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Nevada
(State or other jurisdiction of incorporation or organization)
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86-0931332
(I.R.S. Employer Identification No.)
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Large Accelerated Filer o
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Accelerated Filer o
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Non-accelerated Filer o
(Do not check if a smaller reporting company)
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Smaller Reporting Company x
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Item 6.
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Exhibits.
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31.1
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Certification of Chief Executive Officer and Acting Principal Accounting Officer*
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31.2
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Certification of Chief Executive Officer and Acting Principal Accounting Officer*
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101.INS
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XBRL Instance Document
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101.SCH
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XBRL Taxonomy Extension Schema Document
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101.CAL
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XBRL Taxonomy Extension Calculation Linkbase Document
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101.DEF
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XBRL Taxonomy Extension Definition Linkbase Document
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101.LAB
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XBRL Taxonomy Extension Label Linkbase Document
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101.PRE
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XBRL Taxonomy Extension Presentation Linkbase Document
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CONDENSED BALANCE SHEETS (Parenthetical) (USD $)
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Jun. 30, 2011
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Dec. 31, 2010
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|---|---|---|
| Preferred stock, par value | $ 0.001 | $ 0.001 |
| Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
| Preferred stock, issued | 0 | 0 |
| Preferred stock, outstanding | 0 | 0 |
| Common stock, par value | $ 0.001 | $ 0.001 |
| Common stock, shares authorized | 145,000,000 | 145,000,000 |
| Common stock, issued | 2,577,371 | 2,577,371 |
| Common stock, outstanding | 2,577,371 | 2,577,371 |
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CONDENSED STATEMENTS OF OPERATIONS (USD $)
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3 Months Ended | 6 Months Ended | ||
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Jun. 30, 2011
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Jun. 30, 2010
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Jun. 30, 2011
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Jun. 30, 2010
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| REVENUE | ||||
| OPERATING EXPENSES | Â | Â | Â | Â |
| General and administrative expenses | 16,188 | 7,000 | 28,296 | 23,000 |
| Total operating expenses | 16,188 | 7,000 | 28,296 | 23,000 |
| NET (LOSS) APPLICABLE TO COMMON SHARES | $ (16,188) | $ (7,000) | $ (28,296) | $ (23,000) |
| NET (LOSS) PER BASIC AND DILUTED SHARES | $ (0.01) | $ 0.00 | $ (0.01) | $ (0.01) |
| WEIGHTED AVERAGE OF COMMON SHARES OUTSTANDING BASIC AND DILUTED | 2,577,371 | 2,577,371 | 2,577,371 | 2,577,371 |
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Document and Entity Information
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6 Months Ended | |
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Jun. 30, 2011
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Aug. 16, 2011
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| Document Information [Line Items] | Â | Â |
| Document Type | 10-Q | Â |
| Amendment Flag | false | Â |
| Document Period End Date | Jun. 30, 2011 | |
| Document Fiscal Year Focus | 2011 | Â |
| Document Fiscal Period Focus | Q2 | Â |
| Trading Symbol | LNPI | Â |
| Entity Registrant Name | Lone Pine Holdings, Inc | Â |
| Entity Central Index Key | 0001083743 | Â |
| Current Fiscal Year End Date | --12-31 | Â |
| Entity Filer Category | Smaller Reporting Company | Â |
| Entity Common Stock, Shares Outstanding | Â | 2,577,371 |
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GOING CONCERN
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6 Months Ended |
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Jun. 30, 2011
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| GOING CONCERN |
NOTE 3 – GOING CONCERN
As
shown in the accompanying financial statements, the Company
incurred a loss from continuing operations of $28,296 during
the six months ended June 30, 2011 and has an accumulated
deficit of $5,033,599 at June 30, 2011. Management in
October 2008 dissolved the saw mill operations in Australia which
was in receivership, spun out the bankrupt subsidiary and is
currently looking for a merger candidate for the public shell. Our
short term liquidity needs are principally related to our operating
expenses. It is expected that this will get funded by our principal
stockholder or other investors. The accompanying
financial statements have been prepared assuming that the Company
will continue as a going concern and do not include any adjustments
as a result of this uncertainty.
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BASIS OF PRESENTATION AND NATURE OF BUSINESS
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6 Months Ended |
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Jun. 30, 2011
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| BASIS OF PRESENTATION AND NATURE OF BUSINESS |
NOTE 1 - BASIS OF PRESENTATION AND NATURE OF BUSINESS
Nature of
Business
Lone
Pine Holdings, Inc. (“the Company”), through its former
wholly owned subsidiary Integrated Forest Products Pty Ltd
(“Integrated”), previously operated a saw mill in
Australia which cut pine timber into building products to supply
the commercial and residential industry along the eastern coast of
Australia. In July 2007, its wholly owned subsidiary in Australia
was put into receivership and has formerly discontinued its
operations. In connection with the receivership, the
receiver formed a new Australian wholly owned subsidiary,
Australian Forest Industries, LTD., and exchanged all of the shares
of Integrated for Australian Forest Industries, LTD.
shares. On October 15, 2008, the board of Directors of
the Company approved the transfer of all the outstanding shares of
Australian Forest Industries, LTD., its operating subsidiary that
had been placed in receivership, to the principal shareholders and
Directors, personally. Subsequent to the spin out, the
Company became a non-operating shell company. As the Company does
not currently engage in any business activities, it is looking for
a suitable candidate for acquisition or merger that does not need
substantial additional capital, but which desires to establish a
public trading market for its shares, while avoiding, among other
things, the time delays, significant expense, and loss of voting
control which may occur in a public offering.
Basis of
Presentation
The
accompanying condensed unaudited interim financial statements
included herein have been prepared, without audit, pursuant to the
rules and regulations of the Securities and Exchange Commission
("SEC"). The condensed financial statements and notes
are presented as permitted on Form 10-Q and do not contain
information included in the Company's annual statements and
notes. Certain information and footnote disclosures
normally included in financial statements prepared in accordance
with accounting principles generally accepted in the United States
of America have been condensed or omitted pursuant to such rules
and regulations, although the Company believes that the disclosures
are adequate to make the information presented not
misleading. It is suggested that these condensed
financial statements be read in conjunction with the December 31,
2010 audited financial statements and the accompanying notes
thereto. While management believes the procedures
followed in preparing these condensed financial statements are
reasonable, the accuracy of the amounts are in some respects
dependent upon the facts that will exist, and procedures that will
be accomplished by the Company later in the year. These
results are not necessarily indicative of the results to be
expected for the full year.
These
condensed unaudited financial statements reflect all adjustments,
including normal recurring adjustments, which, in the opinion of
management, are necessary to present fairly the operations and cash
flows for the periods presented.
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RELATED PARTY TRANSACTIONS
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6 Months Ended |
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Jun. 30, 2011
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| RELATED PARTY TRANSACTIONS |
NOTE 4 – RELATED PARTY TRANSACTIONS
During
the six month periods ended June 30, 2011 and 2010, the company
received advances from the principal shareholder in the amount of
$0 and $3,000 to pay for professional fees, respectively. The legal
fees for the six months ended June 30, 2011 were $13,917; they were
incurred by Sanders Ortoli Vaughn-Flam Rosenstadt LLP of whom
William Rosenstadt, President and CEO of the Company, is a
partner. The amounts due to the related party are
unsecured and non-interest bearing with no set terms of
repayment.
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CONVERTIBLE PROMISSORY NOTES
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6 Months Ended |
|---|---|
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Jun. 30, 2011
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| CONVERTIBLE PROMISSORY NOTES |
NOTE 5 – CONVERTIBLE PROMISSORY NOTES
On
March 18 and May 26, 2011, Heriot Holdings Limited loaned the
Company $30,000 and $40,000 (the “Principal Amount”)
pursuant to a convertible promissory notes at a rate of 10% per
annum, until the Principal Amount is repaid. If the Principal
Amount is not repaid by March 18, 2012 and May 26, 2012, the dates
of maturity, the then-outstanding Principal Amounts and any
interest accrued thereon shall be converted into shares of the
Company’s common stock at a price of $0.10.
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CONDENSED STATEMENTS OF CASH FLOWS (USD $)
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6 Months Ended | |
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Jun. 30, 2011
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Jun. 30, 2010
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| CASH FLOWS FROM OPERATING ACTIVITIES | Â | Â |
| Net (loss) | $ (28,296) | $ (23,000) |
| Adjustments to reconcile net (loss) to cash (used in) operating activities: | Â | Â |
| Increase (decrease) in accrued expenses | (41,336) | 20,000 |
| Cash used in operating activities | (69,632) | (3,000) |
| CASH FLOWS FROM FINANCING ACTIVITIES | Â | Â |
| Proceeds from promissory note | 70,000 | Â |
| Loan from principal shareholder | Â | 3,000 |
| Net cash provided by financing activities | 70,000 | 3,000 |
| NET INCREASE (DECREASE) IN CASH | 368 | Â |
| CASH BEGINNING OF PERIOD | 1,026 | Â |
| CASH END OF PERIOD | $ 1,394 | Â |
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
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6 Months Ended |
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Jun. 30, 2011
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| SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
Cash and
Cash Equivalents
For
the purposes of the consolidated statements of cash flow, the
Company considers all highly liquid debt instruments purchased with
an original maturity of three months or less to be cash
equivalents.
Use of
Estimates
The
preparation of the financial statements in conformity with U.S.
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 reported
amounts of revenues and expenses during the reporting
period. Actual results could differ from those
estimates.
Net Loss
Per Common Share
Basic
earnings per share is computed using the weighted average number of
common shares outstanding during the period. It also assumes that
outstanding common shares were increased by shares issuable upon
exercise of those stock options and warrants for which the market
price exceeds exercise price, less shares which we could have
purchased with related proceeds. There are no dilutive financial
instruments as of June 30, 2011 and 2010.
Fair
Values of Financial Instruments
The
Company uses financial instruments in the normal course of
business. The carrying values of accrued expenses
approximate their fair value due to the short-term maturities of
these liabilities.
Income
Taxes
The
Company has adopted the provisions of Financial Accounting
Standards Board Accounting Standards Codification (FASB ASC) 740,
Accounting for Income Taxes. The Company accounts for income taxes
pursuant to the provisions of the ASC 740, Accounting for Income
Taxes, which requires an asset and liability approach to
calculating deferred income taxes. The asset and liability approach
requires the recognition of deferred tax liabilities and assets for
the expected future tax consequences of temporary differences
between the carrying amounts and the tax basis of assets and
liabilities.
Recent
Accounting Pronouncements
In
May 2011, FASB issued ASU No. 2011-04 “Fair Value Measurement
(Topic 820): Amendments to Achieve Common Fair Value Measurement
and Disclosure Requirements in U.S. GAAP and IFRSs”.
The amendments in this Update result in common fair value
measurement and disclosure requirements in U.S. GAAP and IFRSs.
Consequently, the amendments change the wording used to describe
many of the requirements in U.S. GAAP for measuring fair value and
for disclosing information about fair value measurements.
Some of the amendments clarify the Board’s intent about
the application of existing fair value measurement requirements.
Other amendments change a particular principle or requirement for
measuring fair value or for disclosing information about fair value
measurements. ASU 2011-04 shall be effective for public entities
for interim and annual periods beginning after December 15, 2011,
and should be applied prospectively. Early adoption is not
permitted for public entities. The Company does not expect that the
adoption of ASU 2011-04 will have a material effect on its
financial statements.
In
June 2011, FASB issued ASU No. 2011-05 “Comprehensive Income
(Topic 220): Presentation of Comprehensive Income”. Under the
amendments to Topic 220, “Comprehensive Income”, in
this Update, an entity has the option to present the total of
comprehensive income, the components of net income, and the
components of other comprehensive income either in a single
continuous statement of comprehensive income or in two separate but
consecutive statements. In both choices, an entity is required to
present each component of net income along with total net income,
each component of other comprehensive income along with a total for
other comprehensive income, and a total amount for comprehensive
income. The amendments in this Update should be applied
retrospectively. For public entities, the amendments are effective
for fiscal years, and interim periods within those years, beginning
after December 15, 2011. Although early adoption is permitted, the
company has not yet adopted it. The Company does not expect that
the adoption of ASU 2011-05 will have a material effect on its
financial statements.
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CONDENSED BALANCE SHEETS (USD $)
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Jun. 30, 2011
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Dec. 31, 2010
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|---|---|---|
| CURRENT ASSETS | Â | Â |
| Cash and cash equivalents | $ 1,394 | $ 1,026 |
| TOTAL ASSETS | 1,394 | 1,026 |
| CURRENT LIABILITIES | Â | Â |
| Loan payable, principal shareholder | 40,475 | 40,475 |
| Accrued expenses | 6,167 | 47,503 |
| Convertible promissory notes | 70,000 | Â |
| TOTAL CURRENT LIABILITIES | 116,642 | 87,978 |
| STOCKHOLDERS' (DEFICIT) | Â | Â |
| Preferred stock, par value $0.001, 5,000,000 shares authorized, none issued and outstanding | ||
| Common stock, par value $0.001, 145,000,000 shares authorized, 2,577,371 issued and outstanding | 2,577 | 2,577 |
| Additional paid-in capital | 4,915,774 | 4,915,774 |
| Accumulated deficit | (5,033,599) | (5,005,303) |
| Total Stockholders' (Deficit) | (115,248) | (86,952) |
| TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) | $ 1,394 | $ 1,026 |