Thanks for the EEDG 10Q news. Been Studying it. Very Close to Prfitability--only -$13,661 vs -$152,988.
Only 1.5 mil shares added in Quarter---81,261,205 to 82,761,205.
New Contracts, Business, and Sales will Push this Growing Co. to Profitability and a Great Future.
QUARTERLY BELOW!!!!! Pasting more than I want, But I'm PASTING!!!
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Link To This Article:
- Quarterly Report (10-Q)
Date : 05/21/2012 @ 5:02PM
Source : Edgar (US Regulatory)
Stock : Energy Edge Techs Corp (QB) (EEDG)
Quote : 0.0289 -0.0061 (-17.43%) @ 5:04PM
- Quarterly Report (10-Q)
PrintAlert
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2012
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 333-167853
ENERGY EDGE TECHNOLOGIES CORPORATION
(Exact name of registrant as specified in its charter)
New Jersey 52-2439239
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
1200 Route 22 East, Suite 2000
Bridgewater, New Jersey 08807
(Address of principal executive offices) (Zip Code)
(888) 729-5722 x 100
(Registrant’s telephone number, including area code)
Indicate by check mark whether the issuer (1) 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 T 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). Yes £ No £
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Ruble 12b-2 of the Exchange Act.
Large accelerated filer £ Accelerated filer £
Non-accelerated filer £ (Do not check if a smaller reporting company) Smaller reporting company T
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes £ No T
The number of shares of Common Stock, $0.01 par value, outstanding on March 31, 2012 was 82,761,205.
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ENERGY EDGE TECHNOLOGIES CORPORATION AND SUBSIDIARIES
TABLE OF CONTENTS
Part I – Financial Information
Item 1 Financial Statements 3
Unaudited Condensed Balance Sheets, March 31, 2012 and December 31, 2011 3
Unaudited Condensed Statements of Operations and Comprehensive Income for the three months ended March 31, 2012 and 2011 4
Unaudited Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2012 and 2011 5
Notes to the Unaudited Condensed Consolidated Financial Statements 6
Item 2 Management’s Discussion and Analysis or Plan of Operation 17
Item 3 Quantitative and Qualitative Disclosures about Market Risk 21
Item 4 Controls and Procedures 21
Part II – Other Information
Item 1 Legal Proceedings 24
Item 2 Unregistered Sales Of Equity Securities And Use Of Proceeds 24
Item 3 Defaults Upon Senior Securities 24
Item 4 Mine Safety Disclosures 24
Item 5 Other Information 24
Item 6 Exhibits 24
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PART I – FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ENERGY EDGE TECHNOLOGIES CORPORATION
BALANCE SHEETS (UNAUDITED)
AS OF MARCH 31, 2012 AND DECEMBER 31, 2011
ASSETS March 31, 2012 December 31, 2011
Current assets
Cash and cash equivalents $ 2,302 $ 3,243
Contract receivables 112,420 64,412
Costs and estimated earnings in excess of billings on uncompleted contracts - 19,321
Accounts receivable - other 1,472 9,261
Prepaid consulting fees 36,018 28,895
Total Current Assets 152,212 125,132
Property and equipment
Computers and equipment 10,640 10,640
Less: accumulated depreciation (4,308 ) (3,878 )
Total property and equipment - net 6,332 6,762
TOTAL ASSETS $ 158,544 $ 131,894
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Liabilities
Current liabilities
Accounts payable $ 111,751 $ 152,827
Accrued expenses and other current liabilities 174,092 180,641
Loan payable - shareholder - 3,138
Billings in excess of costs and estimated earnings on uncompleted contracts 137,973 43,399
Total Liabilities 423,816 380,005
Stockholders’ Equity (Deficit)
Common stock, $.00001 par value, 100,000,000 shares authorized, 82,761,205 shares issued and outstanding (81,261,205 – 2011) 828 813
Additional paid in capital 1,830,438 1,828,953
Treasury stock (50,000 shares) (5,000 ) -
Accumulated deficit (2,091,538 ) (2,077,877 )
Total Stockholders’ Equity (Deficit) (265,272 ) (248,111 )
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) $ 158,544 $ 131,894
The accompanying notes are an integral part of these financial statements
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ENERGY EDGE TECHNOLOGIES CORPORATION
STATEMENTS OF OPERATIONS (UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 2012 AND 2011
Three Months Ended March 31, 2012 Three Months Ended March 31, 2011
CONTRACT REVENUES $ 146,071 $ 209,646
CONTRACT COSTS 117,987 153,123
GROSS PROFIT 28,084 56,523
OPERATING EXPENSES
Compensation 6,088 48,750
Consulting services 10,727 33,000
Professional fees 4,020 88,582
General & administrative expenses 19,636 35,712
TOTAL OPERATING EXPENSES 40,471 206,044
INCOME FROM OPERATIONS (12,387 ) (149,521 )
OTHER INCOME (EXPENSE)
Interest expense (1,274 ) (3,467 )
INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES (13,661 ) (152,988 )
PROVISION FOR INCOME TAXES - -
NET INCOME (LOSS) $ (13,661 ) $ (152,988 )
INCOME (LOSS) PER SHARE: BASIC AND DILUTED $ (0.00 ) $ (0.00 )
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED 82,711,205 49,761,205
The accompanying notes are an integral part of these financial statements
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ENERGY EDGE TECHNOLOGIES CORPORATION
STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIT) (UNAUDITED)
AS OF MARCH 31, 2012
Common Stock Additional Paid in Treasury Accumulated Total Stockholder’s Equity
Shares Amount Capital Stock Deficit (Deficit)
Balance, December 31, 2010 48,986,825 $ 490 $ 1,639,238 $ 0 $ (1,629,587 ) $ 10,141
Issuance of shares under private placement at $.10 per share 30,000 - 3,000 - - 3,000
Issuance of shares for consulting services 28,270,000 283 47,917 - - 48,200
Issuance of shares for legal services 3,974,380 40 138,798 - - 138,838
Net loss for the year ended December 31, 2011 - - - - (448,290 ) (448,290 )
Balance, December 31, 2011 81,261,205 813 1,828,953 - (2,077,877 ) (248,111 )
Issuance of shares for services 1,500,000 15 1,485 - - 1,500
Shares repurchased at $.10 per share - - - (5,000 ) - (5,000 )
Net loss for the three months ended March 31, 2012 - - - - (13,661 ) (13,661 )
Balance, March 31, 2012 82,761,205 $ 828 $ 1,830,438 $ (5,000 ) $ (2,091,538 ) $ (265,272 )
The accompanying notes are an integral part of these financial statements
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ENERGY EDGE TECHNOLOGIES CORPORATION
STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 2012 AND 2011
Three Months Ended March 31, 2012 Three Months Ended March 31, 2011
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period $ (13,661 ) $ (152,988 )
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation 430 429
Shares issued for services 1,500 74,438
Changes in operating assets and liabilities:
Contract receivables (48,008 ) (283,081 )
Costs and estimated earnings in excess of billings on uncompleted contracts 19,321 45,362
Accounts receivable - other 7,789 9,565
Prepaid consulting fees (7,123 ) 25,000
Accounts payable (41,076 ) 6,242
Billings in excess of costs and estimated earnings on uncompleted contracts 94,574 166,791
Payroll liabilities - (8,111 )
Accrued expenses and other current liabilities (6,549 ) 66,884
Cash flows provided by (used in) operating activities 7,197 (49,469 )
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment - -
Cash flows used in investing activities - -
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of shareholder loan (3,138 ) -
Proceeds from the sale of common stock - 3,000
Proceeds from the sale of common stock (5,000 ) -
Cash flows provided by (used in) financing activities (8,138 ) 3,000
Net increase (decrease) in cash and cash equivalents (941 ) (46,469 )
Cash, beginning of the period 3,243 55,510
Cash and cash equivalents, end of the period $ 2,302 $ 9,041
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid $ 1,274 $ 3,467
Income taxes paid $ 500 $ 1,500
The accompanying notes are an integral part of these financial statements
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ENERGY EDGE TECHNOLOGIES CORPORATION
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2012
NOTE 1 – NATURE OF OPERATIONS
Energy Edge Technologies Corporation (“Energy Edge” and the “Company”) was incorporated in New Jersey in January, 2004 and was in the development stage until January 1, 2008 when the assets, liabilities, and operations of a sole proprietorship controlled by the Company’s sold stockholder were transferred in. The Company provides energy engineering and services specializing in the development and implementation of advanced, turnkey projects to reduce energy losses and increase the efficiency of new and existing buildings. The Company is comprised of professional and industrial engineers, Leadership in Energy and Environmental Design (“LEED”) Accredited Professionals, and Green Building Coalition Certifying Agents. Energy Edge is a Clean Energy Pay for Performance Partner and a Smart Start Building Trade Ally. The Company’s custom designed projects are developed using proprietary methods and maximize energy savings by treating an entire facility based on its unique features and electricity and gas usage.
The Company applies a whole facility approach to energy cost reduction by applying different technologies and engineering approaches to treat most of the various electrical and gas consuming loads across facility such as lighting, HVAC, refrigeration and production equipment. The energy projects developed and implemented by the Company are ideal for virtually any type of facility and have successfully resulted in tremendous savings in manufacturing plants, hospitals, entertainment venues, office buildings, restaurants, warehouses, etc.
Revenues come primarily from engineering survey work and turnkey energy projects where the company takes responsibility for equipment procurement, installation labor, utility rebates, tax incentives, pre and post survey work, waste removal, certifications, and ongoing measurement and verification of results.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
Energy Edge uses the accrual basis of accounting for financial statement reporting. Accordingly, revenues are recognized when products are delivered and services are rendered, and expenses are recognized when the obligation is incurred. The Company recognizes revenues from contracts on the percentage-of-completion method, measured by the percentage of cost incurred to date to estimated total cost for each contract. The Company has selected a December 31 year end.
Basis of Presentation
The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s Form 10-K filed with the SEC as of and for the year ended December 31, 2011. In the opinion of management, all adjustments necessary for the financial statements to be not misleading for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.
Fair Value of Financial Instruments
The Company's financial instruments consist of cash and cash equivalents, receivables, costs and estimated earnings in excess of billings on uncompleted contracts, prepaid consulting fees, accounts payable, accrued expenses and other current liabilities, loan payable – shareholder, and billings in excess of costs and estimated earnings on uncompleted contracts. The carrying amounts of these financial instruments approximate fair value due either to length of maturity or interest rates that approximate prevailing rates unless otherwise disclosed in these financial statements.
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ENERGY EDGE TECHNOLOGIES CORPORATION
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2012
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Contract Receivables
Contract receivables are recorded when invoices are issued and are presented in the balance sheet net of the allowance for doubtful accounts. The Company extends credit to customers in the normal course of business. The Company monitors contract receivable balances and does not expect significant collection problems. Contract receivables are written off when they are determined to be uncollectible.
Use of Estimates
The preparation of financial statements in conformity with generally accepted accounting principles of the United States 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 year. Management bases its estimates on historical experience and on other assumptions considered to be reasonable under the circumstances. However, actual results may differ from the estimates.
Concentrations of Credit Risk
The Company maintains its cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. The Company continually monitors its banking relationships and consequently has not experienced any losses in such accounts. The Company believes it is not exposed to any significant credit risk on cash and cash equivalents.
Revenue Recognition
The Company recognizes revenues from contracts on the percentage-of-completion method, measured by the percentage of cost incurred to date to estimated total cost for each contract. That method is used because management considers total cost to be the best available measure of progress on contracts. Because of inherent uncertainties in estimating costs, it is at least reasonably possible that the estimates used will change within the near term.
Contract costs include all direct material and labor costs and those indirect costs related to contract performance, such as indirect labor, supplies, tools, repairs and depreciation. Selling, general, and administrative costs are charged to expense as incurred. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are determined. Changes in job performance, job conditions, and estimated profitability may result in revisions to costs and income, which are recognized in the period in which the revisions are determined. Changes in estimated job profitability resulting from job performance, job conditions, contract penalty provisions, claims, change orders, and settlements, are accounted for as changes in estimates in the current period. No profit is recognized on change orders until they have been approved by the customer.
The asset, “Costs and estimated earnings in excess of billings on uncompleted contracts,” represents revenues recognized in excess of amounts billed. The liability, “Billings in excess of costs and estimated earnings on uncompleted contracts,” represents billings in excess of revenues recognized.
Income Taxes
Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. It is the Company’s policy to classify interest and penalties on income taxes as interest expense or penalties expense. As of March 31, 2012, there have been no interest or penalties incurred on income taxes.
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ENERGY EDGE TECHNOLOGIES CORPORATION
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2012
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Research and Development
The Company has not incurred any research and development costs to date.
Dividends
The Company has not adopted any policy regarding payment of dividends. No dividends have been paid during the periods shown.
Recent Accounting Pronouncements
Energy Edge does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flows.
Stock-Based Compensation
The Company accounts for employee stock-based compensation in accordance with the guidance of FASB ASC Topic 718, Compensation – Stock Compensation which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their fair values. The fair value of the equity instrument is charged directly to compensation expense and credited to additional paid-in capital over the period during which services are rendered.
The Company follows ASC Topic 505-50, formerly EITF 96-18, “ Accounting for Equity Instruments that are Issued to Other than Employees for Acquiring, or in Conjunction with Selling Goods and Services ,” for stock options and warrants issued to consultants and other non-employees. In accordance with ASC Topic 505-50, these stock options and warrants issued as compensation for services provided to the Company are accounted for based upon the fair value of the services provided or the estimated fair market value of the option or warrant, whichever can be more clearly determined. The Company issued 1,500,000 shares to consultants or other non-employees to date in 2012. The shares were valued at $1,500, including $188 charged to consulting expense in the current period.
Basic Income (Loss) Per Share
Basic income (loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as of March 31, 2012 .
Reclassifications
Certain accounts and financial statement captions in the prior periods have been reclassified to conform to the current period financial statements.
NOTE 3 – PREPAID CONSULTING FEES
The Company entered into consulting agreement during the quarter ended March 31, 2012 to increase revenues by enhancing and expanding the Company’s sales network. One consultant was paid $16,250 for services to be rendered over a period of one year beginning March 1, 2012. Another consultant was issued 1,500,000 shares of the Company’s common stock valued at $1,500 for services to be rendered from January 1, 2012 through December 31, 2013. Such consulting fees are being amortized ratably over the periods covered by the consulting agreements. During the first quarter of 2012, consulting expense has been charged for $1,542 and $16,208 has been classified as prepaid expense.
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ENERGY EDGE TECHNOLOGIES CORPORATION
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2012
NOTE 4 – PROPERTY AND EQUIPMENT
The Company’s policy is to depreciate the cost of property and equipment over the estimated useful lives of the assets by use of the straight-line method. The office equipment presently owned by the Company is being depreciated over an estimated useful life of five years. Depreciation expense for three months ended March 31, 2012 and 2011 were $430 and $429, respectively.
NOTE 5 – ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
Accrued expenses and other current liabilities consisted of the following:
March 31, 2012 December 31, 2011
Credit card balances $ 26,053 $ 25,351
Accrue professional fees 7,000 12,000
Payroll taxes payable 125,957 128,208
Sales tax payable 15,082 15,082
Total accrued expenses and other current liabilities $ 174,092 $ 180,641
NOTE 6 – RELATED PARTY TRANSACTIONS
Shareholder loans are unsecured, non-interest bearing, and has no formal terms of repayment. The loan was repaid in the quarter ended March 31, 2012.
NOTE 7 – CAPITAL STOCK
On March 26, 2010, the Company amended its Articles of Incorporation to increase the number of authorized shares to 100,000,000 with a par value of $.00001.
During 2011, the Company sold 30,000 shares of common stock at $.10 per share under a private placement to an unrelated third party for total proceeds of $3,000.
During 2011, the Company issued 28,270,000 shares of stock valued at $48,200 to consultants. The shares were valued at prices ranging from $.0015 to $.10 per share.
During 2011, the Company issued 3,974,380 shares of stock valued at $138,838 for legal services. The shares were valued based on the value of the legal services provided.
On January 23, 2012, the Company issued 1,500,000 shares of common stock valued at $1,500 for consulting services to be rendered from January 1, 2012 through December 31, 2013.
On February 14, 2012, the Company purchased 50,000 shares of the Company’s outstanding common stock at a cost of $5,000. The shares are being held as Treasury Stock.
As of March 31, 2012, The Company has no warrants or options outstanding.
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ENERGY EDGE TECHNOLOGIES CORPORATION
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2012
NOTE 8 – INCOME TAXES
For the three months ended March 31, 2012 and 2011, the Company has incurred a net loss and, therefore, has no tax liability. The net deferred tax asset was generated by the loss carry-forward of approximately $2,091,000 at December 31, 2011, and will expire beginning in 2030.
The provision for federal income tax consists of the following at March 31, 2012 and 2011:
March 31, 2012 March 31, 2011
Federal income tax benefit attributable to:
Current operations $ 4,700 $ 52,000
Less: valuation allowance (4,700 ) (52,000 )
Net provision for Federal income taxes $ 0 $ 0
The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows:
March 31, 2012 December 31, 2011
Deferred tax asset attributable to:
Net operating loss carryover $ 678,700 $ 674,000
Less: valuation allowance (678,700 ) (674,000 )
Net deferred tax asset $ 0 $ 0
As of December 31, 2011, the Company had net operating loss carry forwards of approximately $2,091,000 that may be available to reduce future years’ taxable income through 2031. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards.
Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of $2,091,000 for federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carry forwards may be limited as to use in future years.
NOTE 9 – GOING CONCERN
The Company has negative working capital, and has suffered a significant loss from operations. These factors create substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern.
The ability of Energy Edge Technologies Corporation to continue as a going concern is dependent on the Company generating cash from the sale of its common stock and/or obtaining debt financing and attaining future profitable operations or acquiring or merging with a profitable company. Management’s plans include selling its equity securities and obtaining debt financing to fund its capital requirements; however, there can be no assurance the Company will be successful in these efforts.
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ENERGY EDGE TECHNOLOGIES CORPORATION
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2012
NOTE 10 – COMMITMENTS AND CONTINGENCIES
The Company neither owns nor leases any real property. An officer has provided office services without charge. There is no obligation for the officer to continue this arrangement. Such costs are immaterial to the financial statements and accordingly are not reflected herein.
NOTE 11 – SUBSEQUENT EVENTS
In accordance with ASC 855-10, the Company has analyzed its operations subsequent to March 31, 2012 to the date these financial statements were issued, and has determined that it does not have any material subsequent events to disclose in these financial statements.
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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
In this report, unless the context indicates otherwise, the terms "Energy Edge," "Company," "we," "us," and "our" refer to Energy Edge Technologies Corporation, a New Jersey corporation, and its wholly-owned subsidiaries.
Note regarding forward – looking statements
This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, or the "Securities Act," and Section 21E of the Securities Exchange Act of 1934 or the "Exchange Act." These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or anticipated results.
In some cases, you can identify forward looking statements by terms such as "may," "intend," "might," "will," "should," "could," "would," "expect," "believe," "anticipate," "estimate," "predict," "potential," or the negative of these terms. These terms and similar expressions are intended to identify forward-looking statements. The forward-looking statements in this report are based upon management's current expectations and belief, which management believes are reasonable. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor or combination of factors, or factors we are aware of, may cause actual results to differ materially from those contained in any forward looking statements. You are cautioned not to place undue reliance on any forward-looking statements. These statements represent our estimates and assumptions only as of the date of this report. Except to the extent required by federal securities laws, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
You should be aware that our actual results could differ materially from those contained in the forward-looking statements due to a number of factors, including:
— new competitors are likely to emerge and new technologies may further increase competition;
— our operating costs may increase beyond our current expectations and we may be unable to fully implement our current business plan;
— our ability to obtain future financing or funds when needed;
— our ability to successfully obtain and maintain our diverse customer base;
— our ability to protect our intellectual property through patents, trademarks, copyrights and confidentiality agreements;
— our ability to attract and retain a qualified employee base;
— our ability to respond to new developments in technology and new applications of existing technology before our competitors;
— acquisitions, business combinations, strategic partnerships, divestures, and other significant transactions may involve additional uncertainties; and
— our ability to maintain and execute a successful business strategy.
Other risks and uncertainties include such factors, among others, as market acceptance and market demand for our products and services, pricing, the changing regulatory environment, the effect of our accounting policies, potential seasonality, industry trends, adequacy of our financial resources to execute our business plan, our ability to attract, retain and motivate key technical, marketing and management personnel, and other risks described from time to time in periodic and current reports we file with the United States Securities and Exchange Commission, or the "SEC." You should consider carefully the statements under "Item 1A. Risk Factors" and other sections of this report, which address additional factors that could cause our actual results to differ from those set forth in the forward-looking statements and could materially and adversely affect our business, operating results and financial condition. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the applicable cautionary statements.
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Critical Accounting Policies and Estimates
Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States ( "US GAAP" ). US GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenues and expenses 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.
We believe the following is among the most critical accounting policies that impact our consolidated financial statements. We suggest that our significant accounting policies, as described in our consolidated financial statements in the Summary of Significant Accounting Policies, be read in conjunction with this Management's Discussion and Analysis of Financial Condition and Results of Operations.
We recognize revenue in accordance with Staff Accounting Bulletin ( "SAB" ) No. 104. All of the following criteria must exist in order for us to recognize revenue:
1. Persuasive evidence of an arrangement exists;
2. Delivery has occurred;
3. The seller's price to the buyer is fixed or determinable; and
4. Collectability is reasonably assured.
The majority of the Company's revenue results from sales contracts with direct customers and revenues are generated upon the shipment of goods. The Company's pricing structure is fixed and there are no rebate or discount programs. Management conducts credit background checks for new customers as a means to reduce the subjectivity of assuring collectability. Based on these factors, the Company believes that it can apply the provisions of SAB 104 with minimal subjectivity.
Recent Accounting Pronouncements
The Company does not expect that the adoption of any recent accounting pronouncements will have any material impact on its financial statements.
Results of Operations – Three Months Ended March 31, 2012 as Compared to Three Months Ended March 31, 2011.
The following table summarizes the results of our operations during the three-month period ended March 31, 2012 and 2011, and provides information regarding the dollar and percentage increase or (decrease) from the three-month period ended March 31, 2012to the three-month period ended March 31, 2011.
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Three Months ended March 31,
2012 2011 Increase
(decrease) % Change
Revenue $ 146,071 $ 209,646 $ -63,575 -30 %
Cost of sales 117,987 153,123 -35,126 -23 %
Gross profit 28,084 56,523 -28,439 -50 %
General & administrative 29,744 173,044 -143,300 -83 %
Sales & marketing 10,727 33,000 -22,273 -67 %
Loss from operations -12,387 -149,521 137,134 92 %
Other expense -1,274 -3,467 -2,193 -63 %
Provision for taxation - - - - %
Minority interests - - - - %
Net loss -13,661 -152,988 139,327 91 %
Revenues
Sales revenue decreased from $209,646 in the three months ended March 31 of 2012to $146,071in the same period in 2011, representing a 30% decrease. The decrease in revenue was mainly due to a decline and delay in contracts booked.
Cost of sales and gross margin
Cost of sales decreased from $153,123 in the three months ended March 31 of 2011 to $117,987 in the same period in 2012, representing a 23% decrease. The decrease was mainly due to decline in the number of contracts performed. The gross profits decreased from $56,523 in the three months of 2011 to $28,084 in the same period in 2012.
Sales and marketing
Sales and marketing expenses decreased by $22,273 or 67% from $33,000 in the three months ended March 31 of 2011 to $10,727 in the same period 2012. The decrease was mainly due to a reduction in consulting fees incurred for the period.
General and administrative
General and administrative expenses decreased from $173,044 in the three months ended March 31 of 2011 to $29,744 for the same period 2012, representing a decrease of $143,300 or 83%. The decrease was mainly due to a reduction in administration compensation and professional fees during the quarter.
Net income
Net Income for the three months ended March 31 of 2012 was -$13,661 as compared to net income of -$152,988 in the same period 2011. The increase was mainly attributable to the reduction in costs of sales and reduction in general and administrative expenses. The gross profits decreased from $56,523 in the three months of 2011 to $28,084 in the same period in 2012, representing a decrease of $28,439.
Liquidity and Capital Resources
For the three months ended March 31, 2012, cash provided to the Company from operating activities was $7,197 compared to cash used of $49,469 in operating activities for the three months ended March 31, 2011, primarily due to a reduction in net loss during the current quarter of $139,327. The decline in the amount of net loss during the current quarter compared to 2011 was primarily attributable to a reduction in administrative compensation and professional fees related to the public offering. The Company also recorded an increase in contract receivables of $48,008 and an increase in billings in excess of costs of $94,574, all of which impacted cash used by operating activities. Financing activities used $8,138 due to repayment of liabilities to related parties and repurchase of the Company's outstanding common stock.
--------------------------------------------------------------------------------
The Company has no debt outstanding at either March 31, 2012 or December 31, 2011 and has no current plans to seek debt financing.
Cash and cash equivalents were $2,302 as of March 31, 2012 compared to $3,243 as of December 31, 2011.
We have no material commitments for capital expenditures and know of no trends, demands, commitments, or events that will result in our liquidity changing in a material way for the foreseeable future.
The Company is currently seeking to raise capital in the public equity markets. There can be no assurance that the Company will obtain capital on terms that are acceptable to them as there are a variety of uncertainties, including, but not limited to: investors’ perception of, and demand for, securities in the energy services industry; conditions of the capital markets in which we seek to raise funds; and future results of operations, financial condition and cash flow. Therefore, the Company’s management cannot assume that financing will be available in amounts or terms acceptable to the Company, if at all. Any failure by the Company’s management to raise additional funds on terms favorable to the Company could have a material adverse effect on the Company’s liquidity and financial condition.
Cash
Our cash balance at March 31, 2012 was $2,302, representing a decrease of $941 compared with our cash balance of $3,243 as at December 31, 2011.
Cash flow
Operating Activities
Net cash provided by operating activities during the three months ended March 31, 2012 amounted to $7,197, representing an increase in inflow of $56,666 compared with net cash used in operating activities of $49,469 the same period of 2011. The increase in cash inflow was mainly due to a reduction in general and administrative expenses for the current quarter.
Investing Activities
There was no net cash provided or cash used in investing activities during the three months ended March 31, 2012.
Financing Activities
Net cash used in financing activities was $8,138 for the three months ended March 31 of 2012, representing an increase of $11,138 over the net cash of $3,000 provided by the same period of 2011. The change was primarily due to payment liabilities to related parties and repurchase of outstanding common stock of the Company.
Working capital
Our net current liabilities increased by $43,811 to $423,816 at March 31, 2012 from $380,005 at March 31, 2011. The increase in net current liabilities was mainly due to an increase in billings in excess of costs and estimated earnings on uncompleted contracts in the current quarter.
--------------------------------------------------------------------------------
Off-Balance Sheet Arrangements
We do not have any off balance sheet arrangements
Inflation
Inflation has not had a material impact on our business and we do not expect inflation to have an impact on our business in the near future
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
This item is not applicable as we are currently considered a smaller reporting company.
ITEM 4T. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our principal executive and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(b) of the Securities Exchange Act of 1934 (“Exchange Act”) as of the end of the period covered by this report. Based on that evaluation, our principal executive and principal financial officer concluded that our disclosure controls and procedures as of the end of the period covered by this report were effective such that the information required to be disclosed by us in reports filed under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our management, including our principal executive and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
Internal Control over Financial Reporting
Management’s Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) for the Company. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States. Because of its inherent limitations, internal control over financial reporting may not prevent nor detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance of achieving their control objectives.
Our internal controls framework is based on the criteria set forth in the Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) and includes those policies and procedures that: (i) Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets; (ii) Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and (iii) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.
Based on such criteria, our management, with the participation of our principal executive and principal financial officer, evaluated the effectiveness of the Company’s internal control over financial reporting as of March 31, 2012 and 2011, and concluded that, as of March 31, 2012and 2011, our internal control over financial reporting was effective.
Management's assessment report was not subject to attestation by the Company's independent registered public accounting firm and as such, no attestation was performed pursuant to SEC Final Rule Release Nos. 33-8934; 34-58028.
Changes in Internal Control over Financial Reporting
There has been no change in our internal control over financial reporting that occurred in three months ended March 31, 2012that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
--------------------------------------------------------------------------------
PART II--OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
We are not presently a party to any material litigation, nor to the knowledge of management is any litigation threatened against us, which may materially affect us.
ITEM 1A. RISK FACTORS
No material change since the filing of the Company’s Form 10-K with the Securities and Exchange Commission on April 15, 2012.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
During the quarter ended March 31, 2012, 1,500,000 shares of the Company’s common stock were issued for services valued at $1,500. There were no other issuances during the quarter ended March 31, 2012.
Issuer Purchases of Equity Securities
During the quarter ended March 31, 2012, the Company repurchased 50,000 shares of its outstanding common stock at a cost of $5,000. There were no other repurchases of stock by the Company during the quarter.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
None.
ITEM 5.OTHER INFORMATION
None.
ITEM 6. EXHIBITS.
Exhibit Number Description
31.1 Certification of Chief Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2 Certification of Chief Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 Certification of Chief Executive Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2 Certification of Chief Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
--------------------------------------------------------------------------------
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.
ENERGY EDGE TECHNOLOGIES CORPORATION
(Registrant)
By: / s/ Joe Ragosta
Joe Ragosta
Chief Executive Officer, President, and Director
Date: May 21, 2012
By: /s/ Robert Holdsworth
Robert Holdsworth
Chief Financial Officer
Date: May 21, 2012
--------------------------------------------------------------------------------
Energy Edge Techs Corp (QB) (USOTC:EEDG)
Historical Stock Chart
1 Year : From May 2011 to May 2012
Energy Edge Techs Corp (QB) (USOTC:EEDG)
Intraday Stock Chart
Today : Monday 21 May 2012
More EEDG MessagesLatest Energy Edge Techs Corp (QB), EEDG MessagesNew Business, Contracts, etc. Very close to
AUminer • Mon May 21, 2012 8:46 PM (8 minutes ago)75825523
Only 1.5 mil shares Issued 1st Quarter.
AUminer • Mon May 21, 2012 8:41 PM (13 minutes ago)75825399
10Q out. Net -13,661 Up from -152,988.
AUminer • Mon May 21, 2012 8:35 PM (18 minutes ago)75825255
they're now lead ask at .028 ........anyone
Pathfinder85 • Mon May 21, 2012 3:15 PM (5 hours ago)75814966
That can change on a dime. The 10Q
riskychick • Mon May 21, 2012 2:10 PM (6 hours ago)75811523
L2 support is gone,... come to me, my sweet
Biggiee • Mon May 21, 2012 1:45 PM (7 hours ago)75810300
yeah, MacD about go to negative, but volume
Pathfinder85 • Mon May 21, 2012 12:29 PM (8 hours ago)75805805
Anytime now. PRs have happened early Afternoon
AUminer • Mon May 21, 2012 11:49 AM (9 hours ago)75803324
I see EEDG staying in .02's until some
pzing • Mon May 21, 2012 11:25 AM (9 hours ago)75801936
Any Good news, those .029s are History.
AUminer • Mon May 21, 2012 10:58 AM (9 hours ago)75800222
Come down to papa EEDG, I'll be waiting
Biggiee • Mon May 21, 2012 10:53 AM (10 hours ago)75799875
That's good to know. I don't have access
riskychick • Mon May 21, 2012 10:41 AM (10 hours ago)75799075
Strong Bid Support. Monday Morning Quarterbacks Left Behind!!!
AUminer • Mon May 21, 2012 10:39 AM (10 hours ago)75798923
Well, obviously I spoke too soon....
riskychick • Mon May 21, 2012 10:18 AM (10 hours ago)75797353
A rock solid bottom at .03 you say
TrueColossal • Mon May 21, 2012 10:10 AM (10 hours ago)75796746
I could be wrong, but it seems like
riskychick • Mon May 21, 2012 9:56 AM (10 hours ago)75795607
I haven't either. New Investors in EEDG.
AUminer • Mon May 21, 2012 9:45 AM (11 hours ago)75794717
That's good to know. I wonder who they
riskychick • Mon May 21, 2012 9:40 AM (11 hours ago)75794222
New MM ALPS bidding .031 on EEDG
smitter • Mon May 21, 2012 9:36 AM (11 hours ago)75793910
I agree. Fingers crossed for a good week :)
riskychick • Mon May 21, 2012 8:40 AM (12 hours ago)75791310Bookmark With :
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