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Delaware
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42-1743430
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(I.R.S.
Employer Identification Number)
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of
incorporation or organization)
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Large
accelerated filer
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¨
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Accelerated
filer
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¨
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¨
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Smaller
reporting company
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x
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(Do
not check if a smaller reporting
company)
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Page
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PART
I – FINANCIAL INFORMATION:
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Item
1.
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Financial
Statements:
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1
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Balance
Sheets at January 31, 2009 (Unaudited) and October 31,
2008
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F-1
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Statements
of Operations for the Three Months Ended January 31, 2009 and
2008
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F-2
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and for
the Cumulative Period from October 18, 2007 (Inception)
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to
January 31, 2009 (Unaudited)
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Statements
of Cash Flows for the Three Months Ended January 31, 2009 and
2008
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F-3
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and
for the Cumulative Period from October 18, 2007
(Inception)
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to
January 31, 2009 (Unaudited)
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Statements
of Stockholder’s Deficit for the Cumulative Period from
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F-4
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October
18, 2007 (Inception) to January 31, 2009 (Unaudited)
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Notes
to Financial Statements
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F-5
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Item
2.
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Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
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9
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Item
3.
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Quantitative
and Qualitative Disclosures about Market Risk
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12
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Item
4.
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Controls
and Procedures
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12
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PART
II – OTHER INFORMATION:
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Item
1.
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Legal
Proceedings
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12
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Item
1A.
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Risk
Factors
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12
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Item
2.
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Unregistered
Sales of Equity Securities and Use of Proceeds
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12
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Item
3.
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Defaults
Upon Senior Securities
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12
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Item
4.
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Submission
of Matters to a Vote of Security Holders
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13
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Item
5.
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Other
Information
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13
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Item
6.
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Exhibits
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13
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Signatures
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14
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(Unaudited)
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January 31,
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October 31,
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2009
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2008
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ASSETS
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Cash
and Cash Equivalents
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$ | 16 | $ | 3,076 | ||||
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Prepaid
Expenses
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833 | 2,083 | ||||||
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Total
Assets
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$ | 849 | $ | 5,159 | ||||
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LIABILITIES
AND STOCKHOLDER'S DEFICIT
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Liabilities
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Accrued
Expenses
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$ | 2,625 | $ | 2,350 | ||||
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Due
to Parent
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14,104 | 12,975 | ||||||
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Total
Liabilities
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16,729 | 15,325 | ||||||
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Stockholder's
Deficit
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||||||||
| Preferred Stock: $.001 Par; 20,000,000 Shares Authorized, | ||||||||
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-0- Issued and Outstanding
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— | — | ||||||
| Common Stock: $.001 Par; 100,000,000 Shares Authorized; | ||||||||
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5,000,000 Issued and Outstanding
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5,000 | 5,000 | ||||||
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Additional
Paid-In-Capital
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20,000 | 20,000 | ||||||
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Deficit
Accumulated During Development Stage
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(40,880 | ) | (35,166 | ) | ||||
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Total
Stockholder's Deficit
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(15,880 | ) | (10,166 | ) | ||||
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Total
Liabilities and Stockholder's Deficit
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$ | 849 | $ | 5,159 | ||||
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Period From
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Date of Inception
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For the Three Months Ended
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(October 18, 2007)
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January 31,
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Through
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2009
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2008
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January 31, 2009
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Revenues
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$ | — | $ | — | $ | — | ||||||
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Expenses
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Consulting
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$ | 353 | $ | — | $ | 1,138 | ||||||
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Legal
and Professional
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2,025 | 140 | 34,382 | |||||||||
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Office
Expenses
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60 | 46 | 1,358 | |||||||||
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Organizational
Costs
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276 | 70 | 1,002 | |||||||||
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Rent
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3,000 | — | 3,000 | |||||||||
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Total
Expenses
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$ | 5,714 | $ | 256 | $ | 40,880 | ||||||
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Net
Loss for the Period
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$ | (5,714 | ) | $ | (256 | ) | $ | (40,880 | ) | |||
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Loss
per Share - Basic and Diluted
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$ | (0.00 | ) | $ | (0.00 | ) | $ | (0.01 | ) | |||
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Weighted
Average Common Shares Outstanding
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5,000,000 | 5,000,000 | 5,000,000 | |||||||||
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Period From
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Date of Inception
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For the Three Months Ended
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(October 18, 2007)
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January 31,
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Through
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2009
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2008
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January 31, 2009
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Cash
Flows from Operating Activities
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Net
Loss for the Period
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$ | (5,714 | ) | $ | (256 | ) | $ | (40,880 | ) | |||
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Changes
in Assets and Liabilities:
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Prepaid
Expenses
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1,250 | — | (833 | ) | ||||||||
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Accrued
Expenses
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275 | (11,250 | ) | 2,625 | ||||||||
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Net
Cash Flows from Operating Activities
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(4,189 | ) | (11,506 | ) | (39,088 | ) | ||||||
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Net
Cash Flows from Investing Activities
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— | — | — | |||||||||
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Cash
Flows from Financing Activities
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Cash
Advance by Parent
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1,129 | 210 | 14,104 | |||||||||
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Cash
Proceeds from Sale of Stock
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— | — | 25,000 | |||||||||
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Net
Cash Flows from Financing Activities
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1,129 | 210 | 39,104 | |||||||||
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Net
Change in Cash and Cash Equivalents
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(3,060 | ) | (11,296 | ) | 16 | |||||||
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Cash
and Cash Equivalents - Beginning of Period
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3,076 | 12,098 | — | |||||||||
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Cash
and Cash Equivalents - End of Period
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$ | 16 | $ | 802 | $ | 16 | ||||||
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Cash
Paid During the Period for:
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Interest
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$ | — | $ | — | $ | — | ||||||
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Income
Taxes
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$ | — | $ | — | $ | — | ||||||
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Deficit
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Accumulated
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Common Stock
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Additional
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Stock
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During
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Total
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Number
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Paid-In
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Subscription
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Development
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Stockholder's
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of Shares
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Value
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Capital
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Receivable
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Stage
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Deficit
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Balance
- October 18, 2007
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— | $ | — | $ | — | $ | — | $ | — | $ | — | |||||||||||||
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Common
Stock Issued for Cash
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5,000,000 | 5,000 | 20,000 | (4,900 | ) | — | 20,100 | |||||||||||||||||
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Cash
Received for Stock Subscriptions
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— | — | — | 4,900 | — | 4,900 | ||||||||||||||||||
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Net
Loss for the Period
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— | — | — | — | (35,166 | ) | (35,166 | ) | ||||||||||||||||
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Balance
- October 31, 2008
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5,000,000 | 5,000 | 20,000 | — | (35,166 | ) | (10,166 | ) | ||||||||||||||||
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Net
Loss for the Period
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— | — | — | — | (5,714 | ) | (5,714 | ) | ||||||||||||||||
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Balance
- January 31, 2009
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5,000,000 | $ | 5,000 | $ | 20,000 | $ | — | $ | (40,880 | ) | $ | (15,880 | ) | |||||||||||
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Note
A -
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The
Company
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AFH
Acquisition X, Inc., a development stage company (the “Company”), was
incorporated under the laws of the State of Delaware on October 18,
2007. The Company is 100% owned by AFH Holding & Advisory,
LLC. The financial statements presented represent only those
transactions of AFH Acquisition X, Inc. The Company is looking
to acquire an existing company or acquire the technology to begin
operations.
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As
a blank check company, the Company’s business is to pursue a business
combination through acquisition, or merger with, an existing company. As
of the date of the financial statements, the Company is not conducting
negotiations with any target business. No assurances can be given that the
Company will be successful in locating or negotiating with any target
company.
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Since
inception, the Company has been engaged in organizational
efforts.
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The
condensed financial statements of AFH Acquisition X, Inc., (the “Company”)
included herein have been prepared by the Company, without audit, pursuant
to the rules and regulations of the Securities and Exchange Commission
(the “SEC”). Certain information and footnote disclosures
normally included in financial statements prepared in conjunction with
generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, although the Company believes that
the disclosures are adequate to make the information presented not
misleading. These condensed financial statements should be read in
conjunction with the annual audited financial statements and the notes
thereto included in the Company’s registration statement on Form 10-KSB,
and other reports filed with the
SEC.
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The
accompanying unaudited interim financial statements reflect all
adjustments of a normal and recurring nature which are, in the opinion of
management, necessary to present fairly the financial position, results of
operations and cash flows of the Company for the interim periods
presented. The results of operations for these periods are not
necessarily comparable to, or indicative of, results of any other interim
period or for the fiscal year taken as a whole. Certain
information that is not required for interim financial reporting purposes
has been omitted.
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Note
B -
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Summary
of Significant Accounting Policies
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Method
of Accounting
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The
Company maintains its books and prepares its financial statements on the
accrual basis of accounting.
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-
continued
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Note
B -
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Summary
of Significant Accounting Policies –
continued
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Development
Stage
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The
Company has operated as a development stage enterprise since its inception
by devoting substantially all of its efforts to financial planning,
raising capital, research and development, and developing markets for its
services. The Company prepares its financial statements in
accordance with the requirements of Statement of Financial Accounting
Standards No. 7, “Accounting and Reporting by Development Stage
Enterprises.”
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Cash
and Cash Equivalents
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Cash
and cash equivalents include time deposits, certificates of deposit, and
all highly liquid debt instruments with original maturities of three
months or less. The Company maintains cash and cash equivalents
at financial institutions, which periodically may exceed federally insured
amounts.
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Loss
Per Common Share
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Loss
per common share is computed in accordance with Statement of Financial
Accounting Standards No. 128, “Earnings Per Share,” by dividing income
(loss) available to common stockholders by weighted average number of
common shares outstanding for each
period
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Use
of Estimates
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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 can differ from
those estimates.
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Income
Taxes
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Note
B -
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Summary
of Significant Accounting Policies –
continued
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Financial
Instruments
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Note C
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Equity
Securities
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Note
D -
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Going
Concern
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The
Company’s continued existence is dependent upon its ability to raise
capital or acquire a marketable company. The financial statements do not
include any adjustments that might be necessary should the Company be
unable to continue as a going
concern.
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Note E
–
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Due
to Parent
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Due
to parent represents cash advances from AFH Holding & Advisory
LLC. AFH Holding & Advisory LLC is related to the Company
through common ownership. There are no repayment
terms.
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(i)
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filing
Exchange Act reports, and
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(ii)
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investigating,
analyzing and consummating an
acquisition.
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Three Months
Ended January
31, 2009
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Three Months
Ended January
31, 2008
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For the
Cumulative
Period from
October 18, 2007
(Inception) to
January 31 , 2009
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Net
Cash (Used in) Operating Activities
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$ | (4,189 | ) | $ | (11,506 | ) | $ | (39,088 | ) | |||
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Net
Cash (Used in) Investing Activities
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$ | - | $ | - | $ | - | ||||||
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Net
Cash Provided by Financing Activities
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$ | 1,129 | $ | 210 | $ | 39,104 | ||||||
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Net
Increase (Decrease) in Cash and Cash Equivalents
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$ | (3,060 | ) | $ | (11,296 | ) | $ | 16 | ||||
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Exhibit
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Description
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*3.1
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Certificate
of Incorporation, as filed with the Delaware Secretary of State on October
18, 2007.
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*3.2
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By-Laws.
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31.1
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Certification
of the Company’s Principal Executive Officer pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Report on
Form 10-Q for the quarter ended January 31, 2009.
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31.2
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Certification
of the Company’s Principal Financial Officer pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Report on
Form 10-Q for the quarter ended January 31, 2009.
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32.1
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Certification
of the Company’s Principal Executive Officer pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
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32.2
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Certification
of the Company’s Principal Financial Officer pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
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*
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Filed
as an exhibit to the Company's Registration Statement on Form 10-SB, as
filed with the SEC on February 1, 2008, and incorporated herein by this
reference.
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AFH
Acquisition X, Inc.
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By: /s/ Amir F.
Heshmatpour
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Amir
F. Heshmatpour
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President
and Sole Director
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Principal
Executive Officer
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Principal
Financial Officer
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