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
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March 31, 2012
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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
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to
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Commission File No.
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000-16974
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BONAMOUR PACIFIC, INC.
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(Exact name of registrant as specified in its charter)
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Nevada
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59-2158586
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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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5190 N. Central Expressway, Suite 900, Dallas, Texas
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75206
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(Address of principal executive offices)
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(Zip Code)
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(214) 855-0808
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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 ¨
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Accelerated filer ¨
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Non-accelerated filer ¨
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Smaller reporting company x
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Page
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||
PART I –FINANCIAL INFORMATION
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1
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ITEM 1.
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FINANCIAL STATEMENTS
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1
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Balance Sheets as of March 31, 2012 (Unaudited) and December 31, 2011 (Audited)
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1
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Statements of Operations for the Three Months Ended March 31, 2012 and 2011 (Unaudited)
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2
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Statements of Cash Flows for the Three Months Ended March 31, 2012 and 2011 (Unaudited)
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3
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Notes to Financial Statements
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4
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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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9
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ITEM 1.
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LEGAL PROCEEDINGS
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9
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ITEM 1A.
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RISK FACTORS
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9
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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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9
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SIGNATURES
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9
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BONAMOUR PACIFIC, INC.
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||||||||
BALANCE SHEETS
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||||||||
March 31,
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December 31,
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|||||||
2012
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2011
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|||||||
(unaudited)
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(audited)
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|||||||
ASSETS
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||||||||
Current Assets:
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||||||||
Prepaid expense
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$ | 963 | $ | 1,925 | ||||
Total current assets
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963 | 1,925 | ||||||
Total assets
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$ | 963 | $ | 1,925 | ||||
LIABILITIES AND STOCKHOLDERS' DEFICIT
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||||||||
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||||||||
Current Liabilities:
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||||||||
Loans payable-related party
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$ | 48,217 | $ | 34,348 | ||||
Accounts payable-trade
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26,344 | 13,278 | ||||||
Total current liabilities
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74,561 | 47,626 | ||||||
Stockholders' Deficit:
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||||||||
Common stock - par value $0.001; 500,000,000 shares authorized;
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||||||||
50,000,000 shares issued and outstanding
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50,000 | 50,000 | ||||||
Additional paid in capital
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261,701 | 261,701 | ||||||
Accumulated deficit
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(385,299 | ) | (357,402 | ) | ||||
Total stockholders' deficit
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(73,598 | ) | (45,701 | ) | ||||
Total liabilities and stockholders' deficit
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$ | 963 | $ | 1,925 |
BONAMOUR PACIFIC, INC.
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||||||||
STATEMENTS OF OPERATIONS
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||||||||
UNAUDITED
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||||||||
Three Months Ended
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||||||||
March 31, 2012
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March 31, 2011
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|||||||
Revenues
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$ | - | $ | - | ||||
Operating expenses:
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||||||||
General and administration
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27,897 | 18,753 | ||||||
Total operating expenses
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27,897 | 18,753 | ||||||
Loss before taxes
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(27,897 | ) | (18,753 | ) | ||||
Provision for income taxes
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- | - | ||||||
Net loss
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$ | (27,897 | ) | $ | (18,753 | ) | ||
Loss per share, basic and diluted
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$ | - | $ | - | ||||
Weighted average number of shares outstanding
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50,000,000 | 38,837,837 |
BONAMOUR PACIFIC, INC.
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||||||||
STATEMENTS OF CASH FLOWS
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||||||||
UNAUDITED
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||||||||
Three Months Ended
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||||||||
March 31, 2012
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March 31, 2011
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|||||||
CASH FLOWS FROM OPERATING ACTIVITIES
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||||||||
Net loss
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$ | (27,897 | ) | $ | (18,753 | ) | ||
Adjustments to reconcile net loss to net cash flows used in
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||||||||
operating activities:
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||||||||
Change in operating assets and liabilities:
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||||||||
Prepaid expenses
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963 | - | ||||||
Accounts payable
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13,065 | 12,406 | ||||||
Net cash flows used in operating activities
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(13,869 | ) | (6,347 | ) | ||||
CASH FLOWS FROM INVESTING ACTIVITIES
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- | - | ||||||
CASH FLOWS FROM FINANCING ACTIVITIES
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||||||||
Funds advanced by related party
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13,869 | - | ||||||
Capital contribution
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- | 6,347 | ||||||
Net cash flows provided by financing activities
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13,869 | 6,347 | ||||||
Decrease in cash
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- | - | ||||||
Cash, beginning of period
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- | 50 | ||||||
Cash, end of period
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$ | - | $ | 50 | ||||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
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||||||||
Interest paid
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$ | - | $ | - | ||||
Income taxes paid
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$ | - | $ | - | ||||
SUPPLEMENTAL DISCLOSURES OF NON-CASH INFORMATION:
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||||||||
Conversion of debt to equity
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$ | - | $ | 36,457 |
Exhibit
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Description
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31.1
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Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14a/Rule 14d-14(a)*
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32.1
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Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350*
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101.1
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Interactive data files pursuant to Rule 405 of Regulation S-T*
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May 10, 2012
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BONAMOUR PACIFIC, INC.
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By:
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/s/ Nathan Halsey
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Nathan Halsey
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President and Chief Executive Officer (Principal Executive Officer, Principal Financial and Accounting Officer and Authorized Signatory)
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(1)
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I have reviewed this quarterly report on Form 10-Q of Bonamour Pacific, Inc.;
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(2)
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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;
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(3)
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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;
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(4)
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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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 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;
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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 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;
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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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(5)
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The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
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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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May 10, 2012
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/s/ Nathan Halsey
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Nathan Halsey
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Principal Executive Officer and Principal Financial Officer
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(1)
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The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
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CAPITAL STOCK
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3 Months Ended |
---|---|
Mar. 31, 2012
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CAPITAL STOCK | |
CAPITAL STOCK | NOTE D CAPITAL STOCK
The Company is authorized to issue up to 500,000,000 shares of common stock at $0.001 par value per share ("Common Stock"). As of March 31, 2012, December 31, 2011, and as of the date of this filing, the Company has 50,000,000 shares of Common Stock issued and outstanding. Holders of Common Stock are entitled to one vote per share and are to receive dividends or other distributions when and if declared by the Company's Board of Directors. None of our Common Stock is subject to outstanding options or rights to purchase, nor do we have any issued and outstanding securities that are convertible into our Common Stock. We have not agreed to register any of our stock. We do not currently have in effect an employee stock option plan. |
RELATED PARTIES
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3 Months Ended |
---|---|
Mar. 31, 2012
|
|
RELATED PARTIES | |
RELATED PARTIES | NOTE C RELATED PARTIES
During the three months ended March 31, 2012, Bon Amour International, LLC (BAI) advanced the Company $13,869 in the form of direct payments to certain vendors to the Company. The advances are non-interest bearing and due on demand. BAI, a shareholder of the Company, provides office space for the Company at no charge. Management considers the Company's current office space arrangement adequate. |
BALANCE SHEETS (USD $)
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Mar. 31, 2012
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Dec. 31, 2011
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---|---|---|
Current Assets: | ||
Prepaid expense | $ 963 | $ 1,925 |
Total current assets | 963 | 1,925 |
Total assets | 963 | 1,925 |
Current Liabilities: | ||
Loans payable-related party | 48,217 | 34,348 |
Accounts payable-trade | 26,344 | 13,278 |
Total current liabilities | 74,561 | 47,626 |
Stockholders Deficit: | ||
Common stock - par value $0.001; 500,000,000 shares authorized; 50,000,000 shares issued and outstanding | 50,000 | 50,000 |
Additional paid in capital | 261,701 | 261,701 |
Accumulated deficit | (385,299) | (357,402) |
Total stockholders deficit | (73,598) | (45,701) |
Total liabilities and stockholders deficit | $ 963 | $ 1,925 |
BASIS OF PRESENTATION AND RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
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3 Months Ended |
---|---|
Mar. 31, 2012
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|
BASIS OF PRESENTATION AND RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | |
BASIS OF PRESENTATION AND RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | NOTE A BASIS OF PRESENTATION AND RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
Interim Financial Reporting
While the information presented in the accompanying interim financial statements is unaudited, it includes all adjustments, which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented in accordance with generally accepted accounting principles in the United States of America ("GAAP"). These interim financial statements follow the same accounting policies and methods of application as used in the December 31, 2011 audited financial statements of Bonamour Pacific, Inc. (the Company). All adjustments are of a normal, recurring nature. Interim financial statements and the notes thereto do not contain all of the disclosures normally found in year-end audited financial statements and these Notes to Financial Statements are abbreviated and contain only certain disclosures related to the three month periods ended March 31, 2012 and 2011. It is suggested that these interim financial statements be read in conjunction with the our audited financial statements and related notes for the year ended December 31, 2011 included in our Form 10K, filed with the Securities Exchange Commission on March 30, 2012. Operating results for the three months ended March 31, 2012 are not necessarily indicative of the results that can be expected for the year ending December 31, 2012.
Recent Accounting Pronouncements
The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on its results of operations, financial position or cash flow. |
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GOING CONCERN
|
3 Months Ended |
---|---|
Mar. 31, 2012
|
|
GOING CONCERN | |
GOING CONCERN | NOTE B -- GOING CONCERN
The financial statements of the Company have been prepared in conformity with GAAP, and assume that the Company will continue as a going concern. The Company expects to incur losses as it expands. To date, the Company's cash flow requirements have been met through the sale of its common stock, cash advances from related parties, and established trade credit. There is no assurance that additional funds will be available for the Company to finance its operations should the Company be unable to realize profitable operations. These conditions, among others, give rise to substantial doubt about the Companys ability to continue as a going concern. The financial statements do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should the Company be unable to continue in operation. |
BALANCE SHEETS PARENTHETICALS (USD $)
|
Mar. 31, 2012
|
Dec. 31, 2011
|
---|---|---|
Common Stock, par or stated value | $ 0.001 | $ 0.001 |
Common Stock, shares authorized | 500,000,000 | 500,000,000 |
Common Stock, shares issued | 50,000,000 | 50,000,000 |
Common Stock, shares outstanding | 50,000,000 | 50,000,000 |
Document and Entity Information
|
3 Months Ended | |
---|---|---|
Mar. 31, 2012
|
Apr. 30, 2012
|
|
Document and Entity Information | ||
Entity Registrant Name | BONAMOUR PACIFIC INC | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2012 | |
Amendment Flag | false | |
Entity Central Index Key | 0000814920 | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 50,000,000 | |
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 | 2012 | |
Document Fiscal Period Focus | Q1 |
STATEMENTS OF OPERATIONS (USD $)
|
3 Months Ended | |
---|---|---|
Mar. 31, 2012
|
Mar. 31, 2011
|
|
Revenues | $ 0 | $ 0 |
Operating expenses: | ||
General and administration | 27,897 | 18,753 |
Total operating expenses | 27,897 | 18,753 |
Loss before taxes | (27,897) | (18,753) |
Provision for income taxes | 0 | 0 |
Net loss | $ (27,897) | $ (18,753) |
Loss per share, basic and diluted | $ 0 | $ 0 |
Weighted average number of shares outstanding | 50,000,000 | 38,837,837 |
STATEMENTS OF CASH FLOWS (USD $)
|
3 Months Ended | |
---|---|---|
Mar. 31, 2012
|
Mar. 31, 2011
|
|
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss. | $ (27,897) | $ (18,753) |
Change in operating assets and liabilities: | ||
Prepaid expenses. | 963 | 0 |
Accounts payable. | 13,065 | 12,406 |
Net cash flows used in operating activities | (13,869) | (6,347) |
CASH FLOWS FROM INVESTING ACTIVITIES | 0 | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Funds advanced by related party | 13,869 | 0 |
Capital contribution | 0 | 6,347 |
Net cash flows provided by financing activities | 13,869 | 6,347 |
Decrease in cash | 0 | 0 |
Cash, beginning of period | 0 | 50 |
Cash, end of period | 0 | 50 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Interest paid | 0 | 0 |
Income taxes paid | 0 | 0 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INFORMATION: | ||
Conversion of debt to equity | $ 0 | $ 36,457 |
INCOME TAXES
|
3 Months Ended |
---|---|
Mar. 31, 2012
|
|
INCOME TAXES | |
INCOME TAXES | NOTE E INCOME TAXES
Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company does not expect to pay any significant federal or state income tax for 2012 as a result of the losses recorded during the three months ended March 31, 2012 as well as additional losses expected for the remainder of 2012 as well as from generating net operating loss carry forwards from prior years. Accounting standards require the consideration of a valuation allowance for deferred tax assets if it is "more likely than not" that some component or all of the benefits of deferred tax assets will not be realized. As of March 31, 2012, the Company maintains a full valuation allowance for all deferred tax assets. Based on these requirements, no provision or benefit for income taxes has been recorded. There were no recorded unrecognized tax benefits at the end of the reporting period. |
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