x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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BRK, INC.
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(Exact name of registrant as specified in its charter)
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Nevada
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26-2840468 | |
(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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3871 S. Valley View Blvd, Unit 70 Las Vegas, Nevada
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89103
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(Address of principal executive offices)
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(Zip Code)
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(800) 253-1013
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(Registrant’s telephone number, including area code)
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Large accelerated filer
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o |
Accelerated filer
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o |
Non-accelerated filer
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o |
Smaller reporting company
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x |
PART I – FINANCIAL INFORMATION | |||||
Item 1. |
Financial Statements
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4 | |||
Balance Sheets (Unaudited) as of October 31, 2012 and April 30, 2012
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5 | ||||
Statements of Operations (Unaudited) for the Three And Six Months Ended October 31, 2012 and 2011and from inception (May 22, 2008) to October 31, 2012
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6 | ||||
Statements of Cash Flows (Unaudited) for the Six Months Ended October 31, 2012 and 2011 and from inception (May 22, 2008) to October 31, 2012
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7 | ||||
Notes to Financial Statements (Unaudited)
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8 | ||||
Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations
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10 | |||
Item 3. |
Quantitative and Qualitative Disclosures about Market Risk
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11 | |||
Item 4T. |
Controls and Procedures
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11 | |||
PART II – OTHER INFORMATION | |||||
Item 1. |
Legal Proceedings
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12 | |||
Item 1A. |
Risk Factors
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12 | |||
Item 2. |
Unregistered Sales of Securities and Use of Proceeds
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12 | |||
Item 3. |
Default upon Senior Securities
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12 | |||
Item 4. |
Mine Safety Information
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12 | |||
Item 5. |
Other information
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12 | |||
Item 6: |
Exhibits
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13 | |||
Signatures | 14 |
October 31,
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April 30,
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|||||||
2012
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2012
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|||||||
ASSETS
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||||||||
Current assets
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||||||||
Cash
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$ | 4,671 | $ | 15,594 | ||||
Prepaid expense
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- | 3,050 | ||||||
Deposit
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4,730 | - | ||||||
Total current assets
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9,401 | 18,644 | ||||||
Fixed assets
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||||||||
Equipment, net of accumulated depreciation of $2,634 and $0, respectively
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21,256 | 23,890 | ||||||
Total assets
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30,657 | 42,534 | ||||||
LIABILITIES AND STOCKHOLDERS’ DEFICIT
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||||||||
Current liabilities
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||||||||
Accounts payable
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10,769 | 7,392 | ||||||
Compensation payable-related party
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9,155 | 5,930 | ||||||
Convertible notes-related party
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7,089 | 7,089 | ||||||
Convertible notes payable
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68,000 | 68,000 | ||||||
Short term debt-related party
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25,870 | 8,430 | ||||||
Short term debt
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41,200 | 36,200 | ||||||
Total liabilities
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162,083 | 133,041 | ||||||
Stockholders’ deficit
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||||||||
Preferred shares, par value $0.001
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||||||||
1,000,000 authorized; none issued and outstanding
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- | - | ||||||
Common stock, par value $0.001
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||||||||
authorized 100,000,000 shares,
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||||||||
issued and outstanding 4,308,320 and 4,165,920
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||||||||
as of October 31, 2012 and April 30, 2012, respectively
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4,308 | 4,166 | ||||||
Additional paid-in capital
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29,742 | 12,084 | ||||||
Accumulated deficit during development stage
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(165,476 | ) | (106,757 | ) | ||||
Total stockholders’ deficit
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(131,426 | ) | (90,507 | ) | ||||
Total liabilities and stockholders’ deficit
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$ | 30,657 | $ | 42,534 |
From
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||||||||||||||||||||
Inception
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||||||||||||||||||||
(May 22, 2008)
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||||||||||||||||||||
Three Months
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Six Months |
to
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||||||||||||||||||
Ended October 31,
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Ended October 31, |
October 31,
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||||||||||||||||||
2012
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2011
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2012
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2011
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2012
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||||||||||||||||
Sales
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$ | 157 | $ | - | $ | 157 | $ | - | $ | 157 | ||||||||||
Operating expenses:
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||||||||||||||||||||
Selling, general and administrative expenses
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13,544 | 26,375 | 56,242 | 40,889 | 163,084 | |||||||||||||||
Depreciation
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1,317 | - | 2,634 | - | 2,634 | |||||||||||||||
Loss from operations
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(14,704 | ) | (26,375 | ) | (58,719 | ) | (40,889 | ) | (165,561 | ) | ||||||||||
Other income (expense)
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||||||||||||||||||||
Other Income
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- | - | - | 80 | 85 | |||||||||||||||
Net loss
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$ | (14,704 | ) | $ | (26,375 | ) | $ | (58,719 | ) | $ | (40,809 | ) | $ | (165,476 | ) | |||||
Net loss per common share basic and diluted
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$ | (0.00 | ) | $ | (0.00 | ) | $ | (0.01 | ) | $ | (0.00 | ) | ||||||||
Weighted average number of common shares outstanding
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4,285,947 | 2,500,000 | 4,207,124 | 2,500,000 |
Six Months
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From inception
(May 22, 2008) to
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|||||||||||
Ended October 31,
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October 31,
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|||||||||||
2012
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2011
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2012
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||||||||||
Cash Flows From Operating Activities:
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||||||||||||
Net loss
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$ | (58,719 | ) | $ | (40,809 | ) | $ | (165,476 | ) | |||
Adjustments to reconcile net loss to net cash used in operating activities:
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||||||||||||
Depreciation
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2,634 | - | 2,634 | |||||||||
Changes in operating assets and liabilities:
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||||||||||||
Advance from related party
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3,225 | - | 9,155 | |||||||||
Accounts payable
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3,377 | 4,000 | 10,769 | |||||||||
Prepaid expense
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3,050 | 5,542 | - | |||||||||
Deposit
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(4,730 | ) | - | (4,730 | ) | |||||||
Net cash used in operating activities
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(51,163 | ) | (31,267 | ) | (147,648 | ) | ||||||
Cash Flows From Investing Activities:
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||||||||||||
Payment for construction in progress
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- | - | (23,890 | ) | ||||||||
Net cash used in investing activities
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- | - | (23,890 | ) | ||||||||
Cash Flows From Financing Activities:
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||||||||||||
Sale of common stock
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17,800 | - | 26,050 | |||||||||
Borrowings on convertible notes payable
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- | 30,000 | 76,000 | |||||||||
Borrowings on convertible notes payable-related party
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- | - | 7,089 | |||||||||
Borrowing on notes payable-related party
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17,780 | 2,495 | 37,000 | |||||||||
Borrowings on notes payable
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6,000 | - | 42,459 | |||||||||
Repayments on debt
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(1,000 | ) | - | (1,259 | ) | |||||||
Repayments on notes payable-related party
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(340 | ) | - | (11,130 | ) | |||||||
Net cash provided by financing activities
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40,240 | 32,495 | 176,209 | |||||||||
Net increase in cash
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(10,923 | ) | 1,228 | 4,671 | ||||||||
Cash at beginning of period
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15,594 | 437 | - | |||||||||
Cash at end of period
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$ | 4,671 | $ | 1,665 | $ | 4,671 | ||||||
Non-Cash Transactions | ||||||||||||
Conversion of notes payable to common stock | $ | - | $ | - | $ | 8,000 | ||||||
Reclassification of long term debt to short-term debt
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$ | - | $ | - | $ | 45,275 | ||||||
Reclassification of construction in progress to fixed assets
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$ | - | $ | - | $ | 20,190 |
No. | Description | |
31 | Chief Executive Officer Certification | |
32 |
Section 1350 Certification
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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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BRK, INC. | |||
Date: December 4, 2012
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By: |
/s/ Brian Keasberry
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|
Brian Keasberry
President
Chief Executive Officer
Principal Financial and Accounting Officer
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Date: December 4, 2012 |
/s/ Brian Keasberry
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||
Brian Keasberry
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|||
Chief Executive Officer | |||
Chief Financial Officer
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Dated: December 4, 2012 |
/s/ Brian Keasberry
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||
Brian Keasberry
Chief Executive Officer
Chief Financial Officer
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NOTES PAYABLE
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6 Months Ended |
---|---|
Oct. 31, 2012
|
|
Debt Disclosure [Abstract] | |
Note 4. NOTES PAYABLE | During the six months ended October 31, 2012, the Company borrowed $6,000 from a non-related party. The total due to non-related party note holders is $41,200 as of October 31, 2012. These advances are non-interest bearing and due on demand. |
CONVERTIBLE NOTES PAYABLE
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6 Months Ended |
---|---|
Oct. 31, 2012
|
|
Notes to Financial Statements | |
Note 3. CONVERTIBLE NOTES PAYABLE | As of October 31, 2012 the Company owes $68,000 to multiple convertible promissory note holders for proceeds received during fiscal year April 30, 2012. These notes bear interest at 0%, are due two years from issuance and are unsecured. The notes are convertible at $0.005 into the Companys common stock.
The Company analyzed the conversion option for derivative accounting and beneficial conversion features consideration under ASC 815-15 Derivatives and Hedging and ASC 470-20 Convertible Securities with Beneficial Conversion Features and noted none. |
BASIS OF PRESENTATION AND ORGANIZATION
|
6 Months Ended |
---|---|
Oct. 31, 2012
|
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Accounting Policies [Abstract] | |
Note 1. BASIS OF PRESENTATION AND ORGANIZATION | BRK, Inc. (BRK or the Company) was incorporated on May 22, 2008 as a Nevada corporation. The Company has developed a product for the repair of hanging venetian blinds. As part of this development the Company has completed the development and is building a machine to make the parts for blind repair that it is selling. The development and testing of the machine is near completion with production and marketing of the product to begin in the very near future.
BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission for interim financial information and with the instructions to Form 10-Q. Accordingly, they do not include all of the information required to be included in a complete set of financial statements in accordance with accounting principles generally accepted in the United States of America. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the six months ended October 31, 2012 are not necessarily indicative of the results that may be expected for the fiscal year ending April 30, 2012. The accompanying unaudited financial statements should be read in conjunction with the financial statements and related notes included in the Companys 2012 Annual Report filed with the SEC on July 31, 2012. |
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GOING CONCERN
|
6 Months Ended |
---|---|
Oct. 31, 2012
|
|
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Note 2. GOING CONCERN | As shown in the accompanying financial statements, BRK has an accumulated deficit of $165,476 as of October 31, 2012. Unless profitability and increases in stockholders equity continues, these conditions raise substantial doubt as to BRKs ability to continue as a going concern. The October 31, 2012 financial statements do not include any adjustments that might be necessary if BRK is unable to continue as a going concern.
BRK continues to review its expense structure reviewing costs and their reduction to move towards profitability. The Companys expenses are planned to decrease resulting in profitability and increased shareholders equity. |
BALANCE SHEETS(Unaudited) (Parenthetical) (USD $)
|
Oct. 31, 2012
|
Apr. 30, 2012
|
---|---|---|
Statement of Financial Position [Abstract] | ||
Equipment, net of accumulated depreciation | $ 2,634 | $ 0 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, Authorized | 1,000,000 | 1,000,000 |
Preferred stock, Issued | ||
Preferred stock, outstanding | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, Authorized | 100,000,000 | 100,000,000 |
Common stock, Issued | 4,308,320 | 4,165,920 |
Common stock, outstanding | 4,308,320 | 4,165,920 |
CONVERTIBLE NOTES PAYABLE RELATED PARTY (Details Narrative) (USD $)
|
6 Months Ended |
---|---|
Oct. 31, 2012
|
|
Convertible Notes Payable Related Party Details Narrative | |
Convertible notes outstanding to one related party | $ 7,089 |
Conversion Price to Common Stock | $ 0.005 |
Interest Rate | 0.00% |
Document and Entity Information
|
6 Months Ended | |
---|---|---|
Oct. 31, 2012
|
Dec. 04, 2012
|
|
Document And Entity Information | ||
Entity Registrant Name | BRK, INC. | |
Entity Central Index Key | 0001532926 | |
Document Type | 10-Q | |
Document Period End Date | Oct. 31, 2012 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --04-30 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 4,308,320 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2013 |
RELATED PARTY (Details Narrative) (USD $)
|
6 Months Ended |
---|---|
Oct. 31, 2012
|
|
Related Party Details Narrative | |
Company borrowed from related parties | $ 17,780 |
Repaid to related parties | 340 |
Total due to related parties | 25,870 |
Expenses for services provided by CEO and shareholder | 16,815 |
Outstanding Expenses | $ 9,155 |
STATEMENTS OF OPERATIONS(Unaudited) (USD $)
|
3 Months Ended | 6 Months Ended | 53 Months Ended | ||
---|---|---|---|---|---|
Oct. 31, 2012
|
Oct. 31, 2011
|
Oct. 31, 2012
|
Oct. 31, 2011
|
Oct. 31, 2012
|
|
Income Statement [Abstract] | |||||
Sales | $ 157 | $ 157 | $ 157 | ||
Operating expenses: | |||||
Selling, general and administrative expenses | 13,544 | 26,375 | 56,242 | 40,889 | 163,084 |
Depreciation | 1,317 | 2,634 | 2,634 | ||
Loss from operations | (14,704) | (26,375) | (58,719) | (40,889) | (165,561) |
Other Income (expense) | |||||
Other Income | 80 | 85 | |||
Net loss | $ (14,704) | $ (26,375) | $ (58,719) | $ (40,809) | $ (165,476) |
Net loss per common share basic and diluted | $ 0.00 | $ 0.00 | $ (0.01) | $ 0.00 | |
Weighted average number of common shares outstanding | 4,285,947 | 2,500,000 | 4,207,124 | 2,500,000 |
EQUITY
|
6 Months Ended |
---|---|
Oct. 31, 2012
|
|
Equity Method Investments and Joint Ventures [Abstract] | |
Note 7. EQUITY | During August and September 2012 the Company issued 142,400 shares of common stock at $0.125 per share to nine entities for $17,800 in cash. |
RELATED PARTY
|
6 Months Ended |
---|---|
Oct. 31, 2012
|
|
Related Party Transactions [Abstract] | |
Note 6. RELATED PARTY | During the six months ended October 31, 2012, the Company borrowed $17,780 from related parties and repaid 340. These advances are non interest bearing and due on demand. The total due to related parties as of October 31, 2012 is $25,870.
During the six months ended October 31, 2012, the Company expensed $16,815 for services provided by CEO and shareholder of which $9,155 is due as of October 31, 2012. |
CONVERTIBLE NOTES PAYABLE (Details Narrative) (USD $)
|
6 Months Ended | |
---|---|---|
Oct. 31, 2012
|
Apr. 30, 2012
|
|
Convertible Notes Payable Details Narrative | ||
Company owes to multiple convertible promissory note holders | $ 68,000 | $ 68,000 |
Conversion Price to Common Stock | $ 0.005 | |
Interest Rate | 0.00% |
BASIS OF PRESENTATION AND ORGANIZATION (Policies)
|
6 Months Ended |
---|---|
Oct. 31, 2012
|
|
Basis Of Presentation And Organization Policies | |
BASIS OF PRESENTATION | The accompanying unaudited financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission for interim financial information and with the instructions to Form 10-Q. Accordingly, they do not include all of the information required to be included in a complete set of financial statements in accordance with accounting principles generally accepted in the United States of America. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the six months ended October 31, 2012 are not necessarily indicative of the results that may be expected for the fiscal year ending April 30, 2012. The accompanying unaudited financial statements should be read in conjunction with the financial statements and related notes included in the Companys 2012 Annual Report filed with the SEC on July 31, 2012. |
GOING CONCERN (Details Narrative) (USD $)
|
Oct. 31, 2012
|
---|---|
Going Concern Details Narrative | |
Accumulated deficit | $ 165,476 |
NOTES PAYABLE (Details Narrative) (USD $)
|
6 Months Ended |
---|---|
Oct. 31, 2012
|
|
Notes Payable Details Narrative | |
Borrowings from non-related party | $ 6,000 |
Amount due to non-related party | $ 41,200 |
CONVERTIBLE NOTES PAYABLE RELATED PARTY
|
6 Months Ended |
---|---|
Oct. 31, 2012
|
|
Notes to Financial Statements | |
Note 5. CONVERTIBLE NOTES PAYABLE RELATED PARTY | As of October 31, 2012, the Company has $7,089 in convertible notes outstanding to one related party. The convertible notes bear 0% interest and are convertible at $0.005 into the Companys common stock.
The Company analyzed the conversion option for derivative accounting and beneficial conversion features consideration under ASC 815-15 Derivatives and Hedging and ASC 470-20 Convertible Securities with Beneficial Conversion Features and noted none |