UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarter ended June 30, 2013
Commission File Number: 000-52528
YACHT FINDERS, INC.
______________________________________________________
(Exact name of registrant as specified in its charter)
Delaware |
| 76-0736467 |
(State of organization) |
| (I.R.S. Employer Identification No.) |
56 Laenani Street
Haiku, HI 96708
________________________________________
(Address of principal executive offices)
(310) 396-1691
_______________________________________________
Registrant’s telephone number, including area code
______________________________________________
Former address if changed since last report
Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o
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 and 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). þ Yes o 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 o |
| Accelerated Filer o |
| Non-Accelerated Filer o (Do not check if a smaller reporting company) |
| Smaller Reporting Company þ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes þ No o
Securities registered under Section 12(g) of the Exchange Act:
Common Stock $.0001 par value
There are 5,199,000 shares of common stock outstanding as of August 8, 2013.
TABLE OF CONTENTS
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PART I - FINANCIAL INFORMATION | ||
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ITEM 1. | INTERIM FINANCIAL STATEMENTS |
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ITEM 2. | MANAGEMENT'S DISCUSSION OF OPERATIONS AND FINANCIAL CONDITION |
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ITEM 3. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK |
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ITEM 4. | CONTROLS AND PROCEDURES |
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PART II - OTHER INFORMATION | ||
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ITEM 1. | LEGAL PROCEEDINGS |
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ITEM 2. | UNREGISTERED SALES OF EQUITY SECURITIES |
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ITEM 3. | DEFAULTS UPON SENIOR SECURITIES |
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ITEM 4. | (REMOVED AND RESERVED) |
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ITEM 5. | OTHER INFORMATION |
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ITEM 6. | EXHIBITS |
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SIGNATURES |
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PART I – FINANCIAL INFORMATION
ITEM 1. INTERIM FINANCIAL STATEMENTS
YACHT FINDERS, INC.
(A Development Stage Company)
Balance Sheets
| June 30, 2013 | December 31, 2012 | |||||||
| (Unaudited) | (Audited) | |||||||
| ASSETS | ||||||||
| TOTAL ASSETS | $ | — | $ | — | ||||
| LIABILITIES & STOCKHOLDERS' DEFICIT | ||||||||
| Current liabilities | ||||||||
| Accrued liabilities | $ | 1,953 | $ | — | ||||
| Note payable – related party | 326,141 | 298,661 | ||||||
| Accrued interest – related party | 53,365 | 44,021 | ||||||
| TOTAL CURRENT LIABILITIES & TOTAL LIABILITIES | 381,459 | 342,682 | ||||||
| Stockholders' deficit | ||||||||
| Preferred stock, ($.0001 par value, 20,000,000 shares authorized; none issued and outstanding) | — | — | ||||||
| Common stock, ($.0001 par value, 80,000,000 shares authorized; 5,199,000 shares outstanding as of June 30, 2013 and December 31, 2012) | 520 | 520 | ||||||
| Additional paid-in capital | 49,280 | 49,280 | ||||||
| Deficit accumulated during development stage | (431,259 | ) | (392,482 | ) | ||||
| Total stockholders' deficit | (381,459 | ) | (342,682 | ) | ||||
| TOTAL LIABILITIES & STOCKHOLDERS' DEFICIT | $ | — | $ | — | ||||
See accompanying notes to financial statements
YACHT FINDERS, INC.
(A Development Stage Company)
Statements of Operations (Unaudited)
| Three Mos. Ended June 30, 2013 | Three Mos. Ended June 30, 2012 | Six Mos. Ended June 30, 2013 | Six Mos. Ended June 30, 2012 | April 15, 2003 (Inception) through June 30, 2013 | ||||||||||||||||
| Revenues | $ | — | $ | — | $ | — | $ | — | $ — | |||||||||||
| Operating Expenses | ||||||||||||||||||||
| Contributed rent | — | — | — | — | 5,400 | |||||||||||||||
| General and administrative | 13,028 | 14,005 | 29,433 | 31,606 | 372,494 | |||||||||||||||
| Net Operating Expenses | 13,028 | 14,005 | 29,433 | 31,606 | 377,894 | |||||||||||||||
| Other income (expenses) | ||||||||||||||||||||
| Interest expense | (4,861 | ) | (3,786 | ) | (9,344 | ) | (7,342 | ) | (53,365) | |||||||||||
| Total other expenses | (4,861 | ) | (3,786 | ) | (9,344 | ) | (7,342 | ) | (53,365) | |||||||||||
| Net Loss | $ | (17,889 | ) | $ | (17,791 | ) | $ | (38,777 | ) | $ | (38,948 | ) | $ (431,259) | |||||||
| Basic (loss) per share | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.01 | ) | $ | (0.01 | ) | ||||||||
| Weighted average number of common shares outstanding | 5,199,000 | 5,199,000 | 5,199,000 | 5,199,000 | ||||||||||||||||
See accompanying notes to financial statements
YACHT FINDERS, INC.
(A Development Stage Company)
Statements of Cash Flows (Unaudited)
| Six Months Ended June 30, 2013 | Six Months Ended June 30, 2012 | April 15, 2003 (Inception) through June 30, 2013 | ||||||||||
| OPERATING ACTIVITIES | ||||||||||||
| Net loss | $ | (38,777 | ) | $ | (38,948 | ) | $ | (431,259 | ) | |||
| Adjustments to reconcile net loss to net cash provided by | ||||||||||||
| (used in) operating activities: | ||||||||||||
| Office space contribution | — | — | 5,400 | |||||||||
| Loss on website development fees | — | — | 2,500 | |||||||||
| Changes in operating assets and liabilities: | ||||||||||||
| Increase (decrease) in accounts payable | 1,953 | (2,540 | ) | 1,953 | ||||||||
| Increase in interest payable | 9,344 | 7,342 | 53,365 | |||||||||
| Net cash used in operating activities | $ | (27,480 | ) | $ | (34,146 | ) | $ | (368,041 | ) | |||
| INVESTING ACTIVITIES | ||||||||||||
| Payments for website development | — | — | (2,500 | ) | ||||||||
| Net cash used in investing activities | — | — | (2,500 | ) | ||||||||
| FINANCING ACTIVITIES | ||||||||||||
| Proceeds from note payable – related party | 27,480 | 34,146 | 326,141 | |||||||||
| Common stock issued for cash | — | — | 44,400 | |||||||||
| Net cash provided by financing activities | 27,480 | 34,146 | 370,541 | |||||||||
| Net increase (decrease) in cash | — | — | — | |||||||||
| Cash at beginning of period | — | — | — | |||||||||
| Cash at end of period | $ | — | $ | — | $ | — | ||||||
| Supplemental cash flow information: | ||||||||||||
| Cash paid during period for interest | $ | — | $ | — | ||||||||
| Cash paid during period for income taxes | $ | — | $ | — | ||||||||
See accompanying notes to financial statements
YACHT FINDERS, INC.
(A Development Stage Company)
NOTES TO THE INTERIM FINANCIAL STATEMENTS
June 30, 2013
(Unaudited)
(1) ORGANIZATION AND BASIS OF PRESENTATION
Yacht Finders, Inc. (the “Company”) was incorporated in Delaware on August 15, 2000 as Sneeoosh Corporation. On October 20, 2000 the company filed an amended Certificate of Incorporation to change the name to Snohomish Corporation. The Company did not conduct any operations until April 15, 2003, the date the Company entered the development stage. On April 15, 2003 the company filed a subsequent amendment to change the name to Yacht Finders, Inc. Yacht Finder's Inc. business plan was to create an online database for public buyers and yacht brokers to interface immediately with each other while capturing the benefits of targeting a larger market. On November 6, 2007, the Company discontinued its prior business and changed its business plan. The Company’s business plan now consists of exploring potential targets for a business combination through the purchase of assets, share purchase or exchange, merger or similar type of transaction. The Company is a development stage enterprise in accordance with Accounting Standards Codification (“ASC”) Topic 915.
The accompanying un-audited financial statements 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 and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of management, all adjustments, consisting of normal recurring accruals considered necessary for a fair presentation, have been included. 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. For further information, refer to the financial statements and footnotes thereto included in the Form 10-K for the year ended December 31, 2012.
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
USE OF ESTIMATES
The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
YACHT FINDERS, INC.
(A Development Stage Company)
NOTES TO THE INTERIM FINANCIAL STATEMENTS
June 30, 2013
(Unaudited)
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CON’T)
LOSS PER COMMON SHARE
The Company reports loss per share using a dual presentation of basic and diluted loss per share. Basic loss per share excludes the impact of common stock equivalents and is determined by dividing income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted loss per share reflects the potential dilution that could occur if securities and other contracts to issue common stock were exercised or converted into common stock. At June 30, 2013, there were no variances between the basic and diluted loss per share as there were no potentially dilutive securities outstanding.
GOING CONCERN
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company generated net losses of $431,259 during the period of April 15, 2003 (inception) to June 30, 2013. This condition, among others, raises substantial doubt about the Company's ability to continue as a going concern. The Company's continuation as a going concern is dependent on its ability to meet its obligations, to obtain additional financing as may be required and ultimately to attain profitability. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company's continuation as a going concern is dependent upon working capital advances provided by the Company's majority shareholder. There is no assurance that the working capital advances will continue in the future nor that Company will be successful in raising additional funds through other sources.
NEW ACCOUNTING PRONOUNCEMENTS
From time to time new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that may have an impact on the Company’s accounting and reporting. The Company believes that such recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future will not have an impact on its accounting or reporting or that such impact will not be material to its financial position, results of operations and cash flows when implemented.
(3) RELATED PARTY TRANSACTIONS
At June 30, 2013, the Company had loans and notes outstanding from a shareholder in the aggregate amount of $326,141, which represents amounts loaned to the Company to pay the Company’s expenses of operation. The notes bear interest at 6% per annum and are due on December 31, 2013.
The Company intends to settle the debts owed to the related parties through the payment of cash, equity or a combination thereof.
The Company recorded interest expense on the Note for the three and six-month periods ended June 30, 2013 in the amounts of $4,861 and $9,3444,861, respectively. As of June 30, 2013, the Company had recorded an aggregate of $53,365 interest expense on the Note, none of which has been paid.
Pursuant to a Services Agreement with Fountainhead Capital Management Limited (“FHM”), a shareholder who holds approximately 83.68% of the Company’s issued and outstanding common stock. The Company is obligated to pay FHM a quarterly fee of $10,000 on the first day of each calendar quarter commencing October 1, 2007 and ending December 31, 2013. Total fees paid during the three and six months ended June 30, 2013 were $10,000 and $20,000, respectively.
YACHT FINDERS, INC.
(A Development Stage Company)
NOTES TO THE INTERIM FINANCIAL STATEMENTS
June 30, 2013
(Unaudited)
(4) INCOME TAXES
As a result of historical net operating losses, the Company currently provides a full valuation allowance against its net deferred tax assets which consist of net operating loss carry forwards.
As of June 30, 2013, the Company does not have any accrued interest or penalties related to uncertain tax positions. The Company’s policy is to recognize interest and penalties related to uncertain tax positions in income tax expense. The Company does not have any interest or penalties related to uncertain tax positions in income tax expense for the three months ended June 30, 2013 and 2012. The tax years 2008–2012 remain open to examination by the major taxing jurisdictions to which the Company is subject.
(5) SUBSEQUENT EVENTS
The company has evaluated all subsequent events through the date the financial statements were available to be issued, and no additional items were noted that need to be disclosed.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
The following discussion should be read in conjunction with our unaudited financial statements and the notes thereto.
Forward-Looking Statements
This quarterly report contains forward-looking statements and information relating to us that are based on the beliefs of our management as well as assumptions made by, and information currently available to, our management. When used in this report, the words "believe," "anticipate," "expect," "estimate," “intend”, “plan” and similar expressions, as they relate to us or our management, are intended to identify forward-looking statements. These statements reflect management's current view of us concerning future events and are subject to certain risks, uncertainties and assumptions, including among many others: a general economic downturn; a downturn in the securities markets; federal or state laws or regulations having an adverse effect on proposed transactions that we desire to effect; Securities and Exchange Commission regulations which affect trading in the securities of "penny stocks,"; and other risks and uncertainties. Should any of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in this report as anticipated, estimated or expected. The accompanying information contained in this registration statement, including, without limitation, the information set forth under the heading “Management’s Discussion and Analysis or Plan of Operation -- Risk Factors" identifies important additional factors that could materially adversely affect actual results and performance. You are urged to carefully consider these factors. All forward-looking statements attributable to us are expressly qualified in their entirety by the foregoing cautionary statement.
Overview
We are a presently a shell company (as defined in Rule 12b-2 of the Exchange Act) whose plan of operation over the next twelve months is to seek and, if possible, acquire an operating business or valuable assets by entering into a business combination. We will not be restricted in our search for business combination candidates to any particular geographical area, industry or industry segment, and may enter into a combination with a private business engaged in any line of business, including service, finance, mining, manufacturing, real estate, oil and gas, distribution, transportation, medical, communications, high technology, biotechnology or any other. Management's discretion is, as a practical matter, unlimited in the selection of a combination candidate. Management will seek combination candidates in the United States and other countries, as available time and resources permit, through existing associations and by word of mouth. This plan of operation has been adopted in order to attempt to create value for our shareholders. For further information on our plan of operation and business, see PART I, Item 1 of our Annual Report on Form 10-K for the year ended 2012.
Plan of Operation
We do not intend to do any product research or development. We do not expect to buy or sell any real estate, plant or equipment except as such a purchase might occur by way of a business combination that is structured as an asset purchase, and no such asset purchase currently is anticipated. Similarly, we do not expect to add additional employees or any full-time employees except as a result of completing a business combination, and any such employees likely will be persons already then employed by the company acquired.
From inception through November 6, 2007, the Company’s business plan was to create an online database for public buyers and yacht brokers to interface immediately with each other while capturing the benefits of targeting a larger market. On November 6, 2007, the Company discontinued its prior business and changed its business plan. The Company’s business plan now consists of exploring potential targets for a business combination through the purchase of assets, share purchase or exchange, merger or similar type of transaction. We anticipate no operations unless and until we complete a business combination as described above.
Results of Operations Quarter Ended June 30, 2013 Compared To June 30, 2012
During the second fiscal quarter of 2013, we had no revenues and had a net loss of $17,889 compared to no revenues and a net loss of $17,791 in the second fiscal quarter of 2012. General and administrative expenses in the second quarter of 2013 related to transfer agent fees, professional fees, filing agent fees and payment of service fees in the amount of $10,000 to Fountainhead Capital Management Limited, a shareholder of the Company and related party. General and administrative expenses in the second quarter of 2012 related to transfer agent fees, professional fees, filing agent fees and payment of
service fees in the amount of $10,000 to Fountainhead Capital Management Limited, a shareholder of the Company and related party. We paid no rent or salaries and had no operations during the second fiscal quarter of 2013.
Results of Operations Six Months Ended June 30, 2013 Compared To June 30, 2012
During the six months ended June 30, 2013, we had no revenues and had a net loss of $38,777 compared to no revenues and a net loss of $38,948 in the six months ended June 30, 2012. General and administrative expenses in six months ended June 30, 20133 related to transfer agent fees, professional fees, filing agent fees and payment of service fees in the amount of $10,000 to Fountainhead Capital Management Limited, a shareholder of the Company and related party. General and administrative expenses in the six months ended June 30, 2012 related to transfer agent fees, professional fees, filing agent fees and payment of service fees in the amount of $20,000 to Fountainhead Capital Management Limited, a shareholder of the Company and related party. We paid no rent or salaries and had no operations during the six months ended June 30, 2013.
Liquidity and Capital Resources
We had $-0- cash on hand at the end of the second quarter of 2013 and had no other assets to meet ongoing expenses or debts that may accumulate. Since inception, we have accumulated a deficit of $(431,259). As of June 30, 2013 we had total liabilities and a negative working capital of $381,459.
We have no commitment for any capital expenditure and foresee none. However, we will incur routine fees and expenses incident to our reporting duties as a public company, and we will incur expenses in finding and investigating possible acquisitions and other fees and expenses in the event we make an acquisition or attempt but are unable to complete an acquisition. Our cash requirements for the next twelve months are relatively modest, principally accounting expenses and other expenses relating to making filings required under the Securities Exchange Act of 1934 (the "Exchange Act"), which should not exceed $50,000 in the fiscal year ending December 31, 2013. Any travel, lodging or other expenses which may arise related to finding, investigating and attempting to complete a combination with one or more potential acquisitions could also amount to thousands of dollars.
We will only be able to pay our future obligations and meet operating expenses by raising additional funds, acquiring a profitable company or otherwise generating positive cash flow. As a practical matter, we are unlikely to generate positive cash flow by any means other than acquiring a company with such cash flow. We believe that management members or shareholders will loan funds to us as needed for operations prior to completion of an acquisition. Management and the shareholders are not obligated to provide funds to us, however, and it is not certain they will always want or be financially able to do so. Our shareholders and management members who advance money to us to cover operating expenses will expect to be reimbursed, either by us or by the company acquired, prior to or at the time of completing a combination. We have no intention of borrowing money to reimburse or pay salaries to any of our officers, directors or shareholders or their affiliates. There currently are no plans to sell additional securities to raise capital, although sales of securities may be necessary to obtain needed funds. Our current management has agreed to continue their services to us and to accrue sums owed them for services and expenses and expect payment reimbursement only.
Should existing management or shareholders refuse to advance needed funds, however, we would be forced to turn to outside parties to either loan money to us or buy our securities. There is no assurance whatever that we will be able at need to raise necessary funds from outside sources. Such a lack of funds could result in severe consequences to us, including among others:
· | failure to make timely filings with the SEC as required by the Exchange Act, which also probably would result in suspension of trading or quotation in our stock and could result in fines and penalties to us under the Exchange Act; |
· | curtailing or eliminating our ability to locate and perform suitable investigations of potential acquisitions; or |
· | inability to complete a desirable acquisition due to lack of funds to pay legal and accounting fees and acquisition-related expenses. |
We hope to require potential candidate companies to deposit funds with us that we can use to defray professional fees and travel, lodging and other due diligence expenses incurred by our management related to finding and investigating a
candidate company and negotiating and consummating a business combination. There is no assurance that any potential candidate will agree to make such a deposit.
Going Concern
Our independent auditors have added an explanatory paragraph to their audit issued in connection with the financial statements for the period ended December 31, 2012, relative to our ability to continue as a going concern. We had $381,459 negative working capital as of June 30, 2013; we had an accumulated deficit of $431,259 incurred through June 30, 2013 and recorded a loss of $17,889 for the second quarter of 2013 and a loss of $75,000 from operations for the fiscal year ended December 31, 2012. The going concern opinion issued by our auditors means that there is substantial doubt that we can continue as an ongoing business for 12 month period ending December 31, 2013 and thereafter. The financial statements do not include any adjustments that might result from the uncertainty about our ability to continue our business.
Off-Balance Sheet Arrangements
We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (Exchange Act), as of June 30, 2013. Based on this evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures are not effective to ensure that information required to be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that our disclosure and controls are not designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
The matters involving internal controls and procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives; and (3) ineffective controls over period end financial disclosure and reporting processes.
Management believes that the material weaknesses set forth in items (2) and (3) above did not have an effect on our financial results. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.
Changes in Internal Control Over Financial Reporting
There were no changes (including corrective actions with regard to significant deficiencies or material weaknesses) in our internal controls over financial reporting that occurred during the first quarter of fiscal 2013 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
PART II - OTHER INFORMATION
ITEM 1.
LEGAL PROCEEDINGS
There are no legal proceedings which are pending or have been threatened against us or any of our officers, directors or control persons of which management is aware.
ITEM 1A.
RISK FACTORS
As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.
ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES
Except as may have previously been disclosed on a current report on Form 8-K or a quarterly report on Form 10-Q, we have not sold any of our securities in a private placement transaction or otherwise during the past three years.
ITEM 3.
DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4.
(REMOVED AND RESERVED)
None.
ITEM 5.
OTHER INFORMATION
None.
ITEM 6.
EXHIBITS
Exhibit No. |
| Description |
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31.1 |
| Certification of Principal Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
31.2 |
| Certification of Principal Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
32.1 101.INS 101.SCH 101.CAL 101.DEF 101.LAB 101.PRE |
| Certification of Principal Executive Officer and Principal Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. XBRL Instance Document XBRL Taxonomy Extension Schema Document XBRL Taxonomy Extension Calculation Linkbase Document XBRL Taxonomy Extension definition Linkbase Document XBRL Taxonomy Extension Label Linkbase Document XBRL Taxonomy Extension Presentation Linkbase Document |
SIGNATURES
In accordance with the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
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| YACHT FINDERS, INC. | |
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Date: August 8, 2013 | By: | /s/ Thomas W. Colligan |
| Thomas W. Colligan | |
| Director, CEO, President and Treasurer | |
EXHIBIT INDEX
Exhibit No. |
| Description |
|
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31.1 |
| Certification of Principal Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
31.2 |
| Certification of Principal Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
32.1 |
| Certification of Principal Executive Officer and Principal Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
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 |
EXHIBIT 31.1
CERTIFICATION PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
(18 U.S.C. SECTION 1350)
I, Thomas W. Colligan, certify that:
1.
I have reviewed this Form 10-Q for the period ended June 30, 2013 of Yacht Finders, Inc.;
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 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 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.
I have disclosed, based on my 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: August 8, 2013
/s/ Thomas W. Colligan
________________________________
Thomas W. Colligan
Principal Executive Officer
EXHIBIT 31.2
CERTIFICATION PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
(18 U.S.C. SECTION 1350)
I, Thomas W. Colligan, certify that:
1.
I have reviewed this Form 10-Q for the period ended June 30, 2013 of Yacht Finders, Inc.;
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 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 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.
I have disclosed, based on my 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: August 8, 2013
/s/ Thomas W. Colligan
________________________________
Thomas W. Colligan
Principal Financial Officer
Exhibit 32.1
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
The undersigned, Thomas W. Colligan, the Chief Executive Officer, Chief Financial Officer, Chairman of the Board of Directors and Treasurer of YACHT FINDERS, INC. (the “Company”), DOES HEREBY CERTIFY that:
1. The Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2013 (the “Report”), fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and
2. Information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company.
IN WITNESS WHEREOF, each of the undersigned has executed this statement this 8th day of August, 2013.
/s/ Thomas W. Colligan
_________________________
Thomas W. Colligan
Chief Executive Officer and Chief Financial Officer
A signed original of this written statement required by Section 906 has been provided to YACHT FINDERS, INC. and will be retained by YACHT FINDERS, INC. and furnished to the Securities and Exchange Commission or its staff upon request.
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Statements of Operations (Unaudited) (USD $)
|
3 Months Ended | 6 Months Ended | 123 Months Ended | ||
|---|---|---|---|---|---|
|
Jun. 30, 2013
|
Jun. 30, 2012
|
Jun. 30, 2013
|
Jun. 30, 2012
|
Jun. 30, 2013
|
|
| Statements of Operations [Abstract] | |||||
| Revenues | |||||
| Operating Expenses | |||||
| Contributed rent | 5,400 | ||||
| General and administrative | 13,028 | 14,005 | 29,433 | 31,606 | 372,494 |
| Net Operating Expenses | 13,028 | 14,005 | 29,433 | 31,606 | 377,894 |
| Other income (expenses) | |||||
| Interest expense | (4,861) | (3,786) | (9,344) | (7,342) | (53,365) |
| Total other expense | (4,861) | (3,786) | (9,344) | (7,342) | (53,365) |
| Net Loss | $ (17,889) | $ (17,791) | $ (38,777) | $ (38,948) | $ (431,259) |
| Basic (loss) per share | $ 0.00 | $ 0.00 | $ (0.01) | $ (0.01) | |
| Weighted average number of common shares outstanding | 5,199,000 | 5,199,000 | 5,199,000 | 5,199,000 | |
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Subsequent Events
|
6 Months Ended |
|---|---|
|
Jun. 30, 2013
|
|
| Subsequent Events [Abstract] | |
| SUBSEQUENT EVENTS | (5) SUBSEQUENT EVENTS The company has evaluated all subsequent events through the date the financial statements were available to be issued, and no additional items were noted that need to be disclosed. |
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Organization and Basis of Presentation
|
6 Months Ended |
|---|---|
|
Jun. 30, 2013
|
|
| Organization and Basis of Presentation [Abstract] | |
| ORGANIZATION AND BASIS OF PRESENTATION | (1) ORGANIZATION AND BASIS OF PRESENTATION
Yacht Finders, Inc. (the “Company”) was incorporated in Delaware on August 15, 2000 as Sneeoosh Corporation. On October 20, 2000 the company filed an amended Certificate of Incorporation to change the name to Snohomish Corporation. The Company did not conduct any operations until April 15, 2003, the date the Company entered the development stage. On April 15, 2003 the company filed a subsequent amendment to change the name to Yacht Finders, Inc. Yacht Finder's Inc. business plan was to create an online database for public buyers and yacht brokers to interface immediately with each other while capturing the benefits of targeting a larger market. On November 6, 2007, the Company discontinued its prior business and changed its business plan. The Company’s business plan now consists of exploring potential targets for a business combination through the purchase of assets, share purchase or exchange, merger or similar type of transaction. The Company is a development stage enterprise in accordance with Accounting Standards Codification (“ASC”) Topic 915.
The accompanying un-audited financial statements 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 and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of management, all adjustments, consisting of normal recurring accruals considered necessary for a fair presentation, have been included. 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. For further information, refer to the financial statements and footnotes thereto included in the Form 10-K for the year ended December 31, 2012. |
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Related Party Transactions
|
6 Months Ended |
|---|---|
|
Jun. 30, 2013
|
|
| Related Party Transactions [Abstract] | |
| RELATED PARTY TRANSACTIONS | (3) RELATED PARTY TRANSACTIONS
At June 30, 2013, the Company had loans and notes outstanding from a shareholder in the aggregate amount of $326,141, which represents amounts loaned to the Company to pay the Company’s expenses of operation. The notes bear interest at 6% per annum and are due on December 31, 2013.
The Company intends to settle the debts owed to the related parties through the payment of cash, equity or a combination thereof.
The Company recorded interest expense on the Note for the three and six-month periods ended June 30, 2013 in the amounts of $4,861 and $9,3444,861, respectively. As of June 30, 2013, the Company had recorded an aggregate of $53,365 interest expense on the Note, none of which has been paid.
Pursuant to a Services Agreement with Fountainhead Capital Management Limited (“FHM”), a shareholder who holds approximately 83.68% of the Company’s issued and outstanding common stock. The Company is obligated to pay FHM a quarterly fee of $10,000 on the first day of each calendar quarter commencing October 1, 2007 and ending December 31, 2013. Total fees paid during the three and six months ended June 30, 2013 were $10,000 and $20,000, respectively. |
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Summary of Significant Accounting Policies (Policies)
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6 Months Ended |
|---|---|
|
Jun. 30, 2013
|
|
| Summary of Significant Accounting Policies [Abstract] | |
| USE OF ESTIMATES | USE OF ESTIMATES
The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
| LOSS PER COMMON SHARE | LOSS PER COMMON SHARE
The Company reports loss per share using a dual presentation of basic and diluted loss per share. Basic loss per share excludes the impact of common stock equivalents and is determined by dividing income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted loss per share reflects the potential dilution that could occur if securities and other contracts to issue common stock were exercised or converted into common stock. At June 30, 2013, there were no variances between the basic and diluted loss per share as there were no potentially dilutive securities outstanding. |
| GOING CONCERN | GOING CONCERN
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company generated net losses of $431,259 during the period of April 15, 2003 (inception) to June 30, 2013. This condition, among others, raises substantial doubt about the Company's ability to continue as a going concern. The Company's continuation as a going concern is dependent on its ability to meet its obligations, to obtain additional financing as may be required and ultimately to attain profitability. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company's continuation as a going concern is dependent upon working capital advances provided by the Company's majority shareholder. There is no assurance that the working capital advances will continue in the future nor that Company will be successful in raising additional funds through other sources. |
| NEW ACCOUNTING PRONOUNCEMENTS | NEW ACCOUNTING PRONOUNCEMENTS
From time to time new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that may have an impact on the Company’s accounting and reporting. The Company believes that such recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future will not have an impact on its accounting or reporting or that such impact will not be material to its financial position, results of operations and cash flows when implemented. |
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Income Taxes
|
6 Months Ended |
|---|---|
|
Jun. 30, 2013
|
|
| Income Taxes [Abstract] | |
| INCOME TAXES | (4) INCOME TAXES
As a result of historical net operating losses, the Company currently provides a full valuation allowance against its net deferred tax assets which consist of net operating loss carry forwards.
As of June 30, 2013, the Company does not have any accrued interest or penalties related to uncertain tax positions. The Company’s policy is to recognize interest and penalties related to uncertain tax positions in income tax expense. The Company does not have any interest or penalties related to uncertain tax positions in income tax expense for the three months ended June 30, 2013 and 2012. The tax years 2008–2012 remain open to examination by the major taxing jurisdictions to which the Company is subject. |
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Balance Sheets (Parenthetical) (USD $)
|
Jun. 30, 2013
|
Dec. 31, 2012
|
|---|---|---|
| Balance Sheets [Abstract] | ||
| Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
| Preferred stock, Shares authorized | 20,000,000 | 20,000,000 |
| Preferred stock, Shares issued | ||
| Preferred stock, Shares outstanding | ||
| Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
| Common stock, Shares authorized | 80,000,000 | 80,000,000 |
| Common stock, Shares outstanding | 5,199,000 | 5,199,000 |
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Balance Sheets (USD $)
|
Jun. 30, 2013
|
Dec. 31, 2012
|
|---|---|---|
| ASSETS | ||
| TOTAL ASSETS | ||
| Current liabilities | ||
| Accrued liabilities | 1,953 | |
| Note payable - related party | 326,141 | 298,661 |
| Accrued interest - related party | 53,365 | 44,021 |
| TOTAL CURRENT LIABILITIES & TOTAL LIABILITIES | 381,459 | 342,682 |
| Stockholders' deficit | ||
| Preferred stock, ($.0001 par value, 20,000,000 shares authorized; none issued and outstanding) | ||
| Common stock, ($.0001 par value, 80,000,000 shares authorized; 5,199,000 shares outstanding as of June 30, 2013 and December 31, 2012) | 520 | 520 |
| Additional paid-in capital | 49,280 | 49,280 |
| Deficit accumulated during development stage | (431,259) | (392,482) |
| Total stockholders' deficit | (381,459) | (342,682) |
| TOTAL LIABILITIES & STOCKHOLDERS' DEFICIT |
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Related Party Transactions (Details) (USD $)
|
3 Months Ended | 6 Months Ended | 123 Months Ended | |||
|---|---|---|---|---|---|---|
|
Jun. 30, 2013
|
Jun. 30, 2012
|
Jun. 30, 2013
|
Jun. 30, 2012
|
Jun. 30, 2013
|
Dec. 31, 2012
|
|
| Related Party Transactions (Textual) | ||||||
| Total fees | $ 10,000 | |||||
| Note payable - related party | 326,141 | 326,141 | 326,141 | 298,661 | ||
| Notes bear interest at per annum | 6.00% | 6.00% | 6.00% | |||
| Maturity date of notes | Dec. 31, 2013 | |||||
| Interest expense | (4,861) | (3,786) | (9,344) | (7,342) | (53,365) | |
| Accrued interest - related party | 53,365 | 53,365 | 53,365 | 44,021 | ||
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Fountainhead Capital Management Limited [Member]
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||||||
| Related Party Transactions (Textual) | ||||||
| Percentage of shares hold by shareholder | 83.68% | 83.68% | 83.68% | |||
| Quarterly fee payment for Services Agreement | 10,000 | |||||
| Total fees | $ 20,000 | |||||
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Summary of Significant Accounting Policies (Details) (USD $)
|
3 Months Ended | 6 Months Ended | 123 Months Ended | ||
|---|---|---|---|---|---|
|
Jun. 30, 2013
|
Jun. 30, 2012
|
Jun. 30, 2013
|
Jun. 30, 2012
|
Jun. 30, 2013
|
|
| Summary of Significant Accounting Policies (Textual) | |||||
| Net losses generated by Company during period | $ (17,889) | $ (17,791) | $ (38,777) | $ (38,948) | $ (431,259) |
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Summary of Significant Accounting Policies
|
6 Months Ended |
|---|---|
|
Jun. 30, 2013
|
|
| Summary of Significant Accounting Policies [Abstract] | |
| SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES USE OF ESTIMATES
The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
LOSS PER COMMON SHARE
The Company reports loss per share using a dual presentation of basic and diluted loss per share. Basic loss per share excludes the impact of common stock equivalents and is determined by dividing income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted loss per share reflects the potential dilution that could occur if securities and other contracts to issue common stock were exercised or converted into common stock. At June 30, 2013, there were no variances between the basic and diluted loss per share as there were no potentially dilutive securities outstanding.
GOING CONCERN
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company generated net losses of $431,259 during the period of April 15, 2003 (inception) to June 30, 2013. This condition, among others, raises substantial doubt about the Company's ability to continue as a going concern. The Company's continuation as a going concern is dependent on its ability to meet its obligations, to obtain additional financing as may be required and ultimately to attain profitability. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company's continuation as a going concern is dependent upon working capital advances provided by the Company's majority shareholder. There is no assurance that the working capital advances will continue in the future nor that Company will be successful in raising additional funds through other sources.
NEW ACCOUNTING PRONOUNCEMENTS
From time to time new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that may have an impact on the Company’s accounting and reporting. The Company believes that such recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future will not have an impact on its accounting or reporting or that such impact will not be material to its financial position, results of operations and cash flows when implemented. |
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|
Document and Entity Information
|
6 Months Ended | |
|---|---|---|
|
Jun. 30, 2013
|
Aug. 08, 2013
|
|
| Document and Entity Information [Abstract] | ||
| Entity Registrant Name | Yacht Finders, Inc. | |
| Entity Central Index Key | 0001311673 | |
| Amendment Flag | false | |
| Current Fiscal Year End Date | --12-31 | |
| Document Type | 10-Q | |
| Document Period End Date | Jun. 30, 2013 | |
| Document Fiscal Year Focus | 2013 | |
| Document Fiscal Period Focus | Q2 | |
| Entity Filer Category | Smaller Reporting Company | |
| Entity Common Stock, Shares Outstanding | 5,199,000 |