[ 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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For the quarterly period ended June 30, 2013 | |
OR
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[ ]
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from ______to_________
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Commission File Number 000-32311 |
Ameralink, Inc.
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(Exact name of registrant issuer as specified in charter)
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Nevada
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86-1010347
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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1095 Myron Court, P.O. Box 10320, Zephyr Cove, NV 89448
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(Address of principal executive offices)
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(916) 768-2160
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(Registrant's Telephone number, including area code)
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(Former name, former address, and former fiscal year, if changed since last report)
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Large accelerated filer [ ] | Accelerated filer [ ] | |
Non-accelerated filer [ ] | Smaller reporting company [X] |
Page
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PART I – FINANCIAL INFORMATION
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Item 1
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Financial Statements
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1
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Item 2.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations
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6
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Item 3.
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Quantitative and Qualitative Disclosures About Market Risk
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7
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Item 4.
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Controls and Procedures
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7
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PART II- OTHER INFORMATION
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Item 1.
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Legal Proceedings
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8
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Item 1A.
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Risk Factors
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8
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Item 2.
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Unregistered Sales of Equity Securities and Use of Proceeds
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9
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Item 3.
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Defaults upon Senior Securities
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9
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Item 4.
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Mine Safety Disclosures
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9
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Item 5.
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Other Information
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9
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Item 6.
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Exhibits
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10
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SIGNATURE
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10
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(A Development Stage Company)
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||||||||
CONDENSED BALANCE SHEETS
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||||||||
(Unaudited)
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||||||||
June 30,
2013
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December 31,
2012
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|||||||
ASSETS
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||||||||
Current Assets
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$ | - | $ | - | ||||
Total Assets
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$ | - | $ | - | ||||
LIABILITIES AND STOCKHOLDERS' DEFICIT
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||||||||
Current Liabilities
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||||||||
Accounts payable
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$ | 5,631 | $ | 1,940 | ||||
Payable to officers/shareholders
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112,674 | 108,258 | ||||||
Total Current Liabilities
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118,305 | 110,198 | ||||||
Stockholders' Deficit
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||||||||
Common stock, $0.001 par value; 25,000,000 shares authorized; 7,425,000 shares issued and outstanding
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7,425 | 7,425 | ||||||
Additional paid-in capital
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36,100 | 36,100 | ||||||
Deficit accumulated during the development stage
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(161,830 | ) | (153,723 | ) | ||||
Total Stockholders' Deficit
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(118,305 | ) | (110,198 | ) | ||||
Total Liabilities and Stockholders' Deficit
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$ | - | $ | - |
(A Development Stage Company)
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CONDENSED STATEMENTS OF OPERATIONS
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(Unaudited)
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For the period from
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December 31, 1998
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For the Three Months Ended
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For the Six Months Ended
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(date of inception)
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June 30,
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June 30,
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through
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2013
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2012
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2013
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2012
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June 30, 2013
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General and administrative expense
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$ | 2,981 | $ | 2,814 | $ | 8,107 | $ | 8,301 | $ | 161,830 | ||||||||||
Net Loss
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$ | (2,981 | ) | $ | (2,814 | ) | $ | (8,107 | ) | $ | (8,301 | ) | $ | (161,830 | ) | |||||
Basic and Diluted Loss Per Common Share
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$ | (0.0004 | ) | $ | (0.0004 | ) | $ | (0.0011 | ) | $ | (0.0011 | ) | ||||||||
Weighted-Average Common Shares Outstanding
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7,425,000 | 7,425,000 | 7,425,000 | 7,425,000 |
(A Development Stage Company)
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CONDENSED STATEMENTS OF CASH FLOWS
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(Unaudited)
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For the period from
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December 31, 1998
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For the Six Months Ended
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(date of inception)
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June 30,
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through
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2013
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2012
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June 30, 2013
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Cash Flows From Operating Activities
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Net loss
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$ | (8,107 | ) | $ | (8,301 | ) | $ | (161,830 | ) | |||
Adjustments to reconcile net loss to net cash used in operating activities
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Changes in assets and liabilities:
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Receivable from attorney's trust account
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- | 2 | - | |||||||||
Accounts payable
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8,107 | 8,299 | 134,830 | |||||||||
Net Cash Used In Operating Activities
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- | - | (27,000 | ) | ||||||||
Cash Flows From Investing Activities
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- | - | - | |||||||||
Cash Flows From Financing Activities
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||||||||||||
Proceeds from the sale of common stock
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- | - | 7,000 | |||||||||
Advance received from 518 Media, Inc.
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- | - | 20,000 | |||||||||
Net Cash Provided By Financing Activities
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- | - | 27,000 | |||||||||
Net Increase In Cash And Cash Equivalents
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- | - | - | |||||||||
Cash At Beginning Of Period
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- | - | - | |||||||||
Cash At End Of Period
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$ | - | $ | - | $ | - | ||||||
Supplemental disclosure of noncash investing and financing activities:
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Accounts payable paid by increase in payable to officers/shareholders
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$ | 4,416 | $ | 5,884 |
31
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Certification of Chief Executive Officer and Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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32
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Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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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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AMERALINK, INC.
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Dated: August 2, 2013
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By /s/ Robert Freiheit
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Robert Freiheit, President and Chief Executive Officer
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(Principal Executive Officer)
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(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
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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
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(d)
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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
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(a)
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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
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(b)
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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.
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CONDENSED STATEMENTS OF OPERATIONS (USD $)
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3 Months Ended | 6 Months Ended | 174 Months Ended | ||
---|---|---|---|---|---|
Jun. 30, 2013
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Jun. 30, 2012
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Jun. 30, 2013
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Jun. 30, 2012
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Jun. 30, 2013
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CONDENSED STATEMENTS OF OPERATIONS | |||||
General and administrative expense | $ 2,981 | $ 2,814 | $ 8,107 | $ 8,301 | $ 161,830 |
Net Loss | $ (2,981) | $ (2,814) | $ (8,107) | $ (8,301) | $ (161,830) |
Basic and Diluted Loss Per Common Share | $ (0.0004) | $ (0.0004) | $ (0.0011) | $ (0.0011) | |
Weighted-Average Common Shares Outstanding | 7,425,000 | 7,425,000 | 7,425,000 | 7,425,000 |
(A) Organization, Change in Control and Significant Accounting Policies: Fair Values of Financial Instruments (Policies)
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6 Months Ended |
---|---|
Jun. 30, 2013
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Policies | |
Fair Values of Financial Instruments | Fair Values of Financial Instruments The carrying amounts reported in the balance sheets for accounts payable and payable to officers/shareholders approximate fair value because of the immediate or short-term maturity of these financial instruments. |
(A) Organization, Change in Control and Significant Accounting Policies
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6 Months Ended |
---|---|
Jun. 30, 2013
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Notes | |
(A) Organization, Change in Control and Significant Accounting Policies | (A) Organization, Change in Control and Significant Accounting Policies
Organization, Nature of Operations and Change in Control - Ameralink, Inc. ("the Company") was incorporated in the State of Nevada on December 31, 1998, organized to engage in any lawful corporate business, including but not limited to, participating in mergers with, and the acquisitions of, other companies. The Company is in the development stage and has not yet commenced any formal business operations other than organizational matters. On March 31, 2004, two individuals acquired 99.6% of the stock of the Company from shareholders of the Company for $225,000. At that time, control of the Company was transferred to a new board of directors. The change of control did not constitute a business combination or reorganization, and consequently, the assets and liabilities of the Company continued to be recorded at historical cost.
Condensed Interim Financial Statements The accompanying unaudited condensed financial statements of Ameralink, Inc. have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q. Accordingly, these financial statements do not include all of the information and disclosures required by generally accepted accounting principles for complete financial statements. These financial statements should be read in conjunction with the Companys annual financial statements and the notes thereto for the year ended December 31, 2012 and for the period from December 31, 1998 (date of inception) through December 31, 2012, included in the Companys annual report on Form 10-K. In the opinion of the Companys management, the accompanying unaudited condensed financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to fairly present the Companys financial position as of June 30, 2013, its results of operations for the three months ended June 30, 2013 and 2012, and its results of operations and cash flows for the six months ended June 30, 2013 and 2012 and for the period from December 31, 1998 (date of inception), through June 30, 2013. The results of operations for the three months and six months ended June 30, 2013, may not be indicative of the results that may be expected for the year ending December 31, 2013.
Business Condition The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. However, the Company has incurred losses since its inception and has not yet been successful in establishing profitable operations. These factors raise substantial doubt about the ability of the Company to continue as a going concern. In this regard, managements plans include seeking a merger or acquisition candidate, or raising additional funds to meet its ongoing expenses through shareholder loans or private placement of its equity securities. There is no assurance that the Company will be successful in finding a merger or acquisition candidate or raising additional capital or loans, and if so, on terms favorable to the Company. The financial statements do not include any adjustments that might result from the outcome of these uncertainties.
Basic Loss Per Share Basic loss per share is computed by dividing net loss by the weighted-average number of common shares outstanding during each period. At June 30, 2013, there are no potentially dilutive common stock equivalents.
Fair Values of Financial Instruments The carrying amounts reported in the balance sheets for accounts payable and payable to officers/shareholders approximate fair value because of the immediate or short-term maturity of these financial instruments. |
(A) Organization, Change in Control and Significant Accounting Policies: Business Condition (Policies)
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6 Months Ended |
---|---|
Jun. 30, 2013
|
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Policies | |
Business Condition | Business Condition The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. However, the Company has incurred losses since its inception and has not yet been successful in establishing profitable operations. These factors raise substantial doubt about the ability of the Company to continue as a going concern. In this regard, managements plans include seeking a merger or acquisition candidate, or raising additional funds to meet its ongoing expenses through shareholder loans or private placement of its equity securities. There is no assurance that the Company will be successful in finding a merger or acquisition candidate or raising additional capital or loans, and if so, on terms favorable to the Company. The financial statements do not include any adjustments that might result from the outcome of these uncertainties. |
(A) Organization, Change in Control and Significant Accounting Policies (Details) (USD $)
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Mar. 31, 2004
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---|---|
Details | |
Sale of Stock, Percentage of Ownership after Transaction | 99.60% |
Consideration paid by new shareholders to old shareholders | $ 225,000 |
(A) Organization, Change in Control and Significant Accounting Policies: Basic Loss Per Share (Policies)
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6 Months Ended |
---|---|
Jun. 30, 2013
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Policies | |
Basic Loss Per Share | Basic Loss Per Share Basic loss per share is computed by dividing net loss by the weighted-average number of common shares outstanding during each period. At June 30, 2013, there are no potentially dilutive common stock equivalents. |
CONDENSED BALANCE SHEETS PARENTHETICAL (USD $)
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Jun. 30, 2013
|
Dec. 31, 2012
|
---|---|---|
CONDENSED BALANCE SHEETS PARENTHETICAL | ||
Common stock par value | $ 0.001 | $ 0.001 |
Common stock shares authorized | 25,000,000 | 25,000,000 |
Common stock shares issued | 7,425,000 | 7,425,000 |
Common stock shares outstanding | 7,425,000 | 7,425,000 |
CONDENSED STATEMENTS OF CASH FLOWS (USD $)
|
6 Months Ended | 174 Months Ended | |
---|---|---|---|
Jun. 30, 2013
|
Jun. 30, 2012
|
Jun. 30, 2013
|
|
Cash Flows From Operating Activities | |||
Net loss | $ (8,107) | $ (8,301) | $ (161,830) |
Changes in assets and liabilities: | |||
Change in receivable from attorney's trust account | 0 | 2 | 0 |
Change in accounts payable | 8,107 | 8,299 | 134,830 |
Net Cash Used In Operating Activities | 0 | 0 | (27,000) |
Cash Flows From Investing Activities | |||
Cash Flows From Investing Activities | 0 | 0 | 0 |
Cash Flows From Financing Activities | |||
Proceeds from the sale of common stock | 0 | 0 | 7,000 |
Advance received from 518 Media, Inc. | 0 | 0 | 20,000 |
Net Cash Provided By Financing Activities | 0 | 0 | 27,000 |
Net Increase In Cash And Cash Equivalents | 0 | 0 | 0 |
Cash At Beginning Of Period | 0 | 0 | 0 |
Cash At End Of Period | 0 | 0 | 0 |
Supplemental disclosure of noncash investing and financing activities: | |||
Accounts payable paid by increase in payable to officers/shareholders | $ 4,416 | $ 5,884 |
CONDENSED BALANCE SHEETS (USD $)
|
Jun. 30, 2013
|
Dec. 31, 2012
|
---|---|---|
ASSETS | ||
Current Assets | $ 0 | $ 0 |
Total Assets | 0 | 0 |
Current Liabilities | ||
Accounts payable | 5,631 | 1,940 |
Payable to officers/shareholders | 112,674 | 108,258 |
Total Current Liabilities | 118,305 | 110,198 |
Stockholders' Deficit | ||
Common stock, $0.001 par value; 25,000,000 shares authorized; 7,425,000 shares issued and outstanding | 7,425 | 7,425 |
Additional paid-in capital | 36,100 | 36,100 |
Deficit accumulated during the development stage | (161,830) | (153,723) |
Total Stockholders' Deficit | (118,305) | (110,198) |
Total Liabilities and Stockholders' Deficit | $ 0 | $ 0 |
(B) Related Party Transactions (Details) (USD $)
|
63 Months Ended | 111 Months Ended |
---|---|---|
Mar. 31, 2004
|
Jun. 30, 2013
|
|
Details | ||
Advances to Comany from related party | $ 16,525 | $ 112,674 |
Debt Instrument Decrease Forgiveness | $ 16,525 |
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(B) Related Party Transactions
|
6 Months Ended |
---|---|
Jun. 30, 2013
|
|
Notes | |
(B) Related Party Transactions | (B) Related Party Transactions
Since the inception of the Company through the date of the change of control described above, the operating expenses of the Company were paid by the former principal shareholder of the Company (with the exception of expenses paid by the initial proceeds from the sale of common stock). The total amount paid by the former principal shareholder was $16,525 through the date of the change of control. In connection with the change of control, the former principal shareholder contributed the amount owed to him by the Company totaling $16,525 back to the capital of the Company. Since March 31, 2004, new officers and shareholders have advanced the Company $112,674 for the payment of expenses incurred since the change of control.
The Company neither owns nor leases any real or personal property. Office services are provided without charge by an officer and director of the Company. Such costs are not significant to the financial statements and accordingly, have not been reflected herein. |
Document and Entity Information
|
6 Months Ended | |
---|---|---|
Jun. 30, 2013
|
Aug. 01, 2013
|
|
Document and Entity Information | ||
Entity Registrant Name | AMERA LINK INC | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2013 | |
Amendment Flag | false | |
Entity Central Index Key | 0001133266 | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 7,425,000 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Document Fiscal Year Focus | 2013 | |
Document Fiscal Period Focus | Q2 |