10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

ý Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended June 30, 2013

¨ Transition report under Section 13 or 15(d) of the Exchange Act of 1934

For the transition period from _____________ to _____________

Commission File Number 000-53806

Cullen Agricultural Holding Corp.

(Exact Name of Issuer as Specified in Its Charter)

Delaware	27-0863248
(State or other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)

1193 Seven Oaks Rd. Waynesboro, GA 30830

(Address of Principal Executive Office)

(706) 621-6737

(Issuer’s Telephone Number, Including Area Code)

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act of 1934 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 ý 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 ý 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” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨	Accelerated filer ¨
Non-accelerated filer ¨	Smaller reporting company ý
(Do not check if 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 ý No ¨

As of July 30, 2013, 19,630,714 shares of common stock, par value $.0001 per share, were issued and outstanding.

CULLEN AGRICULTURAL HOLDING CORP.

FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2013

TABLE OF CONTENTS

	Page
Part I. Financial Information	1
Item 1. Financial Statements	1
Condensed Consolidated Balance Sheets as of June 30, 2013 (Unaudited) and December 31, 2012	1
Condensed Consolidated Statement of Operations (Unaudited) for the three and six months ended June 30, 2013 and 2012 and for the period from June 3, 2009 (inception) through June 30, 2013	2
Condensed Consolidated Statement of Changes in Stockholders’ Equity (Unaudited) for the period from June 3, 2009 (inception) through June 30, 2013	3
Condensed Consolidated Statement of Cash Flows (Unaudited) for the six months ended June 30, 2013 and 2012 and for the period from June 3, 2009 (inception) through June 30, 2013	4
Notes to Unaudited Condensed Consolidated Financial Statements	5
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	9
Item 4. Controls and Procedures	11
Part II. Other Information	12
Item 1. Legal Proceedings	12
Item 6. Exhibits	12
Signatures	13

FORWARD-LOOKING STATEMENTS

This report on Form 10-Q of Cullen Agricultural Holding Corp., and the information incorporated by reference in it, include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). References in this report to “we,” “us”, “our company” or “the Company” refer to Cullen Agricultural Holding Corp.

Our forward-looking statements include, but are not limited to, statements regarding our or our management’s expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements in this report may include, for example, statements about:

· Our ability to protect our intellectual property;

· Our ability to obtain necessary financing to enable us to implement our business plan;

· Competition;

· Loss of key personnel;

· Increases of costs of operations;

· Continued compliance with government regulations; and

· General economic conditions.

The forward-looking statements contained or incorporated by reference in this report are based on our current expectations and beliefs concerning future developments and their potential effects on us and speak only as of the date of such statement. There can be no assurance that future developments affecting us will be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described in this Quarterly Report in the section entitled "Management's Discussion and Analysis of Financial Condition and Results of Operations" and in our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 14, 2013 in the section entitled "Risk Factors." Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

PART I.

FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Cullen Agricultural Holding Corp. and Subsidiaries

(a development stage company)

  CONDENSED CONSOLIDATED BALANCE SHEETS

ASSETS
		June 30, 2013
		(unaudited)			December 31, 2012
CURRENT ASSETS
Cash	$	2,095,493		$	2,239,619
Receivable from related party		1,871			1,871
Prepaid expenses and other current assets		13,825			32,236
Total Current Assets		2,111,189			2,273,726
PROPERTY AND EQUIPMENT, Net		91,861			91,861
TOTAL ASSETS	$	2,203,050		$	2,365,587
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accrued expenses	$	9,996		$	23,965
Current portion of note payable		10,462			10,170
Total Current Liabilities		20,458			34,135
OTHER LIABILITIES
Non current portion of note payable		--			10,462
Total Other Liabilities		--			10,462
TOTAL LIABILITIES		20,458			44,597
STOCKHOLDERS' EQUITY
Preferred stock - $0.0001 par value; authorized 1,000,000 shares;
no shares issued and outstanding		--			--
Common stock, par value $0.0001; 200,000,000 shares authorized;
19,630,714 shares issued and outstanding		1,964			1,964
Additional paid-in capital		6,861,881			6,861,881
Deficit accumulated during the development stage		(4,681,253	)		(4,542,855	)
TOTAL STOCKHOLDERS' EQUITY		2,182,592			2,320,990
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	2,203,050		$	2,365,587

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

1

Cullen Agricultural Holding Corp. and Subsidiaries

(a development stage company)

(unaudited)

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

													For the period from
	For the Three			For the Three			For the Six			For the Six			June 3, 2009
	months ended			months ended			months ended			months ended			(inception) through
	June 30, 2013			June 30, 2012			June 30, 2013			June 30, 2012			June 30, 2013
Revenues	$	--		$	--		$	--		$	--		$	--
General and administrative expenses		62,799			69,166			137,429			186,706			3,053,852
LOSS FROM OPERATIONS		(62,799	)		(69,166	)		(137,429	)		(186,706	)		(3,053,852	)
OTHER INCOME (EXPENSE)
Interest expense - related party		--			--			--			--			(456,135	)
Interest expense - note payable		(182	)		(253	)		(329	)		(474	)		(2,824	)
Legal settlement recovery		--			--			--			--			71,348
Impairment loss on property, plant and equipment		--			--			--			--			(963,172	)
Gain (loss) on sale of land and equipment, net		--			212,887			--			212,887			(563,074	)
Other income, net		--			69,205			--			76,000			293,261
TOTAL OTHER (EXPENSE) INCOME		(182	)		281,839			(329	)		288,413			(1,620,596	)
(LOSS) INCOME BEFORE TAXES		(62,981	)		212,673			(137,758	)		101,707			(4,674,448	)
INCOME TAXES		310			196			640			568			6,805
NET (LOSS) INCOME	$	(63,291	)	$	212,477		$	(138,398	)	$	101,139		$	(4,681,253	)
Weighted average number of common shares outstanding – basic and diluted		19,630,714			19,630,714			19,630,714			19,630,714
Basic and diluted net (loss) income per share	$	(0.00	)	$	0.01		$	(0.01	)	$	0.01

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

2

Cullen Agricultural Holding Corp. and Subsidiaries

(a development stage company)

(unaudited)

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY

For the Period From June 3, 2009 (inception) through June 30, 2013 

						Deficit accumulated
	Common Stock				Additional		during the
	Shares		Amount		Paid-in Capital		development stage			Total
BALANCE - Beginning June 3, 2009 (inception)	--	$	--	$	--	$	--		$	--
Issuance of stock to initial stockholder – 100 shares at $0.0001 per share	100		--		100		--			100
Issuance of stock due to Merger  – 19,247,211 shares at $0.0001 per share on October 22, 2009	19,247,211		1,925		6,061,820		--			6,063,745
Net loss for the period from June 3, 2009 (inception) through December 31, 2009	--		--		--		(612,526	)		(612,526	)
BALANCE - December 31, 2009	19,247,311		1,925		6,061,920		(612,526	)		5,451,319
Issuance of stock at $5.95 per share	8,403		1		49,999		--			50,000
Issuance of stock at $2.00 per share	375,000		38		749,962		--			750,000
Net loss for the year ended December 31, 2010	--		--		--		(4,134,527	)		(4,134,527	)
BALANCE - December 31, 2010	19,630,714		1,964		6,861,881		(4,747,053	)		2,116,792
Net income for year ended December 31, 2011	--		--		--		253,790			253,790
BALANCE - December 31, 2011	19,630,714		1,964		6,861,881		(4,493,263	)		2,370,582
Net loss for the year ended December 31, 2012	--		--		--		(49,592	)		(49,592	)
BALANCE - December 31, 2012	19,630,714	$	1,964	$	6,861,881	$	(4,542,855	)	$	2,320,990
Net loss for the six months ended June 30, 2013	--		--		--		(138,398	)		(138,398	)
BALANCE - June 30, 2013	19,630,714	$	1,964	$	6,861,881	$	(4,681,253	)	$	2,182,592

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

3

Cullen Agricultural Holding Corp. and Subsidiaries

(a development stage company)

(unaudited)

CONSOLIDATED STATEMENT OF CASH FLOWS

	For the six months ended							For the period from June 3, 2009 (inception) through
	June 30, 2013			June 30, 2012				June 30, 2013
Cash Flows from Operating Activities
Net (loss) income	$	(138,398	)	$	101,139		$	(4,681,253	)
Adjustments to reconcile net loss (income) to net cash used in operating activities:
(Loss) gain on sale of property and equipment		-			(212,887	)		563,074
Depreciation and amortization		-			13,957			110,045
Impairment loss on property, plant and equipment		-			-			963,172
Changes in operating assets and liabilities:
Prepaid expenses and other current assets		18,411			19,552			(13,825	)
Federal tax receivable		-			-			1,349,969
Federal withholding tax payable		-			(27,943	)		-
Accrued expenses		(13,969	)		(18,124	)		194,883
NET CASH  USED IN OPERATING ACTIVITIES		(133,956	)		(124,306	)		(1,513,935	)
Cash Flows from Investing Activities
Purchases of property and equipment		-			-			(841,849	)
Proceeds from sale of property and equipment		-			1,468,626			7,714,299
NET CASH PROVIDED BY INVESTING ACTIVITIES		-			1,468,626			6,872,450
Cash Flows from Financing Activities
Repayment of mortgage payable to related party		-			-			(7,130,627	)
Proceeds from issuance of mortgage payable to related party		-			-			100,000
Repayment to affiliates		-			(6,539	)		(329,060	)
Advances from affiliates		-			27,943			318,568
Repayments of note payable		(10,170	)		(9,883	)		(29,658	)
Cash acquired in reverse merger		-			-			3,057,755
Proceeds from issuance of common stock		-			-			750,000
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES		(10,170	)		11,521			(3,263,022	)
NET (DECREASE) INCREASE IN CASH		(144,126	)		1,355,841			2,095,493
CASH - Beginning		2,239,619			1,028,119			-
CASH - Ending	$	2,095,493		$	2,383,960		$	2,095,493
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest	$	668		$	957		$	458,190
Taxes	$	-		$	1,260		$	2,510
Non-cash investing and financing activities:
Acquisition of property, plant and equipment through issuance of debt	$	-		$	-		$	40,120
Issuance of common stock to settle accrued expenses	$	-		$	-		$	50,000
Conversion of interest payable into mortgage payable to related party	$	-		$	-		$	176,709
On October 22, 2009, the Company completed its reverse merger and
recapitalization by acquiring certain assets and assuming certain
liabilities:
Tax refund receivable	$	-		$	-		$	1,349,969
Land and land improvements		-			-			8,560,482
Loan payable		-			-			(6,853,918	)
Accrued expenses		-			-			(41,822	)
Due to affiliates		-			-			(8,621	)
Issuance of stock		-			-			(1,925	)
Net non-cash recapitalization	$	-		$	-		$	3,004,165

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

4

CULLEN AGRICULTURAL HOLDING CORP. AND SUBSIDIARIES

(a development stage company)

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Note 1. Organization, Business Operations and Significant Accounting Policies

Organization and Nature of Operations

Cullen Agricultural Holding Corp.’s (the “Company”, “we”, “us” or “our”) accompanying unaudited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete condensed consolidated interim financial statements. Operating results for the three and six months ended June 30, 2013 are not necessarily indicative of the results that may be expected for the year ending December 31, 2013. In addition, the December 31, 2012 balance sheet data was derived from the audited consolidated financial statements, but does not include all disclosures required by GAAP. The accompanying unaudited condensed consolidated interim financial statements, in the opinion of management, include all adjustments necessary for a fair presentation. All such adjustments are of a normal recurring nature.

We are a development stage company and to date have not generated any revenue. These unaudited condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements and notes there to for the fiscal year ended December 31, 2012 filed on March 14, 2013. The accounting policies used in preparing these unaudited condensed consolidated interim financial statements are consistent with those described in the December 31, 2012 audited consolidated financial statements.

Basis of Presentation

Cullen Agricultural Holding Corp. was incorporated in Delaware on August 27, 2009. We are a development stage company. Our principal focus is to use our intellectual property in forage and animal sciences to improve agricultural yields. To date, we have not generated any revenue and will not do so until we have sufficient funds to implement our business plan.

We were formed as a wholly-owned subsidiary of Triplecrown Acquisition Corp. (“Triplecrown”), a blank check company. CAT Merger Sub, Inc. (“Merger Sub”), a Georgia corporation, was incorporated as our wholly-owned subsidiary on August 31, 2009. We were formed in order to allow Triplecrown to complete a business combination (the “Merger”) with Cullen Agricultural Technologies, Inc. (“Cullen Agritech”), as contemplated by the Agreement and Plan of Reorganization (the “Merger Agreement”), dated as of September 4, 2009, as amended, among Triplecrown, the Company, Merger Sub, Cullen Agritech and Cullen Inc. Holdings Ltd. (“Cullen Holdings”). Cullen Agritech was formed on June 3, 2009. Cullen Agritech’s primary operations are conducted through Natural Dairy Inc., a wholly owned subsidiary of Cullen Agritech. Cullen Holdings is an entity controlled by Eric J. Watson, our Chief Executive Officer, Secretary, Chairman of the Board and Treasurer and, prior to the Merger, was the holder of all of the outstanding common stock of Cullen Agritech.

Pursuant to the Merger, (i) Triplecrown merged with and into the Company with the Company surviving as the new publicly-traded corporation and (ii) Merger Sub merged with and into Cullen Agritech with Cullen Agritech surviving as a wholly owned subsidiary of the Company.  As a result of the Merger, the former security holders of Triplecrown and Cullen Agritech became the security holders of the Company.  Thus, the Company became a holding company, operating through its wholly-owned subsidiary, Cullen Agritech.  The Merger was consummated on October 22, 2009.

Principles of Consolidation

The condensed consolidated interim financial statements include the accounts of the Company and its wholly owned subsidiary, Cullen Agritech, including its wholly owned subsidiary, Natural Dairy Inc. All intercompany accounts and transactions have been eliminated in consolidation.

5

CULLEN AGRICULTURAL HOLDING CORP. AND SUBSIDIARIES

(a development stage company)

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Note 1. Organization, Business Operations and Significant Accounting Policies, continued

Cash

The Company considers all highly liquid short-term investments purchased with an original maturity of three months or less to be cash equivalents. These investments are carried at cost, which approximates fair value. The Company held no cash equivalents at June 30, 2013 and December 31, 2012.

The Company maintains its cash in institutions insured by the Federal Deposit Insurance Corporation (“FDIC”). At times during the periods ended June 30, 2013 and December 31, 2012, the Company had cash deposits in excess of the maximum amounts insured by the Federal Deposit Insurance Corporation insurance limits. At June 30, 2013 cash is held at one financial institution. The Company has not incurred losses related to these deposits.

Property and Equipment

Property and equipment are stated at cost, net of accumulated depreciation. The Company charges repairs and maintenance items to expense, while major improvements and betterments are capitalized.

Depreciation and amortization is provided on the straight-line method over the following estimated useful lives of the assets:

Buildings	15 years
Machinery and equipment	5 – 10 years
Transportation equipment	5 years
Land improvements	15 years

Use of Estimates

The preparation of condensed consolidated interim financial statements in conformity with U. S. generally accepted accounting principles (“GAAP”) 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 condensed consolidated interim financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Long-Lived Assets

The Company accounts for its long-lived assets in accordance with   Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 360 “Plant, Property and Equipment,” for purposes of determining and measuring impairment of its long-lived assets other than goodwill. The Company’s policy is to review the value assigned to its long lived assets to determine if they have been permanently impaired by adverse conditions which may affect the Company whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.  If the Company identifies a permanent impairment such that the carrying amount of the Company’s long lived assets is not recoverable using the sum of an undiscounted cash flow projection, the impaired asset is adjusted to its estimated fair value, based on an estimate of future discounted cash flows which becomes the new cost basis for the impaired asset.  Considerable management judgment is necessary to estimate undiscounted future operating cash flows and fair values and, accordingly, actual results could vary significantly from such estimates.

Earnings Per Share

The Company follows the provisions of FASB ASC 260, “Earnings Per Share” (“ASC 260”). In accordance with ASC 260, earnings per common share amounts (“Basic EPS”) are computed by dividing earnings by the weighted average number of common shares outstanding for the period. Earnings per common share amounts, assuming dilution (“Diluted EPS”), gives effect to dilutive options, warrants, and other potential common stock outstanding during the period. ASC 260 requires the presentation of both Basic EPS and Diluted EPS on the face of the statements of operations. At June 30, 2013 and December 31, 2012, there were 74,000,000 warrants outstanding that were not included in the calculation of diluted EPS because the effects of these securities would have been anti-dilutive.

6

CULLEN AGRICULTURAL HOLDING CORP. AND SUBSIDIARIES

(a development stage company)

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Note 1. Organization, Business Operations and Significant Accounting Policies, continued

Earnings Per Share (Continued)

Basic earnings per share is calculated using the average number of common shares outstanding and diluted earnings per share is computed on the basis of the average number of common shares outstanding plus the effect of outstanding warrants using the “treasury stock method.”

Income Taxes

The Company accounts for income taxes in accordance with FASB ASC 740, "Income Taxes" ("ASC 740"). ASC 740 requires an asset and liability approach for financial accounting and reporting for income taxes and establishes for all entities a minimum threshold for financial statement recognition of the benefit of tax positions, and requires certain expanded disclosures. The provision for income taxes is based upon income or loss after adjustment for those permanent items that are not considered in the determination of taxable income. Deferred income taxes represent the tax effects of differences between the financial reporting and tax basis of the Company's assets and liabilities at the enacted tax rates in effect for the years in which the differences are expected to reverse. The Company evaluates the recoverability of deferred tax assets and establishes a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause changes to previous estimates of tax liability. In management's opinion, adequate provisions for income taxes have been made. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary.

At June 30, 2013 and December 31, 2012, deferred taxes primarily consist of deferred tax assets for net operating loss carryforwards. The Company does not believe at this time that it will utilize the net operating loss carryforwards in the future, and accordingly has recorded a valuation allowance of 100% of the deferred tax assets at June 30, 2013 and December 31, 2012.

The Company has identified its federal tax return and its state tax return in Georgia as "major" tax jurisdictions. Based on the Company's evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company's condensed consolidated interim financial statements. The evaluation was performed for tax years of 2009 through 2012 which are open for tax authority review. The Company believes that its income tax positions and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material change to its financial position or results of operations.

The Company’s policy for recording interest and penalties associated with tax audits is to record such items as a component of income tax expense.  There were no amounts accrued for penalties and interest for the three and six months ended June 30, 2013 and 2012 or the year ended December 31, 2012 or the period from June 3, 2009 (inception) through June 30, 2013.  The Company does not expect its uncertain tax position to change during the next twelve months.  Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position.

Recently Issued and Adopted Accounting Pronouncements

Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the condensed consolidated interim financial statements.

7

CULLEN AGRICULTURAL HOLDING CORP. AND SUBSIDIARIES

(a development stage company)

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

Note 2. Property and Equipment

At June 30, 2013 and December 31, 2012 property and equipment consisted of the following:

	June 30, 2013		December 31, 2012
Machinery and equipment	$	154,229	$	154,229
Website		3,328		3,328
		157,577		157,557
Less: Accumulated depreciation and amortization		65,696		65,696
Property and equipment, net	$	91,861	$	91,861

Depreciation and amortization expense for the period from June 3, 2009 (inception) through June 30, 2013 was $110,045. For the three months ended June 30, 2013 and 2012, depreciation and amortization expense was $0 and $5,959, respectively. For the six months ended June 30, 2013 and 2012, depreciation and amortization expense was $0 and $13,957, respectively. The Company placed its property and equipment out of service at December 31, 2012 as a result of the sale of its land. Accordingly, no depreciation expense was recorded during the and six three months ended June 30, 2013.

Note 3. Receivable from Related Party

Hart Acquisitions LLC

During the three months ended June 30, 2013 and 2012, Hart Acquisitions LLC (“Hart”), an affiliate of one of the Company’s directors, incurred no costs related to the operations of Cullen Agritech and Natural Dairy.

As of June 30, 2013 and 2012, $1,871 was due from Hart.

Note 4. Note Payable

On May 15, 2010, the Company entered into a note payable to a financial institution due May 15, 2014, payable in annual installments of $10,768, which includes interest of 2.9% per annum. The note payable is secured by certain farming equipment. At June 30, 2013 and December 31, 2012, the outstanding principal balance was $10,462 and $20,632, respectively.

Note 5. Subsequent Events

The Company evaluates events that occurred after the balance sheet date but before the condensed consolidated interim financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non recognized subsequent events that would have required adjustment or disclosure in the condensed consolidated interim financial statements through the date the condensed consolidated interim financial statements were issued.

8

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

The following discussion should be read in conjunction with our condensed consolidated interim financial statements and footnotes thereto contained in this report.

Overview

We are a development stage company. We conduct our operations through our wholly-owned subsidiary, Cullen Agricultural Technologies Inc. (“Cullen Agritech”). Cullen Agritech conducts its operations primarily through its wholly-owned subsidiary, Natural Dairy Inc. (“Natural Dairy”). To date, we have not generated any revenue and will not do so until we have sufficient funds to implement our business plan described below.

Our principal focus is to use our intellectual property in forage and animal sciences to improve agricultural yields. The Company was formed to develop, adapt and implement grazing-based farming systems in regions of the world where the geophysical and climatic conditions are suitable for a pasture-based model. While the potential for the pasture or grazing model is significant in many of the world’s developed and developing economies, the systems are highly specific and require significant adaptation and modification to be successful. We have identified the global dairy industry as a primary opportunity in which our systems can be applied to improve yields on land and drive cost-base efficiencies. We believe that cost savings of up to 40-50% are achievable in the long term. Further, we believe the high cost structure, which is employed by over 95% of milk producers in the U.S. and supported by government subsidies, will help to maintain a floor to milk prices in the U.S. and provide us with long term margin protection. By having direct access to a domestic market, we believe our business plan provides a unique opportunity to invest directly into food production while limiting earnings volatility linked to foreign exchange exposure, typically associated with returns from commodity production in exporting countries, such as New Zealand. In addition, we believe the potential opportunity to vertically integrate, while maintaining control of the supply chain, provides a further opportunity to reduce volatility and maximize profitability.

We were incorporated in Delaware on August 27, 2009. We were formed in order to allow Triplecrown Acquisition Corp. (“Triplecrown”), a blank check company, to complete a business combination (the “Merger”) with Cullen Agritech, as contemplated by the Agreement and Plan of Reorganization, dated as of September 4, 2009, as amended, among us, Triplecrown, CAT Merger Sub, Inc. (“Merger Sub”), Cullen Agritech and Cullen Inc. Holdings Ltd. (“Cullen Holdings”). Prior to the Merger, we were a wholly owned subsidiary of Triplecrown, Merger Sub was our wholly owned subsidiary and Cullen Holdings was the sole stockholder of Cullen Agritech. Pursuant to the Merger, (i) Triplecrown merged with and into the Company with the Company surviving as the new publicly-traded corporation and (ii) Merger Sub merged with and into Cullen Agritech with Cullen Agritech surviving as the Company’s wholly owned subsidiary. As a result of the Merger, the former security holders of Triplecrown and Cullen Agritech became our security holders and we became a public holding company, operating through Cullen Agritech.

Strategic Alternatives

We had been in the process of attempting to obtain land development financing backed by the property we owned and operated to support our working capital needs and implement our business plan. However, due to the performance of similar types of farming operations in the region, as well as the general economic downturn, financial institutions have been unwilling to provide such financing. As a result, we have been unable to obtain the necessary funding to support the implementation of our business plan at this time. Accordingly, we have explored all financing and strategic alternatives available to us. As of December 31, 2012, the Company disposed of approximately 3,635 acres of land, constituting all of the Company’s property which it had planned to use to deploy its pasture based dairy and beef business plan. We used the capital received from such sales to support our working capital needs, retire certain of our outstanding debt to reduce our interest obligations and avoid running costs of non -irrigated land which was unsuitable for our business plan.

It is our intention to either seek additional financing to allow us to implement our pasture based dairy and beef business plan, or to seek alternative opportunities available to us unrelated to our business plan in an effort to maximize shareholder value. To this end, the Company has in the past had, and may in the future have, discussions with potential merger candidates wishing to become publicly traded. There is no assurance that the Company will be successful in any of such efforts.

9

Results of Operations and Financial Condition

We are a development stage company. Since October 22, 2009, our activities have been primarily focused on raising capital to fund our business plan and the sale of land to meet our working capital requirements and repay our outstanding debt. Prior to October 22, 2009 we and our wholly-owned subsidiary were “shell companies” and conducted no business operations and did not own or lease any real estate or other property. Our activities during this time were limited to our organization, the preparation and filing with the SEC of a Registration Statement on Form S-4 and other matters related to the Merger. To date, we have not generated any revenue.

Results of Operations

For the three months ended June 30, 2013, we had a net loss of $63,291. Our expenses of $62,799 for three months ended June 30, 2013 consisted primarily of legal, accounting and consulting fees, payroll and employee related expenses, and other general corporate and administrative expenses of $501, $37,026, $4,032, and $21,240, respectively.

For the three months ended June 30, 2012, we had net income of $212,477. Our general and administrative expenses of $69,166 for three months ended June 30, 2012 consisted primarily of legal, accounting and consulting fees, payroll and employee related expenses, and other general corporate and administrative expenses of $7,037, $23,390, $540, and $38,199, respectively. For the three months ended June 30, 2012, we recognized other income (expense) of $281,839, which include a gain from sales of land of $212,887, $69,205 of rental income and interest expense of $253.

For the six months ended June 30, 2013, we had a net loss of $138,398. Our expenses of $137,429 for six months ended June 30, 2013 consisted primarily of legal, accounting and consulting fees, payroll and employee related expenses, and other general corporate and administrative expenses of $2,545, $85,547, $11,945, and $37,390, respectively.

For the six months ended June 30, 2012, we had net income of $101,139. Our general and administrative expenses of $186,706 for six months ended June 30, 2012 consisted primarily of legal, accounting and consulting fees, payroll and employee related expenses, and other general corporate and administrative expenses of $18,563, $91,064, $9,054, and $68,025, respectively. For the six months ended June 30, 2012, we recognized other income (expense) of $288,413, which include a gain from sales of land of $212,887, $76,000 of rental income and interest expense of $474.

For the period from June 3, 2009 (inception) through June 30, 2013, we had a net loss of $4,681,253. We did not generate any revenues during this period and are a development stage company. Our expenses of $3,053,852 for the period from June 3, 2009 (inception) through June 30, 2013 consisted primarily of legal, accounting and consulting fees of $980,159 as well as payroll and employee related expenses of $587,070 and other general corporate and administrative expenses of $1,486,623.

Additionally, upon the closing of the Merger, we issued to Cullen Holdings a promissory note in an initial amount of $6,853,918. During the period from June 3, 2009 (inception) through June 30, 2013, we incurred interest expense of $456,135, related to this promissory note. We incurred interest expense related to equipment financing of $182 and $253 for the three months ended June 30, 2013 and 2012, respectively and $2,824 for the period from June 3, 2009 (inception) through June 30, 2013.

For the period from June 3, 2009 (inception) through June 30, 2013, we had other expenses, net of $1,620,596 related to lease income, note payable interest expense related to tractor and a mortgage payable to a related party, legal settlement recovery, calf deaths, loss from beef grazing operations, the sale of timber, corn and hay, loss from the sale of land and impairment loss on property, plant and equipment and a $6,805 provision for income tax.

10

Liquidity and Capital Resources

During the period from June 3, 2009 (inception) through June 30, 2013, we did not have any sources of revenue and incurred a net loss of $4,681,253. As of June 30, 2013, we had $2,095,493 available cash and working capital of $2,090,731.

Off-Balance Sheet Financing Arrangements

We have no obligations, assets or liabilities which would be considered off-balance sheet arrangements. We do not participate in transactions that create relationships with uncondensed consolidated interim entities or financial partnerships, often referred to as variable interest entities, which would have been established for the purpose of facilitating off-balance sheet arrangements.

We have not entered into any off-balance sheet financing arrangements, established any special purpose entities, guaranteed any debt or commitments of other entities, or acquired any non-financial assets.

Critical Accounting Policies

Our significant accounting policies are described in Note 1 to the unaudited condensed consolidated interim financial statements. However certain accounting policies are particularly important to the portrayal of financial position and results of operations and require the application of significant judgments by management. In applying those policies, management used its judgment to determine the appropriate assumptions to be used in determination of certain estimates. Our accounting policy will be to use estimates based on terms of existing contracts, observance of trends in the industry and information available from outside sources, as appropriate. 

Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the unaudited condensed consolidated interim financial statements.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures designed to ensure that information required to be disclosed in the reports we file with the SEC is accumulated and communicated to management, as appropriate, to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. As required by Rules 13a-15 and 15d-15 under the Exchange Act, our chief executive officer and treasurer (our principal executive and principal financial and accounting officer) carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2013.

Based on this evaluation, our principal executive and principal financial and accounting officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) were effective as of June 30, 2013.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

11

PART II

OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The Company is not currently involved in any litigation which it believes could have a materially adverse effect on its financial conditions or results of operations.

ITEM 6. EXHIBITS

(a) Exhibits:

31	Section 302 Certification by CEO and Treasurer
32	Section 906 Certification by CEO and Treasurer
101	Financial statements from the Quarterly Report on Form 10-Q of the Company for the quarter ended June 30, 2013, formatted in XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statement of Changes in Stockholders' Equity, (iv) Condensed Consolidated Statement of Cash Flows and (v) Notes to Unaudited Condensed Consolidated Financial Statements, as blocks of text and in detail.*
101.INS	XBRL Instance Document*
101.SCH	XBRL Taxonomy Extension Schema Document *
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document *
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document *
101.LAB	XBRL Taxonomy Extension Label Linkbase Document*
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document *

* As provided in Rule 406T of Regulation S-T, this information shall not be deemed “filed” for purposes of Section 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934 or otherwise subject to liability under those sections.

12

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.

Dated: July 30, 2013

CULLEN AGRICULTURAL HOLDING CORP.

/s/ Eric J. Watson

Eric J. Watson

Chairman of the Board, Chief Executive Officer, Secretary and Treasurer (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

13

EX-31

Exhibit 31

CERTIFICATION

PURSUANT TO RULE 13a-14 AND 15d-14

UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Eric J. Watson, certify that:

1.            I have reviewed this quarterly report on Form 10-Q of Cullen Agricultural Holding Corp.;

2.            Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.            Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.            The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)          Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)          Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of unaudited condensed consolidated interim financial statements for external purposes in accordance with generally accepted accounting principles;

(c)           Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)          Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.            The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)          All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)          Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 30, 2013	/s/ Eric J. Watson
	Name:	Eric J. Watson

Title: Chairman of the Board, Chief Executive Officer, Secretary and Treasurer (Principal Executive Officer and Principal Financial Officer and Principal Accounting Officer)

EX-32

Exhibit 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Cullen Agricultural Holding Corp. (the “Company”) on Form 10-Q for the quarterly period ended June 30, 2013 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, in the capacities and on the dates indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1.           The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.           The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company.

Date: July 30, 2013	/s/ Eric J. Watson
	Name:	Eric J. Watson

Title: Chairman of the Board, Chief Executive Officer, Secretary and Treasurer (Principal Executive Officer and Principal Financial Officer and Principal Accounting Officer)

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Organization, Business Operations and Significant Accounting Policies - Additional Information (Detail)	6 Months Ended	12 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items]
Warrants outstanding not included in the calculation of diluted EPS	74,000,000	74,000,000
Percentage Of Valuation Allowance Of Deferred Tax Assets	100.00%	100.00%

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)	3 Months Ended		6 Months Ended		49 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013
Revenues	$ 0	$ 0	$ 0	$ 0	$ 0
General and administrative expenses	62,799	69,166	137,429	186,706	3,053,852
LOSS FROM OPERATIONS	(62,799)	(69,166)	(137,429)	(186,706)	(3,053,852)
OTHER INCOME (EXPENSE)
Interest expense - related party	0	0	0	0	(456,135)
Interest expense - note payable	(182)	(253)	(329)	(474)	(2,824)
Legal settlement recovery	0	0	0	0	71,348
Impairment loss on property, plant and equipment	0	0	0	0	(963,172)
Gain (loss) on sale of land and equipment, net	0	212,887	0	212,887	(563,074)
Other income, net	0	69,205	0	76,000	293,261
TOTAL OTHER (EXPENSE) INCOME	(182)	281,839	(329)	288,413	(1,620,596)
(LOSS) INCOME BEFORE TAXES	(62,981)	212,673	(137,758)	101,707	(4,674,448)
INCOME TAXES	310	196	640	568	6,805
NET (LOSS) INCOME	$ (63,291)	$ 212,477	$ (138,398)	$ 101,139	$ (4,681,253)
Weighted average number of common shares outstanding - basic and diluted	19,630,714	19,630,714	19,630,714	19,630,714
Basic and diluted net (loss) income per share	$ 0.00	$ 0.01	$ (0.01)	$ 0.01

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Receivable from Related Party

6 Months Ended

Jun. 30, 2013

Related Parties [Abstract]

Receivable from Related Party

Note 3.  Receivable from Related Party

Hart Acquisitions LLC

During the three months ended June 30, 2013 and 2012, Hart Acquisitions LLC (“Hart”), an affiliate of one of the Company’s directors, incurred no costs related to the operations of Cullen Agritech and Natural Dairy.

As of June 30, 2013 and 2012, $1,871 was due from Hart.

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Components of Property, Plant and Equipment (Detail) (USD $)	Jun. 30, 2013	Dec. 31, 2012
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 157,577	$ 157,557
Less: Accumulated depreciation and amortization	65,696	65,696
Property and equipment, net	91,861	91,861
Machinery and Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	154,229	154,229
Website [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 3,328	$ 3,328

XML

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (Parenthetical) (USD $)	7 Months Ended		12 Months Ended
	Dec. 31, 2009 Initial Stockholder [Member]	Dec. 31, 2009 Merger [Member]	Dec. 31, 2010 First Issuance [Member]	Dec. 31, 2010 Second Issuance [Member]
Issuance of stock, per share	$ 0.0001	$ 0.0001	$ 5.95	$ 2

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Organization, Business Operations and Significant Accounting Policies

6 Months Ended

Jun. 30, 2013

Interim Financial Information, Organization, Business Operations and Significant Accounting Policies [Abstract]

Organization, Business Operations, Significant Accounting Policies

Note 1.    Organization, Business Operations and Significant Accounting Policies

Organization and Nature of Operations

Cullen Agricultural Holding Corp.’s (the “Company”, “we”, “us” or “our”) accompanying unaudited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete condensed consolidated interim financial statements. Operating results for the three and six months ended June 30, 2013 are not necessarily indicative of the results that may be expected for the year ending December 31, 2013. In addition, the December 31, 2012 balance sheet data was derived from the audited consolidated financial statements, but does not include all disclosures required by GAAP. The accompanying unaudited condensed consolidated interim financial statements, in the opinion of management, include all adjustments necessary for a fair presentation. All such adjustments are of a normal recurring nature.

We are a development stage company and to date have not generated any revenue. These unaudited condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements and notes there to for the fiscal year ended December 31, 2012 filed on March 14, 2013. The accounting policies used in preparing these unaudited condensed consolidated interim financial statements are consistent with those described in the December 31, 2012 audited consolidated financial statements.

Basis of Presentation

Cullen Agricultural Holding Corp. was incorporated in Delaware on August 27, 2009. We are a development stage company. Our principal focus is to use our intellectual property in forage and animal sciences to improve agricultural yields. To date, we have not generated any revenue and will not do so until we have sufficient funds to implement our business plan.

We were formed as a wholly-owned subsidiary of Triplecrown Acquisition Corp. (“Triplecrown”), a blank check company. CAT Merger Sub, Inc. (“Merger Sub”), a Georgia corporation, was incorporated as our wholly-owned subsidiary on August 31, 2009. We were formed in order to allow Triplecrown to complete a business combination (the “Merger”) with Cullen Agricultural Technologies, Inc. (“Cullen Agritech”), as contemplated by the Agreement and Plan of Reorganization (the “Merger Agreement”), dated as of September 4, 2009, as amended, among Triplecrown, the Company, Merger Sub, Cullen Agritech and Cullen Inc. Holdings Ltd. (“Cullen Holdings”). Cullen Agritech was formed on June 3, 2009. Cullen Agritech’s primary operations are conducted through Natural Dairy Inc., a wholly owned subsidiary of Cullen Agritech. Cullen Holdings is an entity controlled by Eric J. Watson, our Chief Executive Officer, Secretary, Chairman of the Board and Treasurer and, prior to the Merger, was the holder of all of the outstanding common stock of Cullen Agritech.

Pursuant to the Merger, (i) Triplecrown merged with and into the Company with the Company surviving as the new publicly-traded corporation and (ii) Merger Sub merged with and into Cullen Agritech with Cullen Agritech surviving as a wholly owned subsidiary of the Company.  As a result of the Merger, the former security holders of Triplecrown and Cullen Agritech became the security holders of the Company.  Thus, the Company became a holding company, operating through its wholly-owned subsidiary, Cullen Agritech.  The Merger was consummated on October 22, 2009.

Principles of Consolidation

The condensed consolidated interim financial statements include the accounts of the Company and its wholly owned subsidiary, Cullen Agritech, including its wholly owned subsidiary, Natural Dairy Inc. All intercompany accounts and transactions have been eliminated in consolidation.

Cash

The Company considers all highly liquid short-term investments purchased with an original maturity of three months or less to be cash equivalents. These investments are carried at cost, which approximates fair value. The Company held no cash equivalents at June 30, 2013 and December 31, 2012.

The Company maintains its cash in institutions insured by the Federal Deposit Insurance Corporation (“FDIC”). At times during the periods ended June , 2013 and December 31, 2012, the Company had cash deposits in excess of the maximum amounts insured by the Federal Deposit Insurance Corporation insurance limits. At June 30, 2013 cash is held at one financial institution. The Company has not incurred losses related to these deposits.

Property and Equipment

Property and equipment are stated at cost, net of accumulated depreciation. The Company charges repairs and maintenance items to expense, while major improvements and betterments are capitalized.

Depreciation and amortization is provided on the straight-line method over the following estimated useful lives of the assets:

Buildings	15 years
Machinery and equipment	5 – 10 years
Transportation equipment	5 years
Land improvements	15 years

Use of Estimates

The preparation of condensed consolidated interim financial statements in conformity with U. S. generally accepted accounting principles (“GAAP”) 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 condensed consolidated interim financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Long-Lived Assets

The Company accounts for its long-lived assets in accordance with   Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 360 “Plant, Property and Equipment,” for purposes of determining and measuring impairment of its long-lived assets other than goodwill. The Company’s policy is to review the value assigned to its long lived assets to determine if they have been permanently impaired by adverse conditions which may affect the Company whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.  If the Company identifies a permanent impairment such that the carrying amount of the Company’s long lived assets is not recoverable using the sum of an undiscounted cash flow projection, the impaired asset is adjusted to its estimated fair value, based on an estimate of future discounted cash flows which becomes the new cost basis for the impaired asset.  Considerable management judgment is necessary to estimate undiscounted future operating cash flows and fair values and, accordingly, actual results could vary significantly from such estimates.

Earnings Per Share

The Company follows the provisions of FASB ASC 260, “Earnings Per Share” (“ASC 260”). In accordance with ASC 260, earnings per common share amounts (“Basic EPS”) are computed by dividing earnings by the weighted average number of common shares outstanding for the period. Earnings per common share amounts, assuming dilution (“Diluted EPS”), gives effect to dilutive options, warrants, and other potential common stock outstanding during the period. ASC 260 requires the presentation of both Basic EPS and Diluted EPS on the face of the statements of operations. At  June 30, 2013 and December 31, 2012, there were 74,000,000 warrants outstanding that were not included in the calculation of diluted EPS because the effects of these securities would have been anti-dilutive.

Basic earnings per share is calculated using the average number of common shares outstanding and diluted earnings per share is computed on the basis of the average number of common shares outstanding plus the effect of outstanding warrants using the “treasury stock method.”

Income Taxes

The Company accounts for income taxes in accordance with FASB ASC 740, "Income Taxes" ("ASC 740"). ASC 740 requires an asset and liability approach for financial accounting and reporting for income taxes and establishes for all entities a minimum threshold for financial statement recognition of the benefit of tax positions, and requires certain expanded disclosures. The provision for income taxes is based upon income or loss after adjustment for those permanent items that are not considered in the determination of taxable income. Deferred income taxes represent the tax effects of differences between the financial reporting and tax basis of the Company's assets and liabilities at the enacted tax rates in effect for the years in which the differences are expected to reverse. The Company evaluates the recoverability of deferred tax assets and establishes a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause changes to previous estimates of tax liability. In management's opinion, adequate provisions for income taxes have been made. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary.

At June 30, 2013 and December 31, 2012, deferred taxes primarily consist of deferred tax assets for net operating loss carryforwards. The Company does not believe at this time that it will utilize the net operating loss carryforwards in the future, and accordingly has recorded a valuation allowance of 100% of the deferred tax assets at June 30, 2013 and December 31, 2012.

The Company has identified its federal tax return and its state tax return in Georgia as "major" tax jurisdictions. Based on the Company's evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company's condensed consolidated interim financial statements. The evaluation was performed for tax years of 2009 through 2012 which are open for tax authority review. The Company believes that its income tax positions and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material change to its financial position or results of operations.

The Company’s policy for recording interest and penalties associated with tax audits is to record such items as a component of income tax expense.  There were no amounts accrued for penalties and interest for the three and six months ended June 30, 2013 and 2012 or the year ended December 31, 2012 or the period from June 3, 2009 (inception) through June 30, 2013.  The Company does not expect its uncertain tax position to change during the next twelve months.  Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position.

Recently Issued and Adopted Accounting Pronouncements

Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the condensed consolidated interim financial statements.

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Note Payable

6 Months Ended

Jun. 30, 2013

Notes Payable [Abstract]

Note Payable

Note 4.  Note Payable

On May 15, 2010, the Company entered into a note payable to a financial institution due May 15, 2014, payable in annual installments of $10,768, which includes interest of 2.9% per annum. The note payable is secured by certain farming equipment. At June 30, 2013 and December 31, 2012, the outstanding principal balance was $10,462 and $20,632, respectively.

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Property and Equipment

6 Months Ended

Jun. 30, 2013

Property, Plant and Equipment [Abstract]

Property and Equipment

Note 2. Property and Equipment

At June 30, 2013 and December 31, 2012 property and equipment consisted of the following:

	June 30, 2013		December 31, 2012
Machinery and equipment	$	154,229	$	154,229
Website		3,328		3,328
		157,577		157,557
Less: Accumulated depreciation and amortization		65,696		65,696
Property and equipment, net	$	91,861	$	91,861

Depreciation and amortization expense for the period from June 3, 2009 (inception) through June 30, 2013 was $110,045. For the three months ended June 30, 2013 and 2012, depreciation and amortization expense was $0 and $5,959, respectively. For the six months ended June 30, 2013 and 2012, depreciation and amortization expense was $0 and $13,957, respectively. The Company placed its property and equipment out of service at December 31, 2012 as a result of the sale of its land. Accordingly, no depreciation expense was recorded during the and six three months ended June 30, 2013.

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CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Jun. 30, 2013	Dec. 31, 2012
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	19,630,714	19,630,714
Common stock, shares outstanding	19,630,714	19,630,714

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Organization, Business Operations and Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2013

Interim Financial Information, Organization, Business Operations and Significant Accounting Policies [Abstract]

Estimated Useful Lives of Property and Equipment

Depreciation and amortization is provided on the straight-line method over the following estimated useful lives of the assets:

Buildings	15 years
Machinery and equipment	5 – 10 years
Transportation equipment	5 years
Land improvements	15 years

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CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (USD $)	Total USD ($)	Initial Stockholder [Member] USD ($)	Merger [Member] USD ($)	First Issuance [Member] USD ($)	Second Issuance [Member] USD ($)	Common Stock [Member] USD ($)	Common Stock [Member] Initial Stockholder [Member]	Common Stock [Member] Merger [Member] USD ($)	Common Stock [Member] First Issuance [Member] USD ($)	Common Stock [Member] Second Issuance [Member] USD ($)	Additional Paid-in Capital [Member] USD ($)	Additional Paid-in Capital [Member] Initial Stockholder [Member] USD ($)	Additional Paid-in Capital [Member] Merger [Member] USD ($)	Additional Paid-in Capital [Member] First Issuance [Member] USD ($)	Additional Paid-in Capital [Member] Second Issuance [Member] USD ($)	Deficit accumulated during the development stage [Member] USD ($)
BEGINNING BALANCE at Jun. 03, 2009
Issuance of stock (in shares)							100	19,247,211
Issuance of stock		100	6,063,745					1,925				100	6,061,820
Net loss	(612,526)															(612,526)
ENDING BALANCE at Dec. 31, 2009	5,451,319					1,925					6,061,920					(612,526)
ENDING BALANCE (in shares) at Dec. 31, 2009						19,247,311
Issuance of stock (in shares)									8,403	375,000
Issuance of stock				50,000	750,000				1	38				49,999	749,962
Net loss	(4,134,527)															(4,134,527)
ENDING BALANCE at Dec. 31, 2010	2,116,792					1,964					6,861,881					(4,747,053)
ENDING BALANCE (in shares) at Dec. 31, 2010						19,630,714
Net loss	253,790															253,790
ENDING BALANCE at Dec. 31, 2011	2,370,582					1,964					6,861,881					(4,493,263)
ENDING BALANCE (in shares) at Dec. 31, 2011						19,630,714
Net loss	(49,592)															(49,592)
ENDING BALANCE at Dec. 31, 2012	2,320,990					1,964					6,861,881					(4,542,855)
ENDING BALANCE (in shares) at Dec. 31, 2012						19,630,714
Net loss	(138,398)															(138,398)
ENDING BALANCE at Jun. 30, 2013	$ 2,182,592					$ 1,964					$ 6,861,881					$ (4,681,253)
ENDING BALANCE (in shares) at Jun. 30, 2013						19,630,714

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CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)	Jun. 30, 2013	Dec. 31, 2012
CURRENT ASSETS
Cash	$ 2,095,493	$ 2,239,619
Receivable from related party	1,871	1,871
Prepaid expenses and other current assets	13,825	32,236
Total Current Assets	2,111,189	2,273,726
PROPERTY AND EQUIPMENT, Net	91,861	91,861
TOTAL ASSETS	2,203,050	2,365,587
CURRENT LIABILITIES
Accrued expenses	9,996	23,965
Current portion of note payable	10,462	10,170
Total Current Liabilities	20,458	34,135
OTHER LIABILITIES
Non current portion of note payable	0	10,462
Total Other Liabilities	0	10,462
TOTAL LIABILITIES	20,458	44,597
STOCKHOLDERS' EQUITY
Preferred stock - $0.0001 par value; authorized 1,000,000 shares; no shares issued and outstanding	0	0
Common stock, par value $0.0001; 200,000,000 shares authorized; 19,630,714 shares issued and outstanding	1,964	1,964
Additional paid-in capital	6,861,881	6,861,881
Deficit accumulated during the development stage	(4,681,253)	(4,542,855)
TOTAL STOCKHOLDERS' EQUITY	2,182,592	2,320,990
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 2,203,050	$ 2,365,587

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Organization, Business Operations and Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2013

Interim Financial Information, Organization, Business Operations and Significant Accounting Policies [Abstract]

Organization and Nature of Operations

Organization and Nature of Operations

Cullen Agricultural Holding Corp.’s (the “Company”, “we”, “us” or “our”) accompanying unaudited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete condensed consolidated interim financial statements. Operating results for the three and six months ended June 30, 2013 are not necessarily indicative of the results that may be expected for the year ending December 31, 2013. In addition, the December 31, 2012 balance sheet data was derived from the audited consolidated financial statements, but does not include all disclosures required by GAAP. The accompanying unaudited condensed consolidated interim financial statements, in the opinion of management, include all adjustments necessary for a fair presentation. All such adjustments are of a normal recurring nature.

We are a development stage company and to date have not generated any revenue. These unaudited condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements and notes there to for the fiscal year ended December 31, 2012 filed on March 14, 2013. The accounting policies used in preparing these unaudited condensed consolidated interim financial statements are consistent with those described in the December 31, 2012 audited consolidated financial statements.

Basis of Presentation

Basis of Presentation

Cullen Agricultural Holding Corp. was incorporated in Delaware on August 27, 2009. We are a development stage company. Our principal focus is to use our intellectual property in forage and animal sciences to improve agricultural yields. To date, we have not generated any revenue and will not do so until we have sufficient funds to implement our business plan.

We were formed as a wholly-owned subsidiary of Triplecrown Acquisition Corp. (“Triplecrown”), a blank check company. CAT Merger Sub, Inc. (“Merger Sub”), a Georgia corporation, was incorporated as our wholly-owned subsidiary on August 31, 2009. We were formed in order to allow Triplecrown to complete a business combination (the “Merger”) with Cullen Agricultural Technologies, Inc. (“Cullen Agritech”), as contemplated by the Agreement and Plan of Reorganization (the “Merger Agreement”), dated as of September 4, 2009, as amended, among Triplecrown, the Company, Merger Sub, Cullen Agritech and Cullen Inc. Holdings Ltd. (“Cullen Holdings”). Cullen Agritech was formed on June 3, 2009. Cullen Agritech’s primary operations are conducted through Natural Dairy Inc., a wholly owned subsidiary of Cullen Agritech. Cullen Holdings is an entity controlled by Eric J. Watson, our Chief Executive Officer, Secretary, Chairman of the Board and Treasurer and, prior to the Merger, was the holder of all of the outstanding common stock of Cullen Agritech.

Pursuant to the Merger, (i) Triplecrown merged with and into the Company with the Company surviving as the new publicly-traded corporation and (ii) Merger Sub merged with and into Cullen Agritech with Cullen Agritech surviving as a wholly owned subsidiary of the Company.  As a result of the Merger, the former security holders of Triplecrown and Cullen Agritech became the security holders of the Company.  Thus, the Company became a holding company, operating through its wholly-owned subsidiary, Cullen Agritech.  The Merger was consummated on October 22, 2009.

Principles of Consolidation

Principles of Consolidation

The condensed consolidated interim financial statements include the accounts of the Company and its wholly owned subsidiary, Cullen Agritech, including its wholly owned subsidiary, Natural Dairy Inc. All intercompany accounts and transactions have been eliminated in consolidation.

Cash

Cash

The Company considers all highly liquid short-term investments purchased with an original maturity of three months or less to be cash equivalents. These investments are carried at cost, which approximates fair value. The Company held no cash equivalents at June 30, 2013 and December 31, 2012.

The Company maintains its cash in institutions insured by the Federal Deposit Insurance Corporation (“FDIC”). At times during the periods ended June , 2013 and December 31, 2012, the Company had cash deposits in excess of the maximum amounts insured by the Federal Deposit Insurance Corporation insurance limits. At June 30, 2013 cash is held at one financial institution. The Company has not incurred losses related to these deposits.

Property and Equipment

Property and Equipment

Property and equipment are stated at cost, net of accumulated depreciation. The Company charges repairs and maintenance items to expense, while major improvements and betterments are capitalized.

Depreciation and amortization is provided on the straight-line method over the following estimated useful lives of the assets:

Buildings	15 years
Machinery and equipment	5 – 10 years
Transportation equipment	5 years
Land improvements	15 years

Use of Estimates

Use of Estimates

The preparation of condensed consolidated interim financial statements in conformity with U. S. generally accepted accounting principles (“GAAP”) 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 condensed consolidated interim financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Long-Lived Assets

Long-Lived Assets

The Company accounts for its long-lived assets in accordance with   Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 360 “Plant, Property and Equipment,” for purposes of determining and measuring impairment of its long-lived assets other than goodwill. The Company’s policy is to review the value assigned to its long lived assets to determine if they have been permanently impaired by adverse conditions which may affect the Company whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.  If the Company identifies a permanent impairment such that the carrying amount of the Company’s long lived assets is not recoverable using the sum of an undiscounted cash flow projection, the impaired asset is adjusted to its estimated fair value, based on an estimate of future discounted cash flows which becomes the new cost basis for the impaired asset.  Considerable management judgment is necessary to estimate undiscounted future operating cash flows and fair values and, accordingly, actual results could vary significantly from such estimates.

Earnings Per Share

Earnings Per Share

The Company follows the provisions of FASB ASC 260, “Earnings Per Share” (“ASC 260”). In accordance with ASC 260, earnings per common share amounts (“Basic EPS”) are computed by dividing earnings by the weighted average number of common shares outstanding for the period. Earnings per common share amounts, assuming dilution (“Diluted EPS”), gives effect to dilutive options, warrants, and other potential common stock outstanding during the period. ASC 260 requires the presentation of both Basic EPS and Diluted EPS on the face of the statements of operations. At  June 30, 2013 and December 31, 2012, there were 74,000,000 warrants outstanding that were not included in the calculation of diluted EPS because the effects of these securities would have been anti-dilutive.

Basic earnings per share is calculated using the average number of common shares outstanding and diluted earnings per share is computed on the basis of the average number of common shares outstanding plus the effect of outstanding warrants using the “treasury stock method.”

Income Taxes

Income Taxes

The Company accounts for income taxes in accordance with FASB ASC 740, "Income Taxes" ("ASC 740"). ASC 740 requires an asset and liability approach for financial accounting and reporting for income taxes and establishes for all entities a minimum threshold for financial statement recognition of the benefit of tax positions, and requires certain expanded disclosures. The provision for income taxes is based upon income or loss after adjustment for those permanent items that are not considered in the determination of taxable income. Deferred income taxes represent the tax effects of differences between the financial reporting and tax basis of the Company's assets and liabilities at the enacted tax rates in effect for the years in which the differences are expected to reverse. The Company evaluates the recoverability of deferred tax assets and establishes a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause changes to previous estimates of tax liability. In management's opinion, adequate provisions for income taxes have been made. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary.

At June 30, 2013 and December 31, 2012, deferred taxes primarily consist of deferred tax assets for net operating loss carryforwards. The Company does not believe at this time that it will utilize the net operating loss carryforwards in the future, and accordingly has recorded a valuation allowance of 100% of the deferred tax assets at June 30, 2013 and December 31, 2012.

The Company has identified its federal tax return and its state tax return in Georgia as "major" tax jurisdictions. Based on the Company's evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company's condensed consolidated interim financial statements. The evaluation was performed for tax years of 2009 through 2012 which are open for tax authority review. The Company believes that its income tax positions and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material change to its financial position or results of operations.

The Company’s policy for recording interest and penalties associated with tax audits is to record such items as a component of income tax expense.  There were no amounts accrued for penalties and interest for the three and six months ended June 30, 2013 and 2012 or the year ended December 31, 2012 or the period from June 3, 2009 (inception) through June 30, 2013.  The Company does not expect its uncertain tax position to change during the next twelve months.  Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position.

Recently Issued and Adopted Accounting Pronouncements

Recently Issued and Adopted Accounting Pronouncements

Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the condensed consolidated interim financial statements.

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Estimated Useful Lives of Assets (Detail)	6 Months Ended
	Jun. 30, 2013
Buildings [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	15 years
Machinery and Equipment [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	5 years
Machinery and Equipment [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	10 years
Transportation Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	5 years
Land Improvements [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	15 years

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Subsequent Events

6 Months Ended

Jun. 30, 2013

Subsequent Events [Abstract]

Subsequent Events

Note 5.  Subsequent Events

The Company evaluates events that occurred after the balance sheet date but before the condensed consolidated interim financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non recognized subsequent events that would have required adjustment or disclosure in the condensed consolidated interim financial statements through the date the condensed consolidated interim financial statements were issued.

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CONSOLIDATED STATEMENT OF CASH FLOWS (USD $)	6 Months Ended		49 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013
Cash Flows from Operating Activities
Net (loss) income	$ (138,398)	$ 101,139	$ (4,681,253)
Adjustments to reconcile net loss (income) to net cash used in operating activities:
(Loss) gain on sale of property and equipment	0	(212,887)	563,074
Depreciation and amortization	0	13,957	110,045
Impairment loss on property, plant and equipment	0	0	963,172
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	18,411	19,552	(13,825)
Federal tax receivable	0	0	1,349,969
Federal withholding tax payable	0	(27,943)	0
Accrued expenses	(13,969)	(18,124)	194,883
NET CASH USED IN OPERATING ACTIVITIES	(133,956)	(124,306)	(1,513,935)
Cash Flows from Investing Activities
Purchases of property and equipment	0	0	(841,849)
Proceeds from sale of property and equipment	0	1,468,626	7,714,299
NET CASH PROVIDED BY INVESTING ACTIVITIES	0	1,468,626	6,872,450
Cash Flows from Financing Activities
Repayment of mortgage payable to related party	0	0	(7,130,627)
Proceeds from issuance of mortgage payable to related party	0	0	100,000
Repayment to affiliates	0	(6,539)	(329,060)
Advances from affiliates	0	27,943	318,568
Repayments of note payable	(10,170)	(9,883)	(29,658)
Cash acquired in reverse merger	0	0	3,057,755
Proceeds from issuance of common stock	0	0	750,000
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES	(10,170)	11,521	(3,263,022)
NET (DECREASE) INCREASE IN CASH	(144,126)	1,355,841	2,095,493
CASH - Beginning	2,239,619	1,028,119	0
CASH - Ending	2,095,493	2,383,960	2,095,493
Cash paid during the period for:
Interest	668	957	458,190
Taxes	0	1,260	2,510
Non-cash investing and financing activities:
Acquisition of property, plant and equipment through issuance of debt	0	0	40,120
Issuance of common stock to settle accrued expenses	0	0	50,000
Conversion of interest payable into mortgage payable to related party	0	0	176,709
On October 22, 2009, the Company completed its reverse merger and recapitalization by acquiring certain assets and assuming certain liabilities:
Tax refund receivable	0	0	1,349,969
Land and land improvements	0	0	8,560,482
Loan payable	0	0	(6,853,918)
Accrued expenses	0	0	(41,822)
Due to affiliates	0	0	(8,621)
Issuance of stock	0	0	(1,925)
Net non-cash recapitalization	$ 0	$ 0	$ 3,004,165

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Property and Equipment - Additional Information (Detail) (USD $)	3 Months Ended		6 Months Ended		49 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013
Property, Plant and Equipment [Line Items]
Depreciation and amortization	$ 0	$ 5,959	$ 0	$ 13,957	$ 110,045

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Property and Equipment (Tables)

6 Months Ended

Jun. 30, 2013

Property, Plant and Equipment [Abstract]

Components Of Property And Equipment

At June 30, 2013 and December 31, 2012 property and equipment consisted of the following:

	June 30, 2013		December 31, 2012
Machinery and equipment	$	154,229	$	154,229
Website		3,328		3,328
		157,577		157,557
Less: Accumulated depreciation and amortization		65,696		65,696
Property and equipment, net	$	91,861	$	91,861

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Receivable from Related Party - Additional Information (Detail) (USD $)	Jun. 30, 2013	Dec. 31, 2012	Jun. 30, 2013 Hart Acquisitions Llc [Member]	Jun. 30, 2012 Hart Acquisitions Llc [Member]
Related Party Transaction [Line Items]
Receivable from related party	$ 1,871	$ 1,871	$ 1,871	$ 1,871

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Document And Entity Information	6 Months Ended
	Jun. 30, 2013	Jul. 30, 2013
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2
Trading Symbol	cagz
Entity Registrant Name	Cullen Agricultural Holding Corp
Entity Central Index Key	0001471256
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		19,630,714

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Note Payable - Additional Information (Detail) (USD $)			0 Months Ended
	Jun. 30, 2013	Dec. 31, 2012	May 15, 2010 Note Payable - Financial Institution
Annual installments payable			$ 10,768
Promissory note issued, interest rate			2.90%
Long-term Debt, Gross	$ 10,462	$ 20,632