, 2009, the Company’s Board of Directors declared a three-for-one forward stock split of the Company’s common stock that was effected in the form of a stock dividend. A three-for-one forward split in our common stock was effective October 19, 2009. The Certificate of Change filed with the Nevada Secretary of State on September 18, 2009, providing for the forward split changed the number of shares of our outstanding common stock from 115,000,000 to 345,000,000, and the number of shares of our authorized common stock in the same ratio, from 250,000,000 to 750,000,000. All share and per share amounts have been restated to reflect the three-for-one forward stock split except for stockholders’ deficiency.

See Note 5 “Net loss per common share,” for the impact on the Company’s earnings per share amounts as a result of the stock split. This stock split resulted in the issuance of 230 million additional shares of common stock and was accounted for by the transfer of $230,000 from additional paid-in capital to common stock, which is the amount equal to the par value of the additional shares issued to affect the stock split.

Note 5. Net loss per common share

Loss per share is computed based on the weighted average number of shares outstanding during the year. Diluted loss per common share is computed by dividing net loss by the weighted average number of common shares and potential common shares during the specified periods. The Company has no outstanding options, warrants or other convertible instruments that could affect the calculated number of shares.

The following table sets forth the reconciliation of the basic and diluted net loss per common share computations for the six months ended January 31, 2010 and 2009.

	Six Months Ended						Three Months Ended
	January 31,						January 31,
	2010			2009			2010			2009
Continuing operations:

Basic and diluted EPS:

Net loss ascribed to common shareholders - basic and diluted	$	(398,852	)	$	(459,131	)	$	(200,275	)	$	(190,298	)
Weighted shares outstanding - basic and diluted		345,000,000			345,000,000			345,000,000			345,000,000
Basic and diluted net loss per common share	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)

Net loss per common share for the six months ended January 31, 2010 has been revised. This revision was immaterial to the Company’s consolidated results of operations and financial position. See below for further discussion. All share and per share amounts have been restated to reflect the three-for-one forward stock split as discussed in Note 4.

The amounts previously reported for six months and three months ended January 31, 2009 , were as follows:

	SIX MONTHS ENDED			THREE MONTHS ENDED
	January 31,			JANUARY 31,
	2009			2009
Continuing operations:
Basic and diluted loss per common share	$	(0.00	)	$	(0.00	)

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Superlattice Power, Inc.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2010

Note 6. Going concern

The Company's financial statements are prepared based on the going concern principle. That principle anticipates the realization of assets and payments of liabilities through the ordinary course of business. No adjustments have been made to reduce the value of any assets or record additional liabilities, if any, if the Company were to cease to exist. The Company has incurred significant operating losses since inception. These operating losses have been funded by the issuance of capital and advances from related parties (the Company's former parent, Li-ion Motors Corp.). There are no guarantees that the Company will continue to be able to raise the funds necessary. Additionally, the lack of capital may limit the Company's ability to establish and maintain existing business and establish future viable business.

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Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

FORWARD LOOKING STATEMENTS

This quarterly report contains forward-looking statements that involve risks and uncertainties. We use words such as anticipate, believe, plan, expect, future, intend and similar expressions to identify such forward-looking statements. You should not place too much reliance on these forward-looking statements. Our actual results are likely to differ materially from those anticipated in these forward-looking statements for many reasons, including the risks faced by us described in this section.

INTRODUCTION

We were incorporated on July 15, 2002 under the laws of the State of Nevada. We changed our business in 2008, entering into a license agreement with Li-ion Motors on April 15, 2008, for the license of the development of their lithium battery technology, and on May 15, 2008 we sold our Zingo Telecom, Inc. and M/S Zingo Bpo Services Pvt. Ltd. subsidiaries that offered telecommunications services to business and residential customers utilizing VoIP technology. To reflect our new business, we changed our name from Zingo, Inc. to Superlattice Power, Inc. on April 25, 2008.

A 3-for-1 forward split in our common stock was effective October 19, 2009. The Certificate of Change filed with the Nevada Secretary of State on September 18, 2009, providing for the forward split changed the number of shares of our outstanding common stock from 115,000,000 to 345,000,000, and the number of shares of our authorized common stock in the same ratio, from 250,000,000 to 750,000,000.

SIX MONTHS ENDED JANUARY 31, 2010 AS COMPARED WITH SIX MONTHS ENDED JANUARY 31, 2009

We incurred a net loss of $398,652 for the six months ended January 31, 2010, which included general and administrative costs of $72,047 and research and development expense of $93,125.

We had no sales for the six month period ended January 31, 2010. Our net loss for the six-month period ended January 31, 2010, decreased from the six-month period ended January 31, 2009 (from $459,131 for the prior period to $398,652 in 2010). This was primarily due to lower general and administrative costs of $72,047 in the six months ended January 31, 2010, as compared with $235,333 in the prior period, due in part to inclusion in the prior period of approximately $70,000 of research and development expense in general and administrative expense We incurred interest expense of $233,680 in 2010, as compared to $217,844 in the prior period. We incurred research and development costs of $93,125, as compared to $5,954 in the prior period, due to research and development costs of approximately $70,000 in 2009 having been included in general and administrative expense.

THREE MONTHS ENDED JANUARY 31, 2010 AS COMPARED WITH THREE MONTHS ENDED JANUARY 31, 2009

We incurred a net loss of $200,275 for the three months ended January 31, 2010, which included general and administrative costs of $32,056 and research and development expense of $48,871.

We had no sales for the three month period ended January 31, 2010. Our net loss for the three-month period ended January 31, 2010, increased from the three-month period ended January 31, 2009 (from $190,298 for the prior period to $200,275 in 2010). This was primarily due to lower costs and expenses of $80,927 in the three months ended January 31, 2010, as compared with $81,376 in the prior period, as well as higher interest expense in the three months ended January 31, 2010 of $119,348 as compared with $108,922 in 2009.

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PLAN OF OPERATION

Commercial Initiatives

We are developing rechargeable lithium ion batteries for power production for a variety of uses. We plan to pioneer a superlattice cathode material for the use in lithium ion rechargeable batteries.

License Agreement with Li-ion Motors Corp.

Effective April 15, 2008, we entered into a License Agreement (the “License Agreement”) with Li-ion Motors Corp. (formerly EV Innovations, Inc.), our former controlling stockholder, providing for Li-ion Motors’ license to us of Li-ion Motors’ patent applications and technologies for rechargeable lithium-ion batteries for hybrid vehicles and other applications (“Licensed Products”).

Under the License Agreement, Li-ion Motors has the right to purchase its requirements of lithium ion batteries from us, and its requirements of lithium ion batteries shall be supplied in preference to, and on a priority basis as compared with, supply and delivery arrangements in effect for our other customers. Li-ion Motors’ cost for lithium ion batteries purchased from us will be our actual manufacturing costs for such batteries for our fiscal quarter in which Li-ion Motors’ purchase takes place.

Under Section 2.2 of the License Agreement, we have agreed to invest a minimum of $1,500,000 in each of the first two years of the term of the License Agreement in development of the technology for the Licensed Products. In the initial year under the License Agreement, we invested approximately $264,043 in the development of our technology, and therefore are not in compliance with our obligations under this covenant of the License Agreement. Li-ion Motors has advised us in a letter dated October 1, 2009, that it will not give notice of default against us for our failure to comply with this covenant in the first year of the term of the License Agreement.

Effective April 16, 2008, we agreed to lease approximately 5,000 square feet of space (“Leased Space”) in Li-ion Motors’ North Carolina facility, such Leased Space to be suitable for, and utilized by us for, our developmental and manufacturing operations for Licensed Products pursuant to the License Agreement. The Leased Space is leased by Li-ion Motors to us on a month-to-month basis at a monthly rental of $2,500, the monthly rental to be escalated five (5%) percent annually (currently $2,625). Effective April 16, 2008, Li-ion Motors also sold us for the purchase price of $29,005, specified equipment and supplies related to the licensed intellectual property.

Sale of our Telecom Subsidiaries

At a closing held on May 15, 2008, we sold for $215,000 the 75,000 outstanding shares of common stock, constituting 100% of the outstanding stock, of our subsidiary Zingo Telecom, Inc. In addition, at the closing, we assigned and transferred all receivables or debt obligations of Zingo Telecom owing to or held by us at the closing date, and all outstanding shares of M/S Zingo Bpo Services Pvt. Ltd., our subsidiary incorporated in India.

5.2 Liquidity and Capital Resources

As of January 31, 2010, we had cash on hand of $11. Our liabilities at January 31, 2010 totaled $5,906,570, as compared with $5,513,918 at July 31, 2009; and our property plant and equipment net decreased to $135,241 at January 31, 2010, as compared with $141,261 at July 31, 2009.

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At January 31, 2010, we had a working capital deficiency of $5,903,245 and a stockholders deficit of $5,768,004.

We used net cash in operating activities of $161,282 in the six months ended January 31, 2010, as compared with $197,285 in the comparable period in 2009, and cash flow used in investing activities for the purchase of property, plant and equipment was $13,926 in 2009, as compared with $-0- in 2010. Cash flow provided by investing activities in 2009, included $13,092 for the purchase of property, plant and equipment.

In the six months ended January 31, 2010, we had received approximately $161,002 in net advances from related parties, giving effect to payments to related parties of $392,072, as compared with advances from related parties of $195,800 in 2009.

Since our incorporation, we have financed our operations almost exclusively through advances from our controlling shareholders. We expect to finance operations through the sale of equity or other investments in us for the foreseeable future, as we do not receive significant revenue from our new business operations. There is no guarantee that we will be successful in arranging financing on acceptable terms.

Our ability to raise additional capital is affected by trends and uncertainties beyond our control. We do not currently have any arrangements for financing and we may not be able to find such financing if required. Obtaining additional financing would be subject to a number of factors, including investor sentiment. Market factors may make the timing, amount, terms or conditions of additional financing unavailable to us.

Our auditors are of the opinion that our continuation as a going concern is in doubt. Our continuation as a going concern is dependent upon continued financial support from our shareholders and other related parties.

CRITICAL ACCOUNTING POLICIES

Recently issued pronouncements

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

Interest Rate Risk - Interest rate risk refers to fluctuations in the value of a security resulting from changes in the general level of interest rates. Investments that are classified as cash and cash equivalents have original maturities of three months or less. Our interest income is sensitive to changes in the general level of U.S. interest rates. We do not have significant short-term investments, and due to the short-term nature of our investments, we believe that there is not a material risk exposure.

Item 4T. Controls and Procedures.

As of the end of the fiscal quarter covered by this Form 10-Q, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Principal Financial and Accounting Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as defined in Rule 13a-14 of the Securities Exchange Act of 1934. Based upon that evaluation, the Chief Executive Officer and Principal Financial and Accounting Officer concluded that the Company’s disclosure controls and procedures are effective in timely alerting him to material information relating to the Company (including its consolidated subsidiaries) required to be included in this Quarterly Report on Form 10-Q. There have been no changes in the Company’s internal controls or in other factors which could significantly affect internal controls subsequent to the date the Company carried out its evaluation.

PART II- OTHER INFORMATION

ITEM 6.		Exhibits.

Ex 31		Certification of Chief Executive Officer and Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.

Ex 32		Certification of Chief Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,filed herewith.

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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.

Superlattice Power, Inc.

/s/ Ayaz Kassam

Ayaz Kassam

President and Chief Executive

Officer

Dated: March 22, 2010

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TABLE OF CONTENTS

Part I. Financial Information Item 1. Financial Statements Note 1. Financial Statement Presentation Note 2. Property and Equipment Note 3. Related Party Transactions Note 4. Capital Stock Note 5. Net Loss Per Common Share Note 6. Going Concern Item 2. Management's Discussion and Analysis Of Financial Condition and Results Of Operations Item 3. Quantitative and Qualitative Disclosures About Market Risk Item 4T. Controls and Procedures Part Ii- Other Information Item 6. Exhibits

LEEN 10-Q Quarter ended Jan. 31, 2010