10-Q 1 aden10qfor06302010.htm Quarterly Report for Aden Solutions Inc. for the Period Ended June 30, 2010

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q

[X]

QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

FOR THE QUARTERLY PERIOD ENDED June 30, 2010

   

OR

   

[   ]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 000-53608


ADEN SOLUTIONS INC.

(Exact name of registrant as specified in its charter)

NEVADA

35-2319209

(State or other jurisdiction of incorporation or organization)

(IRS Employer Identification No.)

70 Chapman Road
Toronto, Ontario

Canada M9P 1E7
(Address of principal executive offices, including zip code.)

1-888-536-ADEN
(telephone number, including area code)

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 (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the last 90 days.
YES [X] NO [   ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [   ] 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," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large Accelerated filer 

 

[   ] 

 

Accelerated filer 

 

[   ] 

Non-accelerated filer 

 

[   ] 

 

Smaller reporting company 

 

[X] 

(Do not check if a smaller reporting company) 

 

 

 

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [X] NO [   ]

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 13,599,200 as of July 30, 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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ADEN SOLUTIONS INC.

FORM 10-Q
June 30, 2010

INDEX

PART I-- FINANCIAL INFORMATION

Item 1.

Financial Statements (Unaudited)

Item 2.

Management's Discussion and Analysis of Financial Condition

Item 3

Quantitative and Qualitative Disclosures About Market Risk

Item 4T.

Controls and Procedures

PART II-- OTHER INFORMATION

Item 1

Legal Proceedings

Item 1A

Risk Factors

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

Item 3.

Defaults Upon Senior Securities

Item 4.

(Removed and Reserved)

Item 5.

Other Information

Item 6.

Exhibits and Reports on Form 8-K

SIGNATURE

EXHIBIT INDEX

 

 

 

 

 

 

 

 

 

 

 

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 PART I - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

Aden Solutions Inc.
(A Development Stage Company)

June 30, 2010

FINANCIAL STATEMENTS 

 

 

Balance Sheets (unaudited) 

 

F-1 

Statements of Expenses (unaudited)  

 

F-2 

Statements of Cash Flows (unaudited) 

 

F-3 

Notes to Unaudited Financial Statements

 

F-4 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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ADEN SOLUTIONS INC.

(A Development Stage Company)

BALANCE SHEETS

(unaudited)

         
         
   

June 30,

 

December 31,

   

2010

 

2009

         

ASSETS

       
         

CURRENT ASSETS

        Cash

$

155

$

18,834

         

TOTAL ASSETS

$

155

$

18,834

         

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

       
         
 

CURRENT LIABILITIES

     

 

Accounts payable

$

4,000

$

500

           
 

TOTAL CURRENT LIABILITIES

 

4,000

 

500

         
           
 

STOCKHOLDERS' EQUITY( DEFICIT)

       
   

Preferred stock, 100,000,000 shares authorized, $0.00001
par value; none issued and outstanding

 

-

 

-

Common stock, 100,000,000 shares authorized, $0.00001
par value; 13,599,200 shares

 
  issued and outstanding  

136

 

136

   

Additional paid-in capital

 

179,874

 

179,874

Deficit accumulated during development stage

(183,855)

(161,676)

   

TOTAL STOCKHOLDERS' EQUITY (DEFICIT)

 

(3,845)

 

18,334

         

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

$

155

$

18,834

 

 

 

 

 

 

 

The accompanying notes are an integral part of these unaudited financial statements.
F-1

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ADEN SOLUTIONS INC.

(A Development Stage Company)

STATEMENTS OF EXPENSES
(Unaudited)

Inception

Three Months

Three Months

Six Months

Six Months

(December 26, 2007)

Ended

Ended

Ended

Ended

Through

June 30, 2010

June 30 2009

June 30, 2010

June 30, 2009

June 30, 2010

EXPENSES

Consulting expense

$

7,912

7,535

$

13,912

$

21,665

$

107,855

Other general and
administrative


110


555


767


2,699


12,907

Legal and accounting

5,000

3,250

7,500

8,250

63,093

TOTAL EXPENSES

13,022

11,340

22,179

32,614

183,855

NET LOSS

$

(13,022)

$

(11,340)

$

(22,179)

$

(32,614)

$

(183,855)

Net loss per common share,

Basic and diluted

$

(0.00)

$

(0.00)

$

(0.00)

$

(0.00)

Weighted average

Common stock shares outstanding- Basic and diluted



13,599,200



13,599,200



13,599,200



13,599,200

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these unaudited financial statements.
F-2

6



ADEN SOLUTIONS INC.

(A Development Stage Company)

STATEMENTS OF CASH FLOWS

(unaudited)

             
   

Six

 

Six

 

From December 26,

   

Months Ended

 

Months Ended

 

2007 (inception) to

   

June 30, 2010

 

June 30, 2009

 

June 30, 2010

             

CASH FLOWS FROM OPERATING ACTIVITIES

           
 

Net loss

$

(22,179)

 

(32,614)

$

(183,855)

 

Adjustments to reconcile net loss to net cash used in operating activities:

           
 

Accounts payable

 

3,500

 

(595)

 

4,000

Net cash used in operating activities

 

(18,679)

 

(33,209)

 

(179,855)

             

CASH FLOWS FROM FINANCING ACTIVITIES

           
 

Proceed from issuance of common stock

 

-

 

-

 

180,010

               

Net cash provided by financing activities

 

-

 

-

 

180,010

             

Net change in cash

 

(18,679)

 

(33,209)

 

155

             

Cash, beginning of period

 

18,834

 

76,526

 

-

             

Cash, end of period

$

155

$

43,317

$

155

             

SUPPLEMENTAL CASHFLOW DISCLOSURES

           
 

Interest paid

$

-

$

-

$

-

 

Income taxes paid

$

-

$

-

$

-

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these unaudited financial statements.
F-3

7



Aden Solutions Inc.
(A Development Stage Company)
Notes to the Financial Statements
(Unaudited)
June 30, 2010

NOTE 1.     BASIS OF PRESENTATION

The accompanying unaudited interim financial statements of Aden Solutions Inc. ("Aden Solutions"), have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in Aden's Annual Report filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicated the disclosure contained in the audited financial statements for fiscal 2009 as reported in the Form 10-K have been omitted.

NOTE 2.     GOING CONCERN

These financial statements have been prepared on a going concern basis, which implies Aden Solutions will continue to meet its obligations and continue its operations for the next fiscal year. Realization value may be substantially different from carrying values as shown and these financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should Aden Solutions be unable to continue as a going concern. As at June 30, 2010, Aden Solutions has not generated revenues and has accumulated losses since inception. The continuation of Aden Solutions as a going concern is dependent upon the continued financial support from its shareholders, the ability of Aden Solutions to obtain necessary equity financing to continue operations, and the attainment of profitable operations. These factors raise substantial doubt regarding Aden Solutions' ability to continue as a going concern.

NOTE 3 - SUBSEQUENT EVENTS

The Company evaluated all events or transactions that occurred after June 30, 2010 up through the date the Company issued these financial statements.  On July 22, 2010, the company entered into a loan agreement with CRG Finance AG whereby CRG Finance AG loaned us $10,000. The loan is due upon demand and compounds interest at 7.5% per annum, based on a 365 day calendar year.

 

 

 

F-4

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ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

    This section of the report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

    We are a development stage corporation and have not started operations or generated or realized any revenues from our business operations.

    Our auditors have issued a going concern opinion. This means that our auditors believe there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated any revenues and no revenues are anticipated until we complete the development of our website, source-out purveyors of services for products to sell and source-out clients to buy our services. We believe the technical aspects of our website will be sufficiently developed to use for our operations within the next 90 days. Although we raised $179,960, we do not know how long the money will last.  We cannot guarantee that once we begin operations we will stay in business after operations have commenced. If we are unable to successfully negotiate strategic alliances with purveyors of services to enable us to offer these services to our clients, or if we are unable to attract enough clients to utilize our services, we may quickly use up the proceeds from our public offering and will need to find alternative sources, like a second public offering, a private placement of securities, or loans from our officer or others in order for us to maintain our operations. At the present time, we have not made any arrangements to raise additional cash, other than through our public offering.

    If we need additional cash and cannot raise it, we will either have to suspend operations until we do raise the cash, or cease operations entirely. We believe the money raised from our public offering will sustain us partially through the year but with limited funds available to develop a growth strategy. Other than as described in this section, we have no other financing plans.

Plan of Operation

Although we raised $179,960, we do not know how quickly we will use these funds. We will not be conducting any product research or development. We do not expect to purchase or sell plant or significant equipment. Further we do not expect significant changes in the number of employees.

Our specific goal is to profitably sell our services on our Internet website to the luxury market travelers. We intend to accomplish the foregoing through the following milestones:

1.

We intend to contact and negotiate with high-end five-star resorts, hotels, retreats, Spas, limousine services and private charter airlines to offer their products and services on our website. We will also develop strategic relationships with travel agents, convention centers and spas. We plan to attend industry trade shows that are oriented towards creating opportunities for us to develop important relationships with the management of luxury properties in the US and Canada. We believe we should have a minimum of three strategic alliances negotiated and signed within 30 days of attending the travel expo. The negotiation of additional alliances with service

 

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providers and the further development of the website will be ongoing during the life of our operations. As more service providers are added and as our customer database expands, we will have to be continually upgrading the website. We believe that it will cost up to $20,000 in order to have our website initially operational and $10,000 to have our database initially ready to receive information. Both the initial operation of the website and the database is anticipated to be ready within 60 days from the start date. The start date will be once a minimum of three resorts or retreats have agreed to let us represent them. As additional alliances are negotiated with service providers, we will up-grade the website. As our customer base increases we will up-grade the database. Both upgrades will be ongoing during the life of our operations.

 

2.

As soon as our website is fully operational, which as we have said will be approximately 60 days from the start date, we will begin to market our website in the United States and in Canada through traditional sources such as trade magazines, conventions and conferences, newspaper advertising, billboards, telephone directories and flyers/mailers. We also intend to attend tradeshows and conferences. We intend to target business executives, corporations and high-income individuals to become potential users of our services. Initially, we will aggressively court the key database of corporate contacts provided by our president, Silvia Soltan. We may utilize inbound links that connect directly to our website from other sites. Potential clients can simply click on these links to become connected to our website from search engines and community and affinity sites. We believe that it will cost a minimum of $15,000 for our marketing campaign. Marketing is an ongoing matter that will continue during the life of our operations. We also believe that we should begin to see results from our marketing campaign within 30 days from its initiation, or 90 days from the start date.

 

3.     

Our marketing program will combine sourcing out service providers as well as clients to utilize those services. The process of sourcing out service providers includes identifying owners and management of resorts, hotels, retreats, spas, private charter companies, etc. via the Internet and research in trade magazines and directories. This process will start as soon as our website is fully operational and will be ongoing during the life of our operations. Sourcing potential clients may consist of telephone surveys and may contain questions that would "qualify" the potential clients. It will also involve research into existing databases available via the Internet to target and extract the applicable names and contacts to create our own customized database. We intend to look into the databases of travel journals, business magazines, newspapers, trade magazines as well as telephone directories. The cost to source and analyze all of the material to identify suitable candidates to develop and maintain the database is estimated to be $10,000 to $20,000.

    In summary, we should be in full operation and receiving orders within the next 100 days. We estimate that we will generate revenue 120 to 180 days after beginning operations. Until our website is fully operational, we do not believe that clients will use our services to book their travel arrangements. We believe, however, that once our website is fully operational and we are able to provide a wide selection of services that we can offer to potential clients, they will utilize our services as their "personal concierge" for their travel needs.

    If we are unable to negotiate suitable terms with service providers to enable us to represent their companies, or if we are unable to attract clients to use our services, we may have to suspend or cease operations.

 

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    If we cannot generate sufficient revenues to continue operations, we will suspend or cease operations. If we cease operations, we do not know what we will do and we do not have any plans to do anything else.

Limited operating history; need for additional capital

    There is no historical financial information about us upon which to base an evaluation of our performance. We are in start-up stage operations and have not generated any revenues. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in services and products.

    To become profitable and competitive, we have to locate and negotiate agreements with service providers to allow us to represent them for a percentage-based commission. We then have to locate clients to book those services through us. We are seeking equity financing to provide for the capital required to implement our operations.

    We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. Equity financing could result in additional dilution to existing shareholders.

Results of operations

From Inception on December 26, 2007 to June 30, 2010

    During the period we incorporated the company, hired the attorney, and hired the auditor for the preparation of our registration statement. We have prepared an internal business plan. We have launched a website at "adensolutions.com." Our loss since inception is $183,855 of which $63,093 is for legal and accounting fees, $12,907 is for other general and administrative expenses, and $107,855 is for consulting expenses.

    From inception through June 30, 2010, we sold 10,000,000 post dividend shares of common stock to our sole officer and director for $50.

    On September 29, 2008, we closed our public offering by issuing 3,599,200 post dividend shares of common stock and raising $179,960.

Liquidity and capital resources

As of the date of this report, we have yet to generate any revenues from our business operations.

We issued 10,000,000 post dividend shares of common stock through a Section 4(2) offering in December 2007. This was accounted for as a sale of common stock.

    In September, 2008, we completed our public offering by raising $179,960 and issuing 3,599,200 post dividend shares of our common stock.

 

11



    On August 14, 2009, our board of directors voted and approved a stock dividend on the basis of 1 additional share of common stock for each one share outstanding. At the time of the stock dividend there were 6,799,600 shares of common stock outstanding.

    On August 27, 2009, we obtained approval from the Financial Industry Regulatory Authority to issue a 2-1 dividend of our common stock. Prior to the dividend we had 6,799,600 shares of common stock issued and outstanding. As of June 30, 2010, we had 13,599,200 post-dividend common shares issued and outstanding.

    On July 22, 2010, we entered into a loan agreement with CRG Finance AG whereby CRG Finance AG loaned us $10,000. The loan is due upon demand and compounds interest at 7.5% per annum, based on a 365 day calendar year.

    As of June 30, 2010, our total assets consisted of cash and totaled $155. Our total liabilities were $4,000.

Off-Balance Sheet Arrangements

    We have no off-balance sheet arrangements


ITEM 3.     QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

    We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.


ITEM 4T.     CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

    Our Chief Executive Officer has reviewed and evaluated the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 240.13a-15(e) or 15d-15(e)) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer has concluded that our current disclosure controls and procedures are not effective as of June 30, 2010, due to the lack of financial reporting personnel because of the lack of financial resources.

Changes in Internal Controls over Financial Reporting

    There has been no change in our internal control over financial reporting during the relevant period that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

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PART II. OTHER INFORMATION


ITEM 1.     LEGAL PROCEEDINGS.

    Currently we are not aware of any litigation pending or threatened by or against the Company.


ITEM 1A.     RISK FACTORS

    We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.


ITEM 2.     UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

    On March 17, 2008, the SEC declared our Form S-1 registration statement effective (SEC File no. 333-149600) allowing us to sell 1,000,000 shares of common stock minimum, 2,000,000 shares of common stock maximum at an offering price of $0.10 per share. There was no underwriter involved in our public offering. On September 29, 2008, we completed our public offering by issuing 1,799,600 shares of common stock and raising $179,960.

    The funds were used as follows:

General and administrative expenses

$

12,907

Consulting Fees

$

107,855

Legal and accounting Fees

$

63,093

Total remaining

$

155

    From inception through June 30, 2010, we sold 5,000,000 shares of common stock to our sole officer and director for $50.


ITEM 3.     DEFAULTS UPON SENIOR SECURITIES.

    None.


ITEM 4.     (REMOVED AND RESERVED)


ITEM 5.     OTHER INFORMATION.

    None.

 

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ITEM 6.     EXHIBITS

    The following documents are included herein:

Exhibit No. 

Document Description

   

31.1             

Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-15(e) and 15d-15(e), promulgated under the Securities and Exchange Act of 1934, as amended.

 

32.1     

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer and Chief Financial Officer).

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities on this 30th day of July, 2010 at Toronto, Ontario, Canada.

 

ADEN SOLUTIONS INC.

(Registrant)

 

BY:

SILVIA SOLTAN

   

Silvia Soltan, President, Principal Executive Officer, Secretary, Treasurer, Principal Financial Officer, Principal Accounting Officer and sole member of the Board of Directors.

 

 

 

 

 

 

 

 

 

 

 

 

 

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EXHIBIT INDEX

Exhibit No. 

Document Description

   

31.1             

Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-15(e) and 15d-15(e), promulgated under the Securities and Exchange Act of 1934, as amended.

 

32.1     

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer and Chief Financial Officer).

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