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GTSO - Form 10-Q Green Technology Solutions for Sept 30, 2011 - 11/14/2011
http://xml.10wizard.com/filing_raw.php?repo=tenk&ipage=7907916
Form 10Q GTSO - Green Technology Solutions 10Q for 09/30/2011
Sorry D Big:
I have so much invested in this "dream" of a stock that it's just killing me that there are no PR's, no new's, no NOTHING and I've been (upside down) in this stock for over 6 months waiting for something - ANYTHING to happen to, at the least, allow me to break even.
I'm in it for the long haul, however, I don't want to see my investment "hauled" away into nothingness!!!!!
Big: - When you say "they" do you mean a human or a recording?
Pip:
I have just (like in the last 3 minutes) gone through the Fresh Start Private website and called every single one of the phone numbers listed ON EVERY PAGE within the site....THEY ARE ALL DISCONNECTED (or "No longer in use.")
EXCEPT FOR (949) 209-8964 - is poor manis just an average citizen who was given this residential number about a month ago!!!!! It is his residence and he has been BOMBARDED with angry phone calles from CEYY investors wanting to know what's going on.
So....Pip....when is this POS gonna take off or have we all been taken for a F*N ride on our investment??????
Seriously, go the the Fresh Start website and start calling ALL of the numbers listed (again, except 949-209-8964 - poor fellow!) and see if anyone of the them work!!!!!
My beloved CEYY Guru's that are smarter than me....I have some questions that I don't understand - or - know how to go about finding the answer's to. ANY HELP would be greatly appreciated!!!!
1. I know that the 10-Q/A dated TODAY - (re)states that:
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
The following discussion should be read in conjunction with the information contained in the financial statements of Fresh Start Private Management (“FSPM”) and the notes which form an integral part of the financial statements which are attached hereto.
The financial statements mentioned above have been prepared in conformity with accounting principles generally accepted in the United States of America and are stated in United States dollars.
Why is CEYY NOT having to consolidate it's financial statements with it's "subsidiary"????
I thought it was common knowledge that the merger had ALREADY taken place.....PLEASE - someone smarter then me explain this to me!!!!! Seriously, and thank you in advance!!!!
Sorry RED - I guess I had such HIGH, HIGH hopes and although they are slowly going in the S(-)!TT3R - I am still grasping at any and all straws hoping that we have ALL missed SOMETHING that will give us our hope back!
Can't blame a Gal for tryin' :(
Maybe this helps better....
http://xml.10kwizard.com/filing_raw.php?repo=tenk&ipage=7879365
My men and friends, It's 6:13 am (central) and I have a gal I have to get up and get ready for the 4th grade this morning. Considering that last night was Halloween - after Fri/Sat/Sun Halloween stuff, too - I am worn out!
Please help me pick apart this 10K data ( and let me sleep another hour or two) and let's all get our idea's and heads (no pun intended) together to pick this this B!T(H apart!!!!
Thank you in advance for your help with me and our continuing DD /for CEYY!!!!!
CEYY - HOT OFF THE PRESS - Haven't had time to read it yet, but I'm pretty sure I'll cry. Please help me read and give your opinions - as I sure as hell will as soon as I read it - AGain, sorry, I was just so excited to get some type of something I wanted to post it ASAP - Godspeed - WE ALL NEED IT!!!
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(X )QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2011
( )TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
For the transition period from to
Commission File number 333-153381
FRESH START PRIVATE MANAGEMENT, INC.
(Exact name of registrant as specified in its charter)
Nevada26-1972677
(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)
11010 East Boundary Road, Elk, Washington 99009
(Address of principal executive offices)
509.714.5236
(Issuer’s telephone number)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 past 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 (§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). The registrant has not been phased into the Interactive Data reporting system.
Yes [ X ]No [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small reporting company. See definition of “large accelerated filer”, “accelerated filer” and “small reporting company” Rule 12b-2 of the Exchange Act.
Large accelerated [ ] Accelerated filer [ ]
Non-accelerated filer [ ]
(Do not check if a small reporting company)
Small reporting company [X]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)
Yes [X] No [ ]
1 APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: July 29, 2011: 75,430,000 common shares with a par value of $0.001 per share.
2 INDEX
ITEM 1.Financial Statements4
Balance Sheets as at June 30, 2011 and December 31, 2010F-1
Statements of Operations
For the three and six months ended June 30, 2011 and 2010 for the period January 28, 2008 (Date of Inception) to June 30, 2011
F-2
Statement of Shareholders’ Equity (Deficit)F-3
Statements of Cash Flows
For the three and six months ended June 30, 2011 and 2010 and for the period January 28, 2008 (Date of Inception) to June 30, 2011F-4 Notes to the Financial Statements.F-5-6
ITEM 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations5
ITEM 3.Quantitative and Qualitative Disclosures about Market Risk9
ITEM 4.Controls and Procedures9
PART 11.OTHER INFORMATION11
ITEM 1.Legal Proceedings11
ITEM 1A.Risk Factors11
ITEM 2.Unregistered Sales of Equity Securities and Use of Proceeds11
ITEM 3.Defaults Upon Senior Securities11
ITEM 4.[REMOVED AND RESERVED]12
ITEM 5.Other Information12
ITEM 6.Exhibits12
SIGNATURES.14
3 DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS
This Form 10-Q contains statements that constitute forward-looking statements. The words “expect,” “estimate,” “anticipate,” “predict,” “believe,” and similar expressions and variations thereof are intended to identify forward-looking statements. Such forward-looking statements include statements regarding, among other things, (a) our estimates of raw material, (b) our projected sales and profitability, (c) our growth strategies, (d) anticipated trends in our industry, (e) our future financing plans, (f) our anticipated needs for working capital and (g) the benefits related to ownership of our common stock. This information may involve known and unknown risks, uncertainties, and other factors that may cause our actual results, performance, or achievements to be materially different from the future results, performance, or achievements expressed or implied by any forward-looking statements for the reasons, among others, described within the various sections of this Form 10-Q.
In light of these risks and uncertainties, there can be no assurance that the forward-looking statements contained in this Form 10-Q will in fact occur as projected. We undertake no obligation to release publicly any updated information about forward-looking statements to reflect events or circumstances occurring after the date of this Form 10-Q or to reflect the occurrence of unanticipated events.
ITEM 1. FINANCIAL STATEMENTS
4 FRESH START PRIVATE MANAGEMENT, INC.
(A Development Stage Company)
BALANCE SHEETS
June 30, December 31,
2011 2010
(unaudited)
ASSETS
CURRENT ASSETS
Cash $ 1,116 $ 1,866
Prepaid expense - -
Note receivable 88,000 88,000
Interest receivable 2,380 1,070
Total Current Assets 91,496 90,936
OTHER ASSETS
License 3,970,575 3,970,575
Total Other Assets 3,970,575 3,970,575
TOTAL ASSETS$ 4,062,071 $ 4,061,511
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable$ 19,381 $ 19,068
Note payable - related party 16,313 -
Note payable - -
Total Current Liabilities 35,694 19,068
COMMITMENTS AND CONTINGENCIES - -
STOCKHOLDERS' EQUITY
Common stock subscribed 4,070,575 4,070,575
Common stock, $0.001 par value; 200,000,000 shares
authorized, 75,430,000 shares issued and outstanding
at June 30, 2011 and December 31, 2010, respectively 75,430 75,430
Additional paid-in capital 18,000 18,000
Accumulated deficit (137,628) (121,562)
Total Stockholders' Equity 4,026,377 4,042,443
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY$ 4,062,071 $ 4,061,511
F-1
FRESH START PRIVATE MANAGEMENT, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
Period from
Three Months Three Months Six Months Six Months January 28, 2008
Ended Ended Ended Ended (Inception) to
June 30, June 30, June 30, June 30, June 30,
2011 2010 2011 2010 2011
(unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
REVENUES$ - $ - $ - $ - $ -
OPERATING EXPENSES
Consulting - 1,291 10,000 - 16,814
Professional fees 5,938 5,150 6,688 481 28,698
General and administrative expenses 688 311 688 5,707 14,238
Total operating expenses 6,626 6,752 17,376 6,188 59,750
LOSS FROM OPERATIONS (6,626) (6,752) (17,376) (6,188) (59,750)
OTHER INCOME
Interest income 659 - 1,310 - 2,380
TOTAL OTHER INCOME 659 - 1,310 - 2,380
LOSS BEFORE TAXES (5,967) (6,752) (16,066) (6,188) (57,370)
INCOME TAX EXPENSE - -
NET LOSS$ (5,967)$ (6,752)$ (16,066)$ (6,188) $ (57,370)
NET LOSS PER COMMON SHARE,
BASIC AND DILUTED$ (0.00)$ (0.00)$ (0.00)$ (0.00)
WEIGHTED AVERAGE NUMBER
OF COMMON SHARES OUTSTANDING,
BASIC AND DILUTED 75,430,000 361,968,462 75,430,000 405,959,862
F-2
FRESH START PRIVATE MANAGEMENT, INC.
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY
Common Additional Total
Common Stock Stock Paid-in Accumulated Stockholders'
Shares Amount Subscribed Capital Deficit Equity (Deficit)
Common stock issued for cash
at $0.001 per share 400,000,000 $ 400,000 $ - $ - $ (398,000) $ 2,000
Common Stock for services
at $0.01 per share 40,000,000 40,000 - - (38,000) 2,000
-
Cancellation of stock issued for -
services at $0.08 per share (20,000,000) (20,000) - - 19,000 (1,000)
Common stock issued for cash
at $0.08 per share 5,155,000 5,155 - - (3,093) 2,062
Net loss for period ended
December 31, 2008 - - - - (5,021) (5,021)
Balance, December 31, 2008 425,155,000 $ 425,155 $ - $ - $ (425,114) $ 41
Common stock issued for cash at
$0.08 per share 25,275,000 25,275 - - (15,165) 10,110
Net loss for period ended -
December 31, 2009 - - - - (13,197) (13,197)
Balance, December 31, 2009 450,430,000 $ 450,430 $ - $ - $ (453,476) $ (3,046)
Common stock redemption (355,000,000) (355,000) - - 355,000 -
Common stock issued for subscribed - - 100,000 - - 100,000
Common stock cancelled in lieu of accounts
payable (20,000,000) (20,000) - 18,000 - (2,000)
Common stock subscribed for license at
$0.70 per share on October 28, 2010 - - 3,970,575 - - 3,970,575
Net loss for period ended -
December 31, 2010 - - - - (23,086) (23,086)
Balance, December 31, 2010 75,430,000 $ 75,430 $ 4,070,575 $ 18,000 $ (121,562) $ 4,042,443
Net loss for period ended -
June 30, 2011 - - - - (16,066) (16,066)
Balance, June 30, 2011 (unaudited) 75,430,000 $ 75,430 $ 4,070,575 $ 18,000 $ (137,628) $ 4,026,377
F-3
FRESH START PRIVATE MANAGEMENT, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
Period from
January 28, 2008
Six Months Ended Through
June 30, June 30, June 30,
2011 2010 2011
(unaudited) (unaudited) (unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss)$ (16,066) (6,188) $ (57,370)
Cancellation of common stock issued for services 1,000
Adjustments to reconcile net loss to net cash -
provided (used) by operating activities: -
Decrease (increase) in prepaids 2,500 -
Decrease (increase) in accrued interest (1,310) - (2,380)
Increase (decrease) in accounts payable 313 954 17,381
Net cash (used) by operating activities (17,063) (2,734) (41,369)
CASH FLOWS PROVIDED BY INVESTING ACTIVITIES:
Note receivable (88,000)
Net cash used by investing activities - - (88,000)
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES:
Proceeds from sale of common stock - 114,352
Proceeds from note payable - related party - 100
Repayment of note payable - related party - (100)
Proceeds from note payable 16,313 (180) 16,133
Net cash provided by financing activities 16,313 (180) 130,485
Net increase (decrease) in cash and cash equivalents (750) (2,914) 1,116
Cash at beginning of period 1,866 5,656 -
Cash at end of period$ 1,116 $ 2,742 $ 1,116
SUPPLEMENTAL CASH FLOW DISCLOSURES:
Income taxes paid$ - - $ -
Interest paid - - -
NON-CASH FINANCING AND INVESTING ACTIVITIES:
Common stock subscribed for license$ 3,970,575 $ - $ 3,970,575
Cancellation of shares issues for services in lieu of accounts payable$ 2,000 $ - $ 2,000
F-4
NOTE 1 – DESCRIPTION OF BUSINESS
The accompanying unaudited financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America. However, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted or condensed pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of management, all adjustments of a normal recurring nature necessary for a fair presentation have been included. The results for interim periods are not necessarily indicative of results for the entire year. These condensed financial statements and accompanying notes should be read in conjunction with the Company’s annual financial statements and the notes thereto for the fiscal year ended December 31, 2010 included in its Annual Report on Form 10-K.
Nature of Business
Fresh Start Private Management, Inc. (“FSPM”) was originally incorporated as Cetrone Energy Company on January 28, 2008 in the State of Nevada. The principal business of the Company originally was to develop “green” renewable fuel source for agricultural operations, specifically biodiesel. On July 26, 2010, the Company filed an amendment to its Articles of Incorporation changing its name to Fresh Start Private Management Inc. The Company signed a letter of intent with Fresh Start Private, Inc. (“FSP”) in anticipation of a merger. FSP owns certain know how and intellectual property dealing with the treatment of alcoholism and operates a medical clinic in Orange County, California. The Company’s year-end is December 31. The Company currently has no operations or realized revenues from its planned principle business purpose and, in accordance with FASB ASC 915 “Development Stage Entities,” is considered a Development Stage Enterprise.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES
This summary of significant accounting policies of FSPM is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America, and have been consistently applied in the preparation of the financial statements.
Estimates
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash and cash equivalents
For the Statements of Cash Flows, all highly liquid investments with maturity of three months or less are considered to be cash equivalents. There were no cash equivalents as of June 30, 2011 or December 31, 2010.
Income taxes
The Company accounts for income taxes under FASB ASC 740 "Income Taxes." Under the asset and liability method of FASB ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under FASB ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.
F-5
Share Based Expenses
FASB ASC 718 "Compensation - Stock Compensation" prescribes accounting and reporting standards for all stock-based payments award to employees, including employee stock options, restricted stock, employee stock purchase plans and stock appreciation rights, may be classified as either equity or liabilities. The Company determines if a present obligation to settle the share-based payment transaction in cash or other assets exists. A present obligation to settle in cash or other assets exists if: (a) the option to settle by issuing equity instruments lacks commercial substance or (b) the present obligation is implied because of an entity's past practices or stated policies. If a present obligation exists, the transaction should be recognized as a liability; otherwise, the transaction should be recognized as equity The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of FASB ASC 505-50 "Equity - Based Payments to Non-Employees." Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date.
Fair Value of Financial Instruments
The Company's financial instruments as defined by FASB ASC 825-10-50 “Financial Instruments,” include cash, trade accounts receivable, and accounts payable and accrued expenses. All instruments are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at June 30, 2011
FASB ASC 820 “Fair Value Measurements and Disclosures,” defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows:
Level 1. Observable inputs such as quoted prices in active markets;
Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and
Level 3. Unobservable inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions.
The Company does not have any assets or liabilities measured at fair value on a recurring basis at June 30, 2011 and 2010. The Company did not have any fair value adjustments for assets and liabilities measured at fair value on a nonrecurring basis during the period ended June 30, 2011 and 2010.
Recent Accounting Pronouncements
The Company has determined that the adoption of any proposed accounting pronouncements will not have an impact on the consolidated financial statements, as the Company does not currently have any such arrangements with its customers.
Going Concern
As shown in the accompanying financial statements, the Company had negative working capital and an accumulated deficit incurred through June 30, 2011. The Company currently has minimal operations which raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence.
An estimated $120,000 is believed necessary to continue operations and increase development through the next fiscal year. The timing and amount of capital requirements will depend on a number of factors, including demand for products and services and the availability of opportunities for expansion through affiliations and other business relationships. Management intends to seek new capital from new equity securities issuances to provide funds needed to increase liquidity, fund internal growth, and fully implement its business plan.
F-6
NOTE 3– INTANGIBLE ASSETS
On October 28, 2010, the Company acquired an exclusive product license, which included the right to use the Naltrexone Implant and any procedures related to the licensed product. The Company paid a onetime license fee of 7.5% of the total common shares outstanding on the date of the agreement, or 5,672,250 common shares at the market value of $0.70 per share as of the date of the agreement. Total value of the license is recorded as $3,970,575. Additionally, the Company will pay $600 for each prescription request of the licensed product. The agreement will remain in force for so long as the Company continues to use the Licensed Product.
For the purposes of the Asset Purchase Agreement, “Assets” shall mean those assets that are related to the Trademark and the Intellectual Property that are or were used or created by Licensor in its conduct of business, including all assets, rights, interests, and properties of Licensor of whatever nature, tangible or intangible, real or personal, fixed or contingent, except for the Trademark and the Intellectual Property. For all assets received, the Company paid $10.00 in cash.
NOTE 4– CAPITAL STOCK
Common Stock
The Company is authorized to issue 200,000,000 shares of common stock. All shares have equal voting rights, are non-assessable and have one vote per share. Voting rights are not cumulative and, therefore, the holders of more than 50% of the common stock could, if they choose to do so, elect all of the directors of the Company.
In its initial capitalization, the Company issued 2,200,000 shares of common stock for a total of $2,000 cash, and $2,000 in services. Subsequent to the issuance of shares, a consultant was unable to complete the required services and 100,000 shares for $1,000 in services were returned to the Company.
During the year ended December 31, 2008 the Company sold 25,775 shares of common stock pursuant to a registered offering at $0.08 per share for total cash of $2,062.
During the year ended December 31, 2009, the Company sold 126,375 shares of common stock pursuant to a registered offering at $0.08 per share for total cash of $10,110.
On June 7, 2010 the Board of Directors approved and on July 26, 2010, the State of Nevada approved Cetrone Energy Company’s restated Articles of Incorporation, which increased its capitalization from 50,000,000 common shares to 200,000,000 common shares and changing the entity name to Fresh Start Private Management, Inc.
On June 7, 2010, the President of the Company agreed to redeem 1,775,000 shares of common stock, which the Company cancelled and did not hold in treasury.
On June 7, 2010 shareholders approved a forward split of its common stock at two hundred (200) shares for one (1) share of the existing shares. The number of common stock shares outstanding increased from 477,150 to 95,430,000. Prior period information has been restated to reflect the stock split.
On July 31, 2010, the Company sold 200,000 shares of common stock for $100,000 cash. As of December 31, 2010, the shares were unissued and considered subscribed.
On October 28, 2010, the Company redeemed 20,000,000 shares of stock initially issued for $2,000 in services for $2,000 in accounts payable.
The shares to be issued for the license agreements listed in Note 3 were not issued as of December 31, 2010 and considered subscribed. Management expects shares to be issued in the third quarter of 2011.
Net loss per common share
Net loss per share is calculated in accordance with FASB ASC 260, “Earnings Per Share.” The weighted-average number of common shares outstanding during each period is used to compute basic loss per share. Diluted loss per share is computed using the weighted average number of shares and dilutive potential common shares outstanding. Dilutive potential common shares are additional common shares assumed to be exercised.
Basic net loss per common share is based on the weighted average number of shares of common stock outstanding during 2011 or 2010 and since inception. As of June 30, 2011 and June 30, 2010 and since inception, the Company had no dilutive potential common shares.
F-7 ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
The following discussion should be read in conjunction with the information contained in the financial statements of Fresh Start Private Management (“FSPM”) and the notes which form an integral part of the financial statements which are attached hereto.
The financial statements mentioned above have been prepared in conformity with accounting principles generally accepted in the United States of America and are stated in United States dollars.
FSPM is a start-up, development stage company, incorporated in the State of Nevada on January 28, 2008 and with a fiscal year end of December 31.
For the three months ended June 30, 2011 the Company had not generated any revenue, had interest income of $659 and operating expenses of $6,626 resulting in an operation loss for the fiscal quarter of $5,967. The operating loss for the three month period ending June 30, 2011 is a result of general and administrative expense of $688 and professional fees of $5,938. This compares to a loss of $6,752 for the three months ended June 30, 2010. In both years, the expenses of the Company were for filing compliance while a merger partner was located. The Company currently has approximately $1,116 of cash on hand and total assets of $4,062,071 with total liabilities of $35,694.
For the six months ended June 30, 2011 the Company had not generated any revenue, had interest income of $1,310 and operating expenses of $17,376 resulting in an operation loss for the fiscal year to date of $16,066. The operating loss for the six month period ending June 30, 2011 is a result of general and administrative expense of $688 and professional fees of $16,688. This compares with a loss of $12,940 in the six months ended June 30, 2010. In both years, the expenses of the Company were for filing compliance while a merger partner was located.
The Company intends to develop its business in alcohol abuse treatment and alcohol detox rehabilitation. On October 28, 2010, the Company acquired an exclusive product license, which included the right to use the Naltrexone Implant for alcohol Treatment and any procedures related to the licensed product.
On November 22, 2010, the Company entered into an intellectual property license and asset purchase agreement which included an exclusive right to use the Trademark “Fresh Start Private” and Intellectual Property, including written grogram regarding alcohol addiction, alcohol withdrawal, alcohol abuse treatment and alcohol detox rehabilitation. Finalization of the intellectual property license and asset purchase agreement is subject to due diligence by FSPM board members along with audited financial statements from FSP. FSP currently operates a clinic in Orange County California.
Principal Office
The Company does not currently lease office space.
Other information
As of June 30, 2011 FSPM had 75,430,000 shares outstanding.
FSPM is responsible for filing various forms with the United States Securities and Exchange Commission (the “SEC”) such as Form 10K and Form 10Qs. The shareholders may read and copy any material filed by FSPM with the SEC at the SEC’s Public Reference Room at 100 F Street, N.E., Washington, DC, 20549. The shareholders may obtain information on the operations of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site that contains reports, proxy and information statements, and other information which FSPM has filed electronically with the SEC by assessing the website using the following address: http://www.sec.gov.
5 Description of the Property
We own no property. FSPM’s management does not currently have policies regarding the acquisition or sale of real estate assets primarily for possible capital gain or primarily for income. FSPM does not presently hold any investments or interests in real estate, investments in real estate mortgages or securities of or interests in persons primarily engaged in real estate activities.
Plan of Operation
We must raise cash to implement our business plan. We will require approximately $120,000 for the next twelve months in order to continue our proposed business. We have accounts payable of $19,381. We estimate that we will require $12,000 for reporting requirements (bookkeeping, accounting, and filing fees). If we are unable to secure additional funding within the next three to four months our business will likely fail and any investment made into the Company would be lost in its entirety.
Since incorporation, the Company has financed its operations through minimal initial capitalization and nominal business activity. As of June 30, 2011 we had $1,116 of cash on hand. We had total liabilities of $35,694.
FSPM has a new product using an FDA approved drug Naltrexone in the treatment of alcoholism. The Company's research has indicated that demand for its services are high, and that growth in highly marketed segments of the population may be achieved through additional clinic sites.
FSPM's goal is to meet its growth targets through f licensing opportunities by promoting its product and services to existing medical clinics and treatment centers that will be will be charged a franchise fee and a percentage of sales.
The Company intends to also open corporately owned clinics in key markets where it has already established a foothold on the industry.
If FSPM does not produce sufficient cash flow to support its operations over the next 12 months, the Company will need to raise additional capital by issuing capital stock in exchange for cash in order to continue as a going concern.
There are no formal or informal agreements to attain such financing. FSPM cannot assure any investor that, if needed, sufficient financing can be obtained or, if obtained, that it will be on reasonable terms. Without realization of additional capital, it would be unlikely for operations to continue and any investment made by an investor would be lost in its entirety.
FSPM management does not expect to incur research and development costs within the next twelve months.
FSPM currently does not own any significant plant or equipment that it would seek to sell in the near future
The Company has not paid for expenses on behalf of any director. Additionally, FSPM believes that this policy shall not materially change within the next twelve months.
6 Competitive Factors
There are many benefits of the Fresh Start Program compared to other traditional alcohol treatments. As the Fresh Start treatment is administered on an out patient basis there is no need for patients to leave their work and family for any extended period of time. With over 5,000 patients successfully treated the Fresh Start team has the experience to handle all alcohol addiction scenarios. The Fresh Start Private program is also less expensive that many traditional treatment centers.
Regulations - We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to the treatment of alcoholism and use of pharmaceuticals. Moreover, if we begin treatment, we may have expenses to comply with permit and regulatory environment laws both locally and federally.
Employees - The Company currently has no employees.
Investment Policies - FSPM does not have an investment policy at this time. On August 5, 2010 the Company invested $88,000 in Fresh Start Private, Inc. a private Nevada Corporation at an interest rate of 3% simple fee with a 2-year term, payable at the end of the term.
Since we have had very minimal business activity, it is the opinion of management that the most meaningful financial information relates primarily to current liquidity and solvency. As at June 30, 2011 we had $1,116 cash on hand and liabilities of $35,694. The Company will require cash injections of approximately $40,000 to enable the Company to meet its anticipated expenses over the next twelve months. Unless we raise additional funds immediately, we will be faced with a working capital deficiency that may result in the failure of our business, resulting in a complete loss of any investment made into the Company. Our future financial success will be dependent on the success of obtaining capital.
Our financial statements contained herein have been prepared on a going concern basis, which assumes that we will be able to realize our assets and discharge our obligations in the normal course of business. We incurred a net loss for the period from the inception of our business on January 28, 2008 to June 30, 2011 of $57,370. We did not earn any revenues from operations during the aforementioned period.
Critical Accounting Policies - Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States (“GAAP”). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.
Our significant accounting policies are summarized in Note 2 of our financial statements. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause effect on our consolidated results of operations, financial position or liquidity for the periods presented in this report.
7 - Limited Operating History; Need for Additional Capital. There is no historical financial information about us upon which to base an evaluation of our performance as a business. We are a development stage company and have not generated any revenues since our formation on January 28, 2008. We require immediate additional capital in order to continue as a going concern. If we are unable to secure approximately $120,000 of the course of the next twelve months our business will fail and any investment made into the Company would be lost in its entirety.
We cannot guarantee we will be successful in our business activities or in any activity that management directs the business. 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.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MAKET RISK
Not required for smaller reporting companies.
ITEM 4. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
Dr. Jorge Andrade, Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer/Chief Financial Officer concluded that these disclosure controls and procedures are not effective. See below within this section “CONCLUSION” for specifics of why the controls and procedures were determined to be not effective.
As of the quarter ended June 30, 2011, we have determined that our controls and procedures were not effective for the following reasons:
• Policies and Procedures for the Financial Close and Reporting Process — Currently there are no policies or procedures that clearly define the roles in the financial close and reporting process. The various roles and responsibilities related to this process should be defined, documented, updated and communicated. Failure to have such policies and procedures in place amounts to a material weakness to the Company’s internal controls over its financial reporting processes.
• Representative with Financial Expertise — For the period ending June 30, 2011, the Company did not have a representative with the requisite knowledge and expertise to review the financial statements and disclosures at a sufficient level to monitor the financial statements and disclosures of the Company. Failure to have a representative with such knowledge and expertise amounts to a material weakness to the Company’s internal controls over its financial reporting processes.
• Adequacy of Accounting Systems at Meeting Company Needs — The accounting system in place at the time of the assessment lacks the ability to provide high quality financial statements from within the system, and there were no procedures in place or built into the system to ensure that all relevant information is secure, identified, captured, processed, and reported within the accounting system. Failure to have an adequate accounting system with procedures to ensure the information is secure and accurately recorded and reported amounts to a material weakness to the Company’s internal controls over its financial reporting processes.
• Segregation of Duties — Management has identified a significant general lack of definition and segregation of duties throughout the financial reporting processes. Due to the pervasive nature of this issue, the lack of adequate definition and segregation of duties amounts to a material weakness to the Company’s internal controls over its financial reporting processes.
• Lack of Audit Committee and Outside Directors in the Company’s Board of Directors - We do not have a functioning audit committee or outside directors on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures.
8 - In light of the foregoing, once we have the adequate funds, management plans to develop the following additional procedures to help address these material weaknesses:
• Fresh Start Private Management, Inc. will create and refine a structure in which critical accounting policies and estimates are identified, and together with other complex areas, are subject to multiple reviews by accounting personnel. In addition, we plan to enhance and test our month-end and year-end financial close process. Additionally, our audit committee will increase its review of our disclosure controls and procedures. We also intend to develop and implement policies and procedures for the financial close and reporting process, such as identifying the roles, responsibilities, methodologies, and review/approval process. We believe these actions will remediate the material weaknesses by focusing additional attention and resources in our internal accounting functions. However, the material weaknesses will not be considered remediated until the applicable remedial controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.
Disclosure Controls are procedures that are designed with the objective of ensuring that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934 (Exchange Act), such as this Quarterly Report, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's (SEC) rules and forms. Disclosure Controls are also designed with the objective of ensuring that such information is accumulated and communicated to our management, including the CEO and CFO, as appropriate to allow timely decisions regarding required disclosure. Internal Controls are procedures which are designed with the objective of providing reasonable assurance that (1) our transactions are properly authorized; (2) our assets are safeguarded against unauthorized or improper use; and (3) our transactions are properly recorded and reported, all to permit the preparation of our financial statements in conformity with generally accepted accounting principles. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives.
The Company's management, including the CEO and CFO, does not expect that our Disclosure Controls or our Internal Controls will prevent all error and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control.
The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed achieving its stated goals under all potential future conditions; over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.
Changes in Internal Controls Over Financial Reporting
There were no changes in our internal control over financial reporting during the quarter ended June 30, 2011 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
9 - PART 11 – OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 1A. RISK FACTORS
Not required for smaller reporting companies.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
No equity securities of the registrant were sold by the registrant during the period covered by the report.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. [REMOVED AND RESERVED]
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS
The following exhibits are included as part of this report:
10.1 LAB* XBRL TAXONOMY EXTENSION LABEL LINKBASE
10.1 PRE* XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE
10.1 INS* XBRL INSTANCE DOCUMENT
10.1 SCH* XBRL TAXONOMY EXTENSION SCHEMA
10.1 CAL* XBRL TAXONOMY EXTENSION CALCULATION LINKBASE
10.1 DEF* XBRL TAXONOMY EXTENSION DEFINITION LINKBASE
31.1 8650 SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER
32.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
* Includes the following materials contained in this Quarterly Report on Form 10-Q for the quarter ended June 30, 2011 formatted in XBRL (eXtensible Business Reporting Language): (i) the Balance Sheets, (ii) the Statements of Operations, (iii) the Statements of Changes in Equity, (iv) the Statements of Cash Flows, and (v) Notes.
10 - SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
FRESH START PRIVATE MANAGEMENT, INC.
(Registrant)
Date: October 31, 2011 /S/ Dr. Jorge Andrade
Chief Executive Officer, Principal Accounting Officer and Director
11 - Exhibit 31.1
CERTIFICATIONS
I, Dr. Jorge Andrade, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Fresh Start Private Management Inc. for the period ended June 30, 2011:
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.The registrant’s other certifying officer 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):
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.
October 31, 2011
/s/ Dr. Jorge Andrade
Dr. Jorge Andrade
Chief Executive Officer/Principal Accounting Officer
Exhibit 32.1
CERTIFICATIONS PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(18 U.S.C. SECTION 1350)
In connection with the Quarterly Report of Fresh Start Private Management, Inc., a Nevada corporation (the “Company”), on Form 10-Q for the quarter ended June 30, 2011, as filed with the Securities and Exchange Commission (the “Report”), Dr. Jorge Andrade, Chief Executive Officer and Chief Financial Officer of the Company, does hereby certify, pursuant to § 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. § 1350), that to his knowledge:
(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
/s/ /s/ Dr. Jorge Andrade
Dr. Jorge Andrade
Chief Executive Officer and Principal Accounting Officer
October 31, 2011
XBRL CONTENT
Document and Entity Information
Document and Entity Information
(USD $) 3 Months Ended
06/30/2011
Entity Registrant NameFresh Start Private Management, Inc.
Document Type10-Q
Document Period End Date2011-06-30
Amendment Flagfalse
Entity Central Index Key0001443863
Current Fiscal Year End Date--12-31
Entity Common Stock, Shares Outstanding75,430,000
Entity Public Float$ 114,352
Entity Filer CategorySmaller Reporting Company
Entity Current Reporting StatusYes
Entity Voluntary FilersNo
Entity Well-known Seasoned IssuerYes
Document Fiscal Year Focus2,011
Document Fiscal Period FocusQ2
BALANCE SHEETS
BALANCE SHEETS
(USD $) 06/30/2011 12/31/2010
Cash$ 1,116$ 1,866
Prepaid expense00
Note receivable88,00088,000
Interest receivable2,3801,070
Total Current Assets91,49690,936
License3,970,5753,970,575
Total Other Assets3,970,5753,970,575
TOTAL ASSETS4,062,0714,061,511
Accounts payable19,38119,068
Note payable - related party16,3130
Note payable00
Total Current Liabilities35,69419,068
COMMITMENTS AND CONTINGENCIES00
Common stock subscribed4,070,5754,070,575
Common stock, $0.001 par value; 200,000,000 shares authorized, 75,430,000 shares issued and outstanding at June 30, 2011 and December 31, 2010, respectively75,43075,430
Additional paid-in capital18,00018,000
Accumulated deficit(137,628)(121,562)
Total Stockholders' Equity4,026,3774,042,443
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY$ 4,062,071$ 4,061,511
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS
(USD $) 3 Months Ended
06/30/2011 3 Months Ended
06/30/2010 6 Months Ended
06/30/2011 6 Months Ended
06/30/2010 06/30/2011
REVENUE
Revenues
OPERATING EXPENSES
Consulting1,29110,00016,814
Professional Fees5,9385,1506,68848128,698
General and Administrative expenses6883116885,70714,238
Total Expenses6,6266,75217,3766,18859,750
Loss From Operations(6,626)(6,752)(17,376)(6,188)(59,750)
Other Income
Interest Income6591,3102,380
Total Other Income6591,3102,380
Loss Before Taxes(5,967)(6,752)(16,066)(6,188)(57,370)
Income Tax Expense
NET LOSS$ (5,967)$ (6,752)$ (16,066)$ (6,188)$ (57,370)
NET LOSS PER COMMON SHARE BASIC AND DILUTED
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING, BASIC AND DILUTED75,430,000361,968,46275,430,000405,959,862
STATEMENT OF STOCKHOLDERS' EQUITY
STATEMENT OF STOCKHOLDERS' EQUITY
(USD $) Accumulated Deficit Common Stock Shares Common Stock Subscribed Additional Paid-in Capital Amount Total
Balance, value at 2008-12-31$ (425,114)$ 425,155$ 41
Common stock issued for cash, value(398,000)400,0002,000
Common stock issued for cash, shares400,000,000
Common Stock for services, value(38,000)40,0002,000
Common Stock for services, shares40,000,000
Cancellation of stock issued for services19,000(20,000)(1,000)
Cancellation of stock issued for services, shares(20,000,000)
NET LOSS(5,021)(5,021)
Balance, shares at 2008-12-31425,155,000
Balance, shares at 2008-12-31425,155,000
Balance, value at 2008-12-31(425,114)425,15541
Balance, value at 2009-12-31(453,476)450,430(3,046)
Common stock issued for cash, value(15,165)25,27510,110
Common stock issued for cash, shares25,275,000
NET LOSS(13,197)(13,197)
Balance, shares at 2009-12-31450,430,000
Balance, shares at 2009-12-31450,430,000
Balance, value at 2009-12-31(453,476)450,430(3,046)
Balance, value at 2010-12-31(121,562)4,070,57518,00075,4304,042,443
NET LOSS(23,086)(23,086)
Balance, shares at 2010-12-3175,430,000
Common stock redemption, value355,000(355,000)
Common stock redemption, shares(355,000,000)
Common stock issued for subscribed at 2010-12-31100,000100,000
Common stock cancelled in lieu of accounts payable18,000(20,000)(2,000)
Common stock cancelled in lieu of accounts payable, shares(20,000,000)
Common stock subscribed for license3,970,5753,970,575
Balance, shares at 2010-12-3175,430,000
Balance, value at 2010-12-31(121,562)4,070,57518,00075,4304,042,443
Common stock issued for subscribed at 2010-12-31100,000100,000
Balance, value at 2011-06-30(137,628)4,070,57518,00075,4304,026,377
NET LOSS(16,066)(16,066)
Balance, shares at 2011-06-3075,430,000
Balance, value at 2011-06-30(137,628)4,070,57518,00075,4304,026,377
NET LOSS (5,967)
Balance, shares at 2011-06-3075,430,000
Balance, value at 2011-06-30(137,628)4,070,57518,00075,4304,026,377
Cancellation of stock issued for services 1,000
NET LOSS $ (57,370)
Balance, shares at 2011-06-3075,430,000
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS
(USD $) 6 Months Ended
06/30/2011 6 Months Ended
06/30/2010 06/30/2011
NET LOSS$ (16,066)$ (6,188)$ (57,370)
Cancellation of stock issued for services 1,000
Adjustments to reconcile net loss to net cash provided (used) by operating activities:
Decrease (increase) in prepaids2,500
Decrease (increase) in accrued interest(1,310)(2,380)
Increase (decrease) in accounts payable31395417,381
Net cash (used) by operating activities(17,063)(2,734)(41,369)
Note receivable(88,000)
Net cash used by investing activities(88,000)
Proceeds from sale of common stock114,352
Proceeds from note payable - related party100
Repayment of note payable - related party(100)
Proceeds from note payable16,313(180)16,133
Net cash provided by financing activities16,313(180)130,485
Net increase (decrease) in cash and cash equivalents(750)(2,914)1,116
Cash at beginning of period1,8665,656
Cash at end of period1,1162,7421,116
Income taxes paid
Interest paid
Common stock subscribed for license3,970,5753,970,575
Common stock cancelled in lieu of accounts payable$ 2,000$ 2,000
Description of Business
Description of Business
(USD $) 3 Months Ended
06/30/2011
Business Description and Basis of Presentation [Text Block]NOTE 1 – DESCRIPTION OF BUSINESS
The accompanying unaudited financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America. However, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted or condensed pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of management, all adjustments of a normal recurring nature necessary for a fair presentation have been included. The results for interim periods are not necessarily indicative of results for the entire year. These condensed financial statements and accompanying notes should be read in conjunction with the Company’s annual financial statements and the notes thereto for the fiscal year ended December 31, 2010 included in its Annual Report on Form 10-K.
Nature of Business
Fresh Start Private Management, Inc. (“FSPM”) was originally incorporated as Cetrone Energy Company on January 28, 2008 in the State of Nevada. The principal business of the Company originally was to develop “green” renewable fuel source for agricultural operations, specifically biodiesel. On July 26, 2010, the Company filed an amendment to its Articles of Incorporation changing its name to Fresh Start Private Management Inc. The Company signed a letter of intent with Fresh Start Private, Inc. (“FSP”) in anticipation of a merger. FSP owns certain know how and intellectual property dealing with the treatment of alcoholism and operates a medical clinic in Orange County, California. The Company’s year-end is December 31. The Company currently has no operations or realized revenues from its planned principle business purpose and, in accordance with FASB ASC 915 “Development Stage Entities,” is considered a Development Stage Enterprise.
Summary of Significant Accounting Principles
Summary of Significant Accounting Principles
(USD $) 3 Months Ended
06/30/2011
Basis of Presentation and Significant Accounting Policies [Text Block]NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES
This summary of significant accounting policies of FSPM is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America, and have been consistently applied in the preparation of the financial statements.
Estimates
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash and cash equivalents
For the Statements of Cash Flows, all highly liquid investments with maturity of three months or less are considered to be cash equivalents. There were no cash equivalents as of June 30, 2011 or December 31, 2010.
Income taxes
The Company accounts for income taxes under FASB ASC 740 "Income Taxes." Under the asset and liability method of FASB ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under FASB ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.
Share Based Expenses
FASB ASC 718 "Compensation - Stock Compensation" prescribes accounting and reporting standards for all stock-based payments award to employees, including employee stock options, restricted stock, employee stock purchase plans and stock appreciation rights, may be classified as either equity or liabilities. The Company determines if a present obligation to settle the share-based payment transaction in cash or other assets exists. A present obligation to settle in cash or other assets exists if: (a) the option to settle by issuing equity instruments lacks commercial substance or (b) the present obligation is implied because of an entity's past practices or stated policies. If a present obligation exists, the transaction should be recognized as a liability; otherwise, the transaction should be recognized as equity The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of FASB ASC 505-50 "Equity - Based Payments to Non-Employees." Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date.
Fair Value of Financial Instruments
The Company's financial instruments as defined by FASB ASC 825-10-50 “Financial Instruments,” include cash, trade accounts receivable, and accounts payable and accrued expenses. All instruments are accounted for on a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at June 30, 2011
FASB ASC 820 “Fair Value Measurements and Disclosures,” defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows:
Level 1. Observable inputs such as quoted prices in active markets;
Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and
Level 3. Unobservable inputs in which there is little or no market data, which requires the reporting entity to develop its own assumptions.
The Company does not have any assets or liabilities measured at fair value on a recurring basis at June 30, 2011 and 2010. The Company did not have any fair value adjustments for assets and liabilities measured at fair value on a nonrecurring basis during the period ended June 30, 2011 and 2010.
Recent Accounting Pronouncements
The Company has determined that the adoption of any proposed accounting pronouncements will not have an impact on the consolidated financial statements, as the Company does not currently have any such arrangements with its customers.
Going Concern
As shown in the accompanying financial statements, the Company had negative working capital and an accumulated deficit incurred through June 30, 2011. The Company currently has minimal operations which raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence.
An estimated $120,000 is believed necessary to continue operations and increase development through the next fiscal year. The timing and amount of capital requirements will depend on a number of factors, including demand for products and services and the availability of opportunities for expansion through affiliations and other business relationships. Management intends to seek new capital from new equity securities issuances to provide funds needed to increase liquidity, fund internal growth, and fully implement its business plan.
Intangible Assets
Intangible Assets
(USD $) 3 Months Ended
06/30/2011
Intangible Assets Disclosure [Text Block]NOTE 3– INTANGIBLE ASSETS
On October 28, 2010, the Company acquired an exclusive product license, which included the right to use the Naltrexone Implant and any procedures related to the licensed product. The Company paid a onetime license fee of 7.5% of the total common shares outstanding on the date of the agreement, or 5,672,250 common shares at the market value of $0.70 per share as of the date of the agreement. Total value of the license is recorded as $3,970,575. Additionally, the Company will pay $600 for each prescription request of the licensed product. The agreement will remain in force for so long as the Company continues to use the Licensed Product.
For the purposes of the Asset Purchase Agreement, “Assets” shall mean those assets that are related to the Trademark and the Intellectual Property that are or were used or created by Licensor in its conduct of business, including all assets, rights, interests, and properties of Licensor of whatever nature, tangible or intangible, real or personal, fixed or contingent, except for the Trademark and the Intellectual Property. For all assets received, the Company paid $10.00 in cash.
Capital Stock
Capital Stock
(USD $) 3 Months Ended
06/30/2011
Stockholders' Equity Note Disclosure [Text Block]NOTE 4– CAPITAL STOCK
Common Stock
The Company is authorized to issue 200,000,000 shares of common stock. All shares have equal voting rights, are non-assessable and have one vote per share. Voting rights are not cumulative and, therefore, the holders of more than 50% of the common stock could, if they choose to do so, elect all of the directors of the Company.
In its initial capitalization, the Company issued 2,200,000 shares of common stock for a total of $2,000 cash, and $2,000 in services. Subsequent to the issuance of shares, a consultant was unable to complete the required services and 100,000 shares for $1,000 in services were returned to the Company.
During the year ended December 31, 2008 the Company sold 25,775 shares of common stock pursuant to a registered offering at $0.08 per share for total cash of $2,062.
During the year ended December 31, 2009, the Company sold 126,375 shares of common stock pursuant to a registered offering at $0.08 per share for total cash of $10,110.
On June 7, 2010 the Board of Directors approved and on July 26, 2010, the State of Nevada approved Cetrone Energy Company’s restated Articles of Incorporation, which increased its capitalization from 50,000,000 common shares to 200,000,000 common shares and changing the entity name to Fresh Start Private Management, Inc.
On June 7, 2010, the President of the Company agreed to redeem 1,775,000 shares of common stock, which the Company cancelled and did not hold in treasury.
On June 7, 2010 shareholders approved a forward split of its common stock at two hundred (200) shares for one (1) share of the existing shares. The number of common stock shares outstanding increased from 477,150 to 95,430,000. Prior period information has been restated to reflect the stock split.
On July 31, 2010, the Company sold 200,000 shares of common stock for $100,000 cash. As of December 31, 2010, the shares were unissued and considered subscribed.
On October 28, 2010, the Company redeemed 20,000,000 shares of stock initially issued for $2,000 in services for $2,000 in accounts payable.
The shares to be issued for the license agreements listed in Note 3 were not issued as of December 31, 2010 and considered subscribed. Management expects shares to be issued in the third quarter of 2011.
Net loss per common share
Net loss per share is calculated in accordance with FASB ASC 260, “Earnings Per Share.” The weighted-average number of common shares outstanding during each period is used to compute basic loss per share. Diluted loss per share is computed using the weighted average number of shares and dilutive potential common shares outstanding. Dilutive potential common shares are additional common shares assumed to be exercised.
Basic net loss per common share is based on the weighted average number of shares of common stock outstanding during 2011 or 2010 and since inception. As of June 30, 2011 and June 30, 2010 and since inception, the Company had no dilutive potential common shares.
I love IT!!!!! However, could you please cite your source.....I would love to read it!!!!
I wish ya'll wouldn't fight, however, I admit that I am upside down in this stock so I hope it does "JUMP" something soon or at least see some progress in their financials!!!!
BTW...HDOGTX what are the other names that you have associated with IHub? I had them written down at one time and lost my notes.
Benztech - and I just found myself doing this and admitted my wrong.....please DATE your headline!!!!!!
That FBCD "HEADLINE" was a gazillion years ago (in stock market terms) and to re-post it with out a date or citation is just, well, just really not fair to newbies that don't have DD down to a science yet!
Nice to hear it...I was a tax auditor and now I'm a day trader.....I guess I'm just used to being on the defense..... :( :)
I was gonna try to help you out with your due diligence but then your post took an odd or weird or sarcastic turn and I don't know how I feel about that.
As for financial data, I would suggest you go to www.otcmarkets.com - it holds a WEALTH of information about the actual company itself.
As for the "quotes" that you "quote".....I got nuthin' for ya.....sorry
I went to Bloomberg and found this info on FSP:
Fresh Start Private Inc. provides alcohol addiction treatment, withdrawal, abuse treatment, and detox rehabilitation services. The company offers alcohol treatment programs, which comprise naltrexone implant for the treatment of alcohol addiction. It also offers opiate, cocaine, drug, and crystal meth detox treatments. The company was founded in 2004 and is based in Santa Ana, California. As of November 22, 2010, Fresh Start Private Inc. operates as a subsidiary of Fresh Start Private Management Inc. emphasis added
999 North Tustin Avenue, Suite 16
Santa Ana, CA 92705
United States
Founded in 2004
Phone: 714-541-6100
www.freshstartprivate.com
We all know it's coming....gonna ride on the tails' of ComicCon and old Marvel news for a while now, just like in the past.
I'm in too deep to anything but wait or ask someone to buy 50,000,000 shares just to get the damn prices up so I can finally make some money...
I'm just trying to say I got really exited when I first started reading the posted article until I realized it was an article that I read months and months ago.
Got my heart pumping and exited for a couple of minutes until I realized it was way, way old info.
Rozzy....that article is 5 months old and is really misleading to newbies here. Yes, everyone needs to do their own DD, however, it is really irresponsible for other board members to repost old, old articles without dating it.
The article was published over the PR Newswire on MAY 17, 2011!!!!!
I agree....something's up!
Well, good lord preacher2 (no pun intended) I guess I just wrote that whole post about a post that I was supposed to post but didn't....Therefore....here is the post (reference material) I was referring to:
NOTE 3– INTANGIBLE ASSETS
On October 28, 2010, the Company acquired an exclusive product license, which included the right to use the
Naltrexone Implant and any procedures related to the licensed product. The Company paid a onetime license fee of
7.5% of the total common shares outstanding on the date of the agreement, or 5,672,250 common shares at the
market value of $0.70 per share as of the date of the agreement. Total value of the license is recorded as $3,970,575.
Additionally, the Company will pay $600 for each prescription request of the licensed product. The agreement will
remain in force for so long as the Company continues to use the Licensed Product.
For the purposes of the Asset Purchase Agreement, “Assets” shall mean those assets that are related to the
Trademark and the Intellectual Property that are or were used or created by Licensor in its conduct of business,
including all assets, rights, interests, and properties of Licensor of whatever nature, tangible or intangible, real or
personal, fixed or contingent, except for the Trademark and the Intellectual Property. For all assets received, the
Company paid $10.00 in cash.
NOTE 4– CAPITAL STOCK
Common Stock
The Company is authorized to issue 200,000,000 shares of common stock. All shares have equal voting rights, are
non-assessable and have one vote per share. Voting rights are not cumulative and, therefore, the holders of more
than 50% of the common stock could, if they choose to do so, elect all of the directors of the Company.
In its initial capitalization, the Company issued 2,200,000 shares of common stock for a total of $2,000 cash, and
$2,000 in services. Subsequent to the issuance of shares, a consultant was unable to complete the required services
and 100,000 shares for $1,000 in services were returned to the Company.
During the year ended December 31, 2008 the Company sold 25,775 shares of common stock pursuant to a
registered offering at $0.08 per share for total cash of $2,062.
During the year ended December 31, 2009, the Company sold 126,375 shares of common stock pursuant to a
registered offering at $0.08 per share for total cash of $10,110.
On June 7, 2010 the Board of Directors approved and on July 26, 2010, the State of Nevada approved Cetrone
Energy Company’s restated Articles of Incorporation, which increased its capitalization from 50,000,000 common
shares to 200,000,000 common shares and changing the entity name to Fresh Start Private Management, Inc.
On June 7, 2010, the President of the Company agreed to redeem 1,775,000 shares of common stock, which the
Company cancelled and did not hold in treasury.
On June 7, 2010 shareholders approved a forward split of its common stock at two hundred (200) shares for one (1)
share of the existing shares. The number of common stock shares outstanding increased from 477,150 to
95,430,000. Prior period information has been restated to reflect the stock split.
On July 31, 2010, the Company sold 200,000 shares of common stock for $100,000 cash. As of December 31, 2010,
the shares were unissued and considered subscribed.
On October 28, 2010, the Company redeemed 20,000,000 shares of stock initially issued for $2,000 in services for
$2,000 in accounts payable.
The shares to be issued for the license agreements listed in Note 3 were not issued as of December 31, 2010 and
considered subscribed. Management expects shares to be issued in the third quarter of 2011.
Again, I guess my point was to focus on the very last sentence..."Management expect shares to be issued in the third quarter of 2011."
It's a little late for 3rd quarter...but everything CEYY seems to be a little late.....At least that's my story and I'm sticking too it!!! :)
I've actually been on here a while, however, in May of this year I was diagnosed with Lupus and Chronic Fatigue syndrome.....even sitting in front of a computer gets hard (mentally fatigued)...And I guess I lost some of the "edge" I used to have!
Thank you, sincerely, for your input - I will (print it out) and use it wisely.... :)
BTW - the FBCD website has a link (but doesn't work yet) tauting that we can expect Marvel products in 2012.
I'm far enough down that I'll just have to see what happens and hope for the best....
OK - preacher2....this is just the first tidbit of my DD....lt's a lot of legal mumbo-jumbo but you have to read through it to get to the last line...."Management expects shares to be issued in the third quarter of 2011." Oh, CRAP....I just realized the 3rd qtr. is OVER and now we are in the 4th qtr. of the year......
Maybe their just LATE on EVERYTHING?!?!??!!?
Please Lord, let Fresh Start get it's ass together and get this $hIt straightened out soon.....
Hi afterhoursncy.....were did you go to get your "buy vs. sales" data? It tells me ALOT....about the volume...you know...we all want LOTS of VOLUME....but not so much if it's mainly SELLING the stock....
Thank you in advance!!!! Have a great weekend! :)
So, I still don't quite understand the "spikes" on charts.
Just like the SPIKE that happened today @ 12:34 pm today......
WTF....can anyone explain to me how that happens?!?!?!!?
Awww....Thank you preacher2..... I'm taking a lot medications, still haven't gotten the meds right, so, I'm working on it day by day.
Anyway....I thought that I read somewhere that restricted are normally restricted for 6 months or 1 year, however, on occasion, they could be restricted for up to 2 years. I do more research and cite my source.
Is there anywhere online that someone could look up time restrictions for restricted stocks?
:)
"NOTE 3– INTANGIBLE ASSETS
On October 28, 2010, the Company acquired an exclusive product license, which included the right to use the Naltrexone Implant and any procedures related to the licensed product. The Company paid a onetime license fee of 7.5% of the total common shares outstanding on the date of the agreement, or 5,672,250 common shares at the market value of $0.70 per share as of the date of the agreement. Total value of the license is recorded as $3,970,575. Additionally, the Company will pay $600 for each prescription request of the licensed product. The agreement will remain in force for so long as the Company continues to use the Licensed Product. "
Could that me that mean pump around October 28, 2011 in an attempt to get the PPS up to $0.70....in an attempt to "make" the value of the licence $3,970,575? IE - So "private" could actually get their $$$'s worth?
This is where my thought process is going.....PLEASE GOD give me patience and PLEASE GOD make me right on this one!!!!!
Rocky....my love...it's me....The Donna....I bet you thought I'd left you and your negative attitude of CEYY forever!!!! NO, it's really me!!!!! Unfortunately, I have been ill and diagnosed with Lupus, Chronic Fatigue and Malaise......BTY my love, WTF is MALAISE.....Tired???? Yuppers, that, I am....
Now that I'm back, here is the deal (at least, I think!!!)
God, I hate NETBOOK computers!!!!!
Anyhow....The Federal Form 8K, filed on November 18, 2010 mentions that:
"On November 22, 2010 Fresh Start Private Management, Inc (FSPM) entered into an intellectual property license and asset purchase agreement with Fresh Start Private, Inc. a private Nevada Company in the alcohol treatment business.
Under the terms of the Agreement FSPM will own all assets and have exclusive rights in the [USA] for Fresh Start Private, Inc.'s alcohol treatment programs and methodology.
Under the terms of the agreement FSPM will issue Fresh Start Private Inc. 16,000,000 Sixteen Million restricted shares."
Rocky, my love, do you think that there might be a HUGE PUMP around November 15 - 22 for the merger and the shares of CEYY????? Why might you ask....lovey....you don't need too!!!! :)
Additionally, ON NOVEMBER 24, 2010 ANOTHER 8-K was filed addressing the "Departure of Directors of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers"....yada, yada, yada.......
Rocky, my angle, do you think that some BIG SHIT might hit the fan around this November time?????
By the way, hello.....long time no bitch, ugh????? :)
Oh, and although I'm Buddhist, please tell the Preacher-man hello and I love him, too!!!!!
GTSO to Seek New Opportunities at Energy & Clean Technology Venture Forum
Date : 09/14/2011 @ 9:00AM
Source : Business Wire
Stock : Green Technology Solutions Inc. (GTSO)
Quote : 0.12 0.0 (0.00%) @ 3:20PM
GTSO to Seek New Opportunities at Energy & Clean Technology Venture Forum
print
Green Tech Sltns (QB) (USOTC:GTSO)
Intraday Stock Chart
Today : Wednesday 14 September 2011
Green Technology Solutions Inc. (OTCQB:GTSO) will look for new ways to turn brain power into renewable power at the 9th Annual Rice Alliance Energy & Clean Technology Venture Forum tomorrow in Houston. The forum will offer GTSO the opportunity to cultivate alliances and partnerships with some of the top emerging energy and clean-tech companies in the Southwest.
“The Rice Alliance forum brings together some of the most exciting technology innovators in the country,” said GTSO CEO John Shearer. “It’s a chance to learn more about the next wave of business plans and products that will help lead our industry into a new era of green energy. GTSO will be scouting for promising ideas and companies that can help the company achieve its goals around the world.”
Held on the campus of Rice University, the Energy and Clean Technology Venture Forum is set to attract more than 500 industry leaders, entrepreneurs, service providers and investors. The event will feature business plans and elevator pitches from clean-energy, oil and gas exploration and power generation companies. Each hopes to attract industry partnerships, funding and customers for their new technology proposals. GTSO will evaluate the presentations for potential development opportunities.
“GTSO is always interested in discovering the next big innovation in the green-tech revolution,” Shearer said. “Only the industry’s top prospects are invited to present at this forum, providing a fantastic sampling of the latest breakthroughs ready for development.”
For more information on GTSO’s clean-tech business strategies, please visit http://www.greentech-solutions.com/investors.html.
About Green Technology Solutions, Inc.
Green Technology Solutions, Inc. (OTCQB:GTSO) is a growth-oriented clean energy and rare earth elements company that is exploring rare earth and precious metals production as well as exploring new clean, green technologies with large, scalable markets in the United States. GTSO pursues the acquisition of rare earths, using the latest green-tech innovations. GTSO is an OTCQB publicly traded company. For more information, please visit our website at [http://www.GreenTech-Solutions.com]. For investment information and performance data on the company, please visit http://www.GreenTech-Solutions.com/investors.html. Information on GTSO’s precious metals division can be found at http://www.gtsogold.com/investors.html. Information on the company’s rare earth resources division can be viewed at http://www.gtsoresources.com/investors.html.
Notice Regarding Forward-Looking Statements
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: This news release contains forward-looking information within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements that include the words “believes,” “expects,” “anticipate” or similar expressions. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the company to differ materially from those expressed or implied by such forward-looking statements. In addition, description of anyone’s past success, either financial or strategic, is no guarantee of future success. This news release speaks as of the date first set forth above and the company assumes no responsibility to update the information included herein for events occurring after the date hereof.
Can you send me that information in an Excel spreadsheet? I will give you my email address privately or you, if you have a pubic file within the cloud, you can save it there and let me know how to access it. Either way....I love what you've done....just tryin' to find an easier way and analyze LOVE EXCEL!!!!
Looks like you've posted Financial data with the GL account #'s. Who are you and where can you get that data?????
Out of curiosity....does anyone find it interesting the this stock has steadily declined over the past 3 years....with the exception of July 6, 2011. On THAT DATE 46,544,890 shares were purchased - vs. an average volume of oh....give or a take.....a 1/2 million.
Does anyone who owns this stock think that there will be a MASSIVE Pump & Dump in the future? I'll answer that question for ya......dah....ABSOLUTELY.....This is where DD comes into play......
SEC documentation....check it out....what major activity is going to happen soon.
I'll do my own DD and share.....IF YOU GUYS do your own DD and share, as well!!!!
GLTA....the "writings on the wall" but more DD is required!!!!!
I'll keep you posted!!!!
Sold at Costco's.
Here are review's from Costco website. 4 1/2 stars out of 5. You can read the reviews. I only post for FYI.....
http://reviews.costco.com/2070/11328505/primo-water-primo-water-cooler-dispenser-bottom-loading-reviews/reviews.htm
BTW - these are reviews on only ONE SPECIFIC PRMW PRODUCT sold at Costco.
GLTA!!!
Track him down and call him. (Not sarcastic!) I don't know how much time I have to spend on it, however, I will try to help you...
COIN....it's rocking...INCREDIBLE VOLUME!!!!! Is there news??????
Your great.....:) intelligence AND a good sense of humor......
COIN - TY Mr. Mike.....You rock...and thank you - sincerely - for explaining that to me....I can't tell you how much I appreciate your honesty!!!
EMBA - I'm sorry, however, I was under the impression that pump & dumps normally build up a bit before the ACTUAL PUMP.....At least it looks that way when analyzing of P&D.....
Rocky honey....you ain't heard nothin' YET.....
I refuse to admit you are right; therefore, I will call and irritate those bastards until they legally press charges.....
What the hell, I guess I've lost everything that I had to lose, hence (pun intended), I've nothin' else to lose......
Gimme those phone numbers...not for F*ckhead Barry or Bill but for the CEO - President - Big Wigs.....
P.S. Rocky....I love it when you love it when I talk dirty.....:)
CEYY - And, I know they're watching this board....the last time I called Barry twice - with no return call - and then posted the lack of response from him on this board - he LITERALLY returned my call within 10 minutes of the post.....
How obvious is that????? I didn't say anything at the time because I actually trusted the F*cker....
My bad....sheltered is as sheltered does..... :(
EMBA - I still think that EMBA is a pre-pump. I might eat my words later, but I expect that, at some point in the near future, there will be a pump for the purposes of "raising capital" or "lining the pockets" of EMBA or for the benefit of EMBA's "restricted" or newly "un-restricted" stock holders.
BTW.....how's your investment in PUN* going....if you shorted...your GENIUS!!!! If not, eating your words might taste better with a little ketchup.... :)