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JETBLACK CORP - 10-Q - Management's Discussion and Analysis or Plan of Operation.
(Edgar Glimpses Via Acquire Media NewsEdge) FORWARD-LOOKING STATEMENTS
This quarterly report contains forward-looking statements as that term is
defined in the Private Securities Litigation Reform Act of 1995. These
statements relate to future events or our future financial performance. In some
cases, you can identify forward-looking statements by terminology such as "may",
"should", "expects", "plans", "anticipates", "believes", "estimates",
"predicts", "potential" or "continue" or the negative of these terms or other
comparable terminology. These statements are only predictions and involve known
and unknown risks, uncertainties and other factors, including the risks in the
section entitled "Risk Factors", that may cause our or our industry's actual
results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements.
Although we believe that the expectations reflected in the forward-looking
statements are reasonable, we cannot guarantee future results, levels of
activity, performance or achievements. Except as required by applicable law,
including the securities laws of the United States, we do not intend to update
any of the forward-looking statements to conform these statements to actual
results.
Our financial statements are stated in United States Dollars (US$) and are
prepared in conformity with generally accepted accounting principles in the
United States of America for interim financial statements. The following
discussion should be read in conjunction with our financial statements and the
related notes that appear elsewhere in this quarterly report.
As used in this quarterly report, the terms "we", "us", "our company", and
"Jetblack" mean Jetblack Corp., unless otherwise indicated. All dollar amounts
refer to US dollars unless otherwise indicated.
General
Our Business - General
We were incorporated on April 17, 2002, under the laws of the State of
Nevada. We have commenced limited operations, and have generated revenue of
$7,569 to date. We are still a development stage corporation. On January 30,
2007, we approved a nine (9) for one (1) forward stock split of our authorized,
issued and outstanding shares of common stock. The Company amended its Articles
of Incorporation by the filing of a Certificate of Change with the Nevada
Secretary of State wherein it stated that it would issue nine shares for every
one share of common stock issued and outstanding immediately prior to the
effective date of the forward stock split. The change in the Articles of
Incorporation was effected with the Nevada Secretary of State on March 1, 2007.
As a result, the authorized capital of our company increased from 25,000,000 to
225,000,000 shares of common stock with a par value of $0.001.
Effective March 15, 2010, the Company changed its name from Tortuga Mexican
Imports Inc. to Jetblack Corp., by way of a merger with the Company's wholly
owned subsidiary Jetblack Corp., which was formed solely for the change of name.
Effective March 15, 2010, the Company effected a six (6) for one (1) new forward
stock split of the Company's authorized and issued and outstanding common stock.
As a result, the Company's authorized capital increased from 225,000,000 to
1,350,000,000 shares, and outstanding shares increased from 25,435,450 shares of
common stock to 152,612,700 shares of common stock, all with a par value of
$0.001. The stock split is presented retroactively in these financial
statements.
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On May 4, 2011, Nigel Farnsworth returned 86,327,600 of his common shares to
treasury. As of April 20, 2012, there are 67,252,000 common shares of the
Company issued and outstanding.
Until March 15, 2010 we had launched our e-commerce site on the Internet for the
purpose of engaging in the business of selling jewelry and crafts online. Our
website was located at www.shoptortuga.com. Our initial website was located at
www.tortuga-imports.com.
After reviewing the competitive market place of jewelry and giving consideration
to the influx of much cheaper jewelry goods from areas such as China and
Indonesia, management decided it was in the best interest of the Company to
change business focus. Management has decided to commence work on developing an
online reservation system to access numerous private jet aircraft, airports
worldwide and a network of pre-approved, safety-checked operators. Management
believes a strong market opportunity exists to develop such a business. Our name
was changed to Jetblack Corp. to better reflect this change of business focus.
Properties
Our offices are located at Suite 219-10654 82nd Avenue NW, Edmonton, Alberta T6E
2A7. Our office space is an office sharing arrangement being provided as an
accommodation to us by a business associate of our former President, Ms.
Avila.We are currently searching for new lease office and warehouse space. We
will require a location that provides us with the space necessary for office
administration. We anticipate locating a suitable facility in the near future.
Our telephone number is (780) 710-9840.
History
From 1995 to 1997, Ms. Avila, our former President and director, traveled
extensively throughout the country of Mexico. During this time, Ms. Avila came
in contact with various producers of fine furniture, jewelry and Mexican
crafts. Ms. Avila was impressed by the opportunity she saw to obtain exceptional
Mexican furniture, jewelry and crafts and effect its reliable delivery to
international buyers. Initially Ms. Avila was traveling throughout Mexico in
pursuit of personal purchases. However, Ms. Avila soon realized that there was
an opportunity to export these fine products abroad. Ms. Avila cultivated
relationships and contacts with various producers throughout Mexico.
On May 3, 2011, Vanessa Avila resigned as President, Secretary and Director of
the Company. Effective May 3, 2011, Nigel Farnsworth was elected Director and
appointed President, Secretary and Treasurer of the Company. Mr. Farnsworth is a
graduate of The School of Business at The University of Exeter in Exeter, United
Kingdom and has been involved with numerous business ventures in the both the
United Kingdom and the United States. From 2005 to the present, Mr. Farnsworth
has been a principal at Greenshoe Capital LLC.
We remain a development stage enterprise.
Current Business Operations
We have recently changed operations. We intend to develop an online reservation
system to access to numerous private jet aircraft, airports worldwide and a
network of pre-approved, safety-checked operators. We intend to develop a
booking engine, which will provide real-time availability of small jets
available for charter in certain areas and select the best option from the
inventory of aircraft.
Products
For the period ended February 29, 2012 we did not have a product line. We are
currently developing a booking engine, which will provide real-time availability
of small jets available for charter in certain areas and select the best option
from the inventory of aircraft.
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Marketing, Advertising and Promotion
We intend to pursue strategic advertising and marketing campaigns. We intend to
implement an aggressive online advertising and marketing campaign to increase
awareness of our new name and business plan to acquire new customers through
multiple channels, including traditional and online advertising, direct
marketing and expansion and strengthening of strategic relationships. Initially,
we will concentrate our efforts on the sale of private jet flight reservations
on our e-commerce website which we have yet to complete. We will seek to promote
its website and attract visitors to it by becoming predominant on major search
engines and banner advertisements on highly trafficked web sites that appeal to
our target audience. In addition, we will promote our website and our products
by conventional advertising and marketing.
Product Research and Development
We anticipate that we will expend approximately $20,000 on research and
development over the twelve months ending February 28, 2013.
Employees
Currently there are no full time or part-time employees of our company. However,
our president, Nigel Fransworth, is a consultant of our company. We do not
expect an increase in the number of employees over the next 12 month period. If
business is successful and we experience rapid growth, our current officers and
directors may be required to hire new personnel to improve, implement and
administer our operational, management, financial and accounting systems.
Purchase or Sale of Equipment
In addition to purchasing computer and office equipment necessary for operating
our business, intend to purchase computer software to develop a booking engine,
which will provide real-time availability of small jets available for charter in
certain areas and select the best option from the inventory of aircraft. We also
intend to purchase a new domain over the twelve months ending February 28, 2013.
Plan of Operations - Next 12 Months
We have commenced limited operations, and have generated revenue of $7,569 to
date. We are still a development stage corporation.
We have recently changed operations and management. We intend to develop an
online reservation system to access to numerous private jet aircraft, airports
worldwide and a network of pre-approved, safety-checked operators. We intend to
develop a booking engine, which will provide real-time availability of small
jets available for charter in certain areas and select the best option from the
inventory of aircraft.
Prior to this we launched our e-commerce site on the Internet for the purpose of
engaging in the business of selling jewelry and crafts online. Our new website
is located at www.shoptortuga.com. Our initial website was located at
www.tortuga-imports.com.
Over the next twelve months we intend to use funds to develop our new
reservation platform and website and for general and administrative
expenditures, as follows:
Estimated Funding Required During the Next Twelve Months
General and Administrative $ 50,000
Operations
Website Development and Promotion 20,000
Total $ 70,000
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Financial Condition, Liquidity and Capital Resources
Our principal capital resources have been through issuance of common stock and
shareholder loans.
At February 29, 2012, there was a working capital of $4,026.
At February 29, 2012, our total current asset was cash of $19,397.
At February 29, 2012, our total current liabilities were $15,371.
Three months ended February 29, 2012 and February 28, 2011
For the three months ended February 29, 2012, we incurred expenditures of $8,982
and posted losses of $8,982. For the three months ended February 28, 2011, we
incurred expenditures of $10,376 and posted losses of $10,376. From inception to
February 29, 2012, we incurred losses of $170,424. The principal components of
the losses for the three months ended February 29, 2012, were administrative
expenses and accounting and audit fees.
Operating expenses for the three months ending February 29, 2012, were $8,982
compared to operating expenses for the three months ended February 28, 2011 of
$10,376. Operating expenses since inception to February 29, 2012, were $176,660.
Our operating expenditures decreased from 2011 to 2012, largely because our
audit fees decreased from the prior year.
Six months ended February 29, 2012 and February 28, 2011
For the six months ended February 29, 2012, we incurred expenditures of $14,506
and posted losses of $14,506. For the six months ended February 28, 2011, we
incurred expenditures of $12,627 and posted losses of $12,627. From inception to
February 29, 2012, we incurred losses of $170,424.
Operating expenses for the six months ending February 29, 2012, were $14,506
compared to operating expenses for the six months ended February 28, 2011 of
$12,627. Operating expenses since inception to February 29, 2012, were $176,660.
The increase in operating expenditures from 2011 to 2012 was due to the
administrative expense of approximately $2,000 in 2012 which was absent in 2011.
We will require additional financing before we generate significant revenues. We
intend to develop an online reservation system to access to numerous private jet
aircraft, airports worldwide and a network of pre-approved, safety-checked
operators. We intend to develop a booking engine, which will provide real-time
availability of small jets available for charter in certain areas and select the
best option from the inventory of aircraft.
We intend to raise the capital required through sales of our securities in
secondary offerings or private placements. We have no agreements in place to do
this at this time. We completed a financing in 2005 from which we raised $68,450
pursuant to an SB-2 registration statement, declared effective February 22,
2005, by selling 684,500 (pre-split) shares of common stock at a price of $0.10
per share. In October 2007, the Company received $15,000 for subscriptions for
450,000 shares of the Company's common stock. In November 2008, the Company
received $15,000 for subscriptions of 450,000 shares of the Company's common
stock. These shares were issued in December 2010. On December 10, 2009 the
Company issued 1,500,000 common shares for a subscription of $25,000. As of
August 31, 2010, $12,178 was paid for the subscription and the remaining $12,822
paid on December 15, 2011. On December 10, 2010 the Company issued 227,900
shares at $0.05 per share for gross proceeds of $11,395. During February 2011,
the Company received $6,950 in gross proceeds for 139,000 common shares
subscribed at $0.05 per share. These shares were issued on April 18, 2012. On
November 24, 2011, the Company received $30,000 from subscriptions for 150,000
common shares at $0.20 per share. The shares were issued on December 7, 2011.
Management did not purchase shares in any of the foregoing transactions.
There are no assurances that we will be able to obtain additional funds required
for our continued operations. In such event that we do not raise sufficient
additional funds by secondary offering or private placement, we will consider
alternative financing options, if any, or be forced to scale down or perhaps
even cease our operations.
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APPLICATION OF CRITICAL ACCOUNTING POLICIES
Our unaudited consolidated financial statements and accompanying notes have been
prepared in conformity with generally accepted accounting principles in the
United States of America for interim financial statements. Preparing financial
statements requires management to make estimates and assumptions that affect the
reported amounts of assets, liabilities, revenue, and expenses. These estimates
and assumptions are affected by management's application of accounting
policies. We believe that understanding the basis and nature of the estimates
and assumptions involved with the following aspects of our financial statements
is critical to an understanding of our financials.
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