Item 1. Business
Business Development
jetPADS, Inc. was incorporated on March 26, 2008, in the state of Nevada. We are a development stage company. As of March 31, 2010, we have not commenced significant revenue generating activities and we have few assets. The Company has entered into several agreements to act as a short-term rental agent on behalf of owners of various vacation properties. These agreements allow for the Company to be compensated by commission based on a percentage of the gross rental fee charged to a user of the property. We have never declared bankruptcy, we have never been in receivership, and we have never been involved in any legal action or proceedings. Since becoming incorporated, we have not made any significant purchase or sale of assets, nor have we been involved in any mergers, acquisitions, or consolidations.
Business of Issuer
jetPADS, Inc. (the “Company” or “jetPADS”) is in the business of developing, owning, operating, and franchising jetPAD Homes and jetPAD Hotels worldwide. jetPAD Homes and jetPAD Hotels and their amenities are designed to appeal particularly to up-market travelers, featuring many of the creature comforts of a luxurious home or condo and providing well-appointed, high quality amenities and service to a burgeoning marketplace. Through the rapid development and franchising of jetPAD Homes and jetPAD Hotels, the Company's goal is to capitalize on an underserved demand for worldwide luxury extended stay travel homes and hotels by creating and fostering a brand based on luxury, service, and commitment to excellence.
The Company launched its jetPADHomes.com website in the fall of 2008, and has launched into the first phase of its development of franchising and branding luxuriously appointed homes and condominiums with the jetPADS name.
The concept of jetPAD Homes involves tapping into the growth of the vacation rental market industry. jetPAD Homes will cost-effectively initiate the Company’s first phase of its development by securing contracts with existing luxury homes and condominiums in highly vacationed spots around the world, and branding them with the jetPADS name. jetPAD Homes will all feature amenities such as high-end electronics, luxurious finishes, custom embroidered linens, fully-equipped chef kitchens, immaculate furnishings and design, views/location, and a team of people dedicated to customer satisfaction and excellence. The Company has secured contracts with luxury home and condo owners. This will allow jetPAD Homes representatives to market an existing inventory to high-end clientele world-wide. The Company will secure 30% commissions for all bookings made for jetPAD Homes and create a proven business model that it can then expand into the second phase of its operations, the design and construction of jetPAD Hotels worldwide.
GROWTH AND DEVELOPMENT STRATEGIES
The Company plans to secure contracts with prospective homeowners through the contacts and connections of its president and director, Mr. Kanaat. Mr. Kanaat’s contacts own some of the most luxurious homes and condominiums around the world and have tentatively agreed to participate in the jetPAD Homes program.
The Company intends to secure contracts and implement its brand development strategy by placing key advertisements strategically throughout print and Web-based media. While focusing on fostering its brand and continuously securing additional high-end properties worldwide, the Company will simultaneously launch into a sales campaign, utilizing an enterprise version of the TenantWIZ Vacation Rental Software system to manage and close all sales leads.
OPERATING STRATEGIES
The Company’s operating strategies will be primarily based around securing and marketing jetPAD luxury homes and condominiums in its first phase of development.
The Company’s founder, Mr. Kanaat, will utilize his connections to create a base inventory of secured luxury properties worldwide to be used in the marketing and advertising of jetPAD Homes. Sales associates and concierge staff will be brought on board as customers begin signing up for memberships for the jetPAD Homes program.
The Company will operate its day-to-day business by utilizing an enterprise version of the TenantWIZ Vacation Rental Software system which will track all leads, sales, properties, digital contracts, and more through one streamlined system. It will work to foster its brand, while striving to deliver service at competitive prices. The Company will be known for providing homes and condominiums around the world to members based on a quarterly or annual fee, as well as varying booking fees per property.
REPORTS TO SECURITY HOLDERS
We filed a Prospectus as part of a Form S-1, as amended, with the Securities and Exchange Commission and will file reports, including quarterly and annual reports, with the Commission pursuant to Section 12(b) or (g) of the Exchange Act. These reports and any other materials filed with the SEC may be read and copied at the SEC's Public Reference Room at 100 F Street NE, Washington, D.C. 20549. Information on the operation of the Public Reference Room may be obtained by calling the SEC at 1-800-SEC-0330. The Company files its reports electronically with the SEC. The SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. The address of that site is http://www.sec.gov.
Item 1A.
Item 1A. Risk Factors
Not applicable.
Item 1B.
Item 1B. Unresolved Staff Comments
Not Applicable.
Item 2.
Item 2. Properties
The Company’s executive offices are located at 650 S. Hill St., #J-4, Los Angeles, CA 90014. The office is provided by the Company’s officer free of charge. The Company currently owns no other properties at this time.
Item 3.
Item 3. Legal Proceedings
We are not a party to any pending legal proceedings.
Item 4.
Item 4. (Removed And Reserved)
PART II
Item 5.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Market price of and Dividends on the Registrant’s Common Equity and Related Stockholder Matters
Our common stock is currently quoted on the OTC Electronic Bulletin Board (OTCBB) operated by the Financial Industry Regulatory Authority (“FINRA”) under the symbol “JPAD.” Our common stock has not had any trading activity since first being quoted on November 12, 2008.
Of the 10,000,000 shares of common stock outstanding as of March 31, 2010, 2,750,000 shares were owned by our officers and directors, and may only be resold in compliance with Rule 144 of the Securities Act of 1933.
Holders
As of March 31, 2010, we have 10,000,000 shares of $0.001 par value common stock issued and outstanding held by 31 shareholders of record.
Dividends
There are no restrictions in our articles of incorporation or bylaws that restrict us from declaring dividends. The Nevada Revised Statutes, however, do prohibit us from declaring dividends where, after giving effect to the distribution of the dividend:
(1) we would not be able to pay our debts as they become due in the usual course of business; or (2) our total assets would be less than the sum of our total liabilities, plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.
We have not declared any dividends. We do not plan to declare any dividends in the foreseeable future.
Recent Sales of Unregistered Securities
In May, 2008, the Company undertook a private offering of 10,000,000 shares of its common stock, with an offering price of $0.001 per share. The proceeds from this offering are to be used to cover further start-up and organizational costs of the Corporation. This offering was undertaken directly by the Corporation. The Private Placement was completed in May 2008, pursuant to Section 4(2), and/or Regulation D, of the Securities Act. No commissions or fees were paid in connection with the offering.
The class of persons to whom these offerings were made was "sophisticated investors." As a result, offers were made only to persons that the Company believed, and had reasonable grounds to believe, either (a) have such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of the proposed investment, or (b) can bear the economic risks of the proposed investment (that is, at the time of investment, could afford a complete loss). Additionally, sales were made only to persons whom the Company believed, and had reasonable grounds to believe immediately prior to such sale and upon making reasonable inquiry, (a) are capable of bearing the economic risk of the investment, and (b) either personally possess the requisite knowledge and experience, or, together with their offeree's representative, have such knowledge and experience.
Securities authorized for issuance under equity compensation plans
We do not have any equity compensation plans and accordingly we have no securities authorized for issuance thereunder.
Purchases of Equity Securities by the Registrant and Affiliated Purchasers
We did not purchase any of our shares of common stock or other securities during the year ended March 31, 2010.
Item 6.
Item 6. Selected Financial Data.
From
Inception
(March 26,
Year Ended
Year Ended
2008) to
March 31,
March 31,
March 31,
Total expenses
$ 42,354
$ 233,300
$ 275,656
Operating revenue
$ 69,461
$ -
$ 69,461
Net loss
$ (42,354)
$ (163,839)
$ (206,193)
Net cash provided by financing activities
$ 10,393
72,555
82,948
Cash used in operating activities
$ (10,358)
(36,066)
(46,424)
Cash and cash equivalents on hand
$
$ -
$ -
Net loss per common share: Basic and Diluted
$ (0.00)
$ (0.02)
N/A
Weighted average number of common shares outstanding:
Basic and diluted
8,630,822
10,000,000
N/A
Cash dividends declared per common share
$ -
$ -
$ -
Property and equipment, net
$ -
$ -
$ -
Long-term debt
$ -
$ -
$ -
Stockholders’ deficit
$ (32,354)
$ (194,674)
Item 7.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion should be read in conjunction with the Company's Financial Statements and notes thereto appearing elsewhere in this Annual Report.
OVERVIEW
The Company began operations in March 2008, and has secured contracts with homeowners and agents through the contacts and connections of its president and director, Mr. Kanaat. The Company has implemented its brand development strategy by placing key advertisements strategically throughout the Internet.
As of March 31, 2010, the Company had booked a total of $485,704 in gross rental charges, plus booking fees, cleaning fees, and taxes totaling $64,988, resulting in net revenue and deferred revenue of $69,461 and $27,453, respectively. At March 31, 2010, the Company had received total cash of $588,423, including $53,686 in refundable security deposits. Of this amount, $322,712 has been remitted to the property owners, with $106,959 remaining payable to property owners upon renters’ use of the properties. At March 31, 2010, the Company had a balance of $36,524 in restricted cash which represents a restricted cash deficit of $82,445. The restricted cash deficit is calculated by adding the refundable security deposits and cash payable to property owners, less a receivable due from renters of $41,676 payable prior to the renters’ use of the owners’ properties less the restricted cash on hand.
During the year ended March 31, 2010, the Company booked six reservations for a property owned by our President totaling $12,279. This resulted in cleaning fee and commission revenue of $726 and $815, respectively. As of March 31, 2010, there is no balance due to the property owner as a result of these bookings and $500 due to one customer representing a refundable security deposit. These amounts are included in the account totals in the previous paragraph.
The Company’s founder, Mr. Kanaat, has utilized his connections to create a base inventory of secured luxury properties worldwide used in the marketing and advertising of jetPAD Homes. Sales associates and concierge staff will be brought on board as revenues for rentals continue throughout 2010 for the jetPAD Homes program.
The Company is already known for providing homes and condominiums around the world to customers based on a transient rental basis (less than 30 days per rental).
RESULTS OF OPERATIONS
The Company has begun negotiating contracts with homeowners for inclusion in the jetPAD Homes worldwide luxury rental inventory. The Company has begun generating revenues and from inception through March 31, 2010, the Company has generated net revenue of $69,461. Total expenses for the year ended March 31, 2010, were $233,300, and consisted of $95,078 in professional fees for accountants, attorneys and transfer agent, $57,292 in other general and administrative expenses, $29,802 in travel expenses, $45,698 in advertising costs, interest expenses of $4,384 and .$1,043 in foreign currency transaction loss.
During the quarter ended June 30, 2010, the Company entered into agreements with vacation home owners to act as a short-term rental agent. The agreements retain the Company as a rental agent and not an owner nor operator of the properties. The Company generates revenues by receiving a commission of the gross rental fee charged. As of March 31, 2010, the Company had booked a total of $485,704 in gross rental charges, plus booking fees, cleaning fees, and taxes totaling $64,988, resulting in net revenue and deferred revenue of $69,461 and $27,453, respectively.
Item 7A.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Not applicable.
Item 8.
Item 8. Financial Statements and Supplementary Data.
jetPADS, INC.
(A Development Stage Company)
Notes to the Financial Statements
For the Years Ended March 31, 2010 and 2009 and the
Period of March 26, 2008 (Inception) to March 31, 2010
Note 1 - Nature of Business
jetPADS, Inc. (the “Company”) was incorporated on March 26, 2008 in the State of Nevada. Its operations are primarily based in Los Angeles, CA. The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America, and the Company’s fiscal year-end is March 31.
The Company plans to pursue the business of securing contracts on existing luxury homes, condominiums, apartments, and hotels. Once the contracts have been secured, the Company will provide further high-end luxurious amenities and ultimately sell or rent its products to third parties.
Note 2 - Significant Accounting Policies
Development Stage Enterprise
The Company has yet to realize significant revenues from its planned business purpose and, accordingly, is considered to be in its development stage as defined in FASB ASC 915, “Development Stage Entities.” The Company has devoted substantially all of its efforts to business planning, and development. Additionally, the Company has allocated a substantial portion of its time and investment in bringing its product to the market, and the raising of capital.
Cash
For financial statement presentation purposes, the Company considers short-term, highly liquid investments with original maturities of three months or less to be cash and cash equivalents. The Company maintains cash and cash equivalent balances at a financial institution that is insured by the Federal Deposit Insurance Corporation up to $250,000. At March 31, 2010 and 2009, the Company had $0 and $35 in cash and no cash equivalents, respectively.
Revenue Recognition
The Company's financial statements are prepared under the accrual method of accounting. Revenues will be recognized in the period the services are performed and costs are recorded in the period incurred rather than paid. The Company recognized net revenues of $69,461 and $0 during the years ended March 31, 2010 and 2009, respectively.
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.
jetPADS, INC.
(A Development Stage Company)
Notes to the Financial Statements
For the Years Ended March 31, 2010 and 2009 and the
Period of March 26, 2008 (Inception) to March 31, 2010
Note 2 - Significant Accounting Policies (continued)
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.
Property and Equipment
Property and equipment are carried at cost. Expenditures for maintenance and repairs are charged against operations. Renewals and betterments that materially extend the life of the assets are capitalized. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is reflected in income for the period.
Depreciation is computed for financial statement purposes on a straight-line basis over estimated useful lives of the related assets. The estimated useful lives of depreciable assets are:
For federal income tax purposes, depreciation is computed under the modified accelerated cost recovery system. For audit purposes, depreciation is computed under the straight-line method. At March 31, 2010 and 2009, the Company had no property and equipment.
Advertising Costs
Advertising and promotion costs are expensed as incurred. The Company incurred $45,698 and $0 of such costs during the years ended March 31, 2010 and 2009.
Recently Implemented Standards
ASC 105, Generally Accepted Accounting Principles ("ASC 105") (formerly Statement of Financial Accounting Standards No. 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles a replacement of FASB Statement No. 162) reorganized by topic existing accounting and reporting guidance issued by the Financial Accounting Standards Board ("FASB") into a single source of authoritative generally accepted accounting principles ("GAAP") to be applied by nongovernmental entities. All guidance contained in the Accounting Standards Codification ("ASC") carries an equal level of authority. Rules and interpretive releases of the Securities and Exchange Commission ("SEC") under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. Accordingly, all other accounting literature will be deemed "non-authoritative". ASC 105 is effective on a prospective basis for financial statements issued for interim and annual periods ending after September 15, 2009. The Company has implemented the guidance included in ASC 105 as of September 30, 2009. The implementation of this guidance changed the Company's references to GAAP authoritative guidance but did not impact the Company's financial position or results of operations.
jetPADS, INC.
(A Development Stage Company)
Notes to the Financial Statements
For the Years Ended March 31, 2010 and 2009 and the
Period of March 26, 2008 (Inception) to March 31, 2010
Note 2 - Significant Accounting Policies (continued)
Recently Implemented Standards (continued)
In September 2009, the FASB issued ASC Update No. 2009-12, Fair Value Measurements and Disclosures (Topic 820): Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent) ("ASC Update No. 2009-12"). This update sets forth guidance on using the net asset value per share provided by an investee to estimate the fair value of an alternative investment. Specifically, the update permits a reporting entity to measure the fair value of this type of investment on the basis of the net asset value per share of the investment (or its equivalent) if all or substantially all of the underlying investments used in the calculation of the net asset value is consistent with ASC 820. The update also requires additional disclosures by each major category of investment, including, but not limited to, fair value of underlying investments in the major category, significant investment strategies, redemption restrictions, and unfunded commitments related to investments in the major category. The amendments in this update are effective for interim and annual periods ending after December 15, 2009 with early application permitted. The implementation of ASC Update No. 2009-12 did not have a material effect on the Company’s financial position or results of operations.
In June 2009, the FASB issued Statement of Financial Accounting Standards No. 166, Accounting for Transfers of Financial Assets an amendment of FASB Statement No. 140 ("Statement No. 166"). Statement No. 166 revises FASB Statement of Financial Accounting Standards No. 140, Accounting for Transfers and Extinguishment of Liabilities a replacement of FASB Statement 125 ("Statement No. 140") and requires additional disclosures about transfers of financial assets, including securitization transactions, and any continuing exposure to the risks related to transferred financial assets. It also eliminates the concept of a "qualifying special-purpose entity", changes the requirements for derecognizing financial assets, and enhances disclosure requirements. Statement No. 166 is effective prospectively, for interim and annual periods beginning after November 15, 2009.
Although Statement No. 166 has not been incorporated into the Codification, in accordance with ASC 105, the standard shall remain authoritative until it is integrated. The Company does not expect the adoption of Statement No. 166 will have a material impact on its financial position or results of operations.
In June 2009, FASB issued Statement of Financial Accounting Standards No. 167, Amendments to FASB Interpretation No. 46(R) ("Statement No. 167"). Statement No. 167 amends FASB Interpretation No. 46R, Consolidation of Variable Interest Entities an interpretation of ARB No. 51 ("FIN 46R") to require an analysis to determine whether a company has a controlling financial interest in a variable interest entity. This analysis identifies the primary beneficiary of a variable interest entity as the enterprise that has a) the power to direct the activities of a variable interest entity that most significantly impact the entity's economic performance and b) the obligation to absorb losses of the entity that could potentially be significant to the variable interest entity or the right to receive benefits from the entity that could potentially be significant to the variable interest entity. The statement requires an ongoing assessment of whether a company is the primary beneficiary of a variable interest entity when the holders of the entity, as a group, lose power, through voting or similar rights, to direct the actions that most significantly affect the entity's economic performance. This statement also enhances disclosures about a company's involvement in variable interest entities. Statement No. 167 is effective as of the beginning of the first annual reporting period that begins after November 15, 2009. Although Statement No. 167 has not been incorporated into the Codification, in accordance with ASC 105, the standard shall remain authoritative until it is integrated. The Company does not expect the adoption of Statement No. 167 to have a material impact on its financial position or results of operations.
jetPADS, INC.
(A Development Stage Company)
Notes to the Financial Statements
For the Years Ended March 31, 2010 and 2009 and the
Period of March 26, 2008 (Inception) to March 31, 2010
Note 2 - Significant Accounting Policies (continued)
Recently Implemented Standards (continued)
In October 2009, the FASB issued changes to revenue recognition for multiple-deliverable arrangements. These changes require separation of consideration received in such arrangements by establishing a selling price hierarchy (not the same as fair value) for determining the selling price of a deliverable, which will be based on available information in the following order: vendor-specific objective evidence, third-party evidence, or estimated selling price; eliminate the residual method of allocation and require that the consideration be allocated at the inception of the arrangement to all deliverables using the relative selling price method, which allocates any discount in the arrangement to each deliverable on the basis of each deliverable’s selling price; require that a vendor determine its best estimate of selling price in a manner that is consistent with that used to determine the price to sell the deliverable on a standalone basis; and expand the disclosures related to multiple-deliverable revenue arrangements. These changes become effective on January 1, 2011. The Company has determined that the adoption of these changes will not have an impact on the financial statements, as the Company does not currently have any such arrangements with its customers.
Accounting Standards Update (“ASU”) ASU No. 2009-13 (ASC Topic 605), Multiple-Deliverable Revenue Arrangements, ASU No. 2009-14 (ASC Topic 985), Certain Revenue Arrangements that include Software Elements, and various other ASU's No. 2009-2 through ASU No. 2010-20 which contain technical corrections to existing guidance or affect guidance to specialized industries or entities were recently issued. These updates have no current applicability to the Company or their effect on the financial statements would not have been significant.
Note 3 - Stockholders’ Equity
Common Stock
On March 26, 2008, the Company was formed with one class of common stock, par value $0.001. The Company authorized 100,000,000 shares of common stock.
In May 2008, the Company issued 10,000,000 shares of its common stock for cash at $.001 per share for a total cash consideration of $10,000. At March 31, 2010 and 2009, the Company had 10,000,000 common shares issued and outstanding. There are no preferred shares authorized, issued or outstanding. The Company has no stock option plan, warrants or other dilutive securities.
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 averaged 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 2010 or 2009 and since inception. As of March 31, 2010 and 2009 and since inception, the Company had no dilutive potential common shares.
jetPADS, INC.
(A Development Stage Company)
Notes to the Financial Statements
For the Years Ended March 31, 2010 and 2009 and the
Period of March 26, 2008 (Inception) to March 31, 2010
Note 4 - Income Taxes
The Company recognizes the tax effects of transactions in the year in which such transactions enter into the determination of net income, regardless of when reported for tax purposes. Deferred taxes are normally provided for in the financial statements under ASC Topic No. 740 to give effect to the resulting temporary differences which may arise from differences in the bases of fixed assets, depreciation methods, allowances, and start-up costs based on the income taxes expected to be payable in future years. Operating loss carry forwards generated during the period from March 13, 2008 (date of inception) through March 31, 2010 of $206,193 will begin to expire in 2028, and may be limited by the provisions of Internal Revenue Code Section 382 and other provisions as to their utilization. Deferred tax assets of approximately $72,168 have been completely offset by a valuation allowance that increased by $57,343 and $14,824 during the years ended March 31, 2010 and 2009, respectively.
The Company follows the provisions of uncertain tax positions as addressed in FASC 740-10-65-1. The Company recognized no increase in the liability for unrecognized tax benefits. The Company has no tax positions at March 31, 2010 for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. No such interest or penalties were recognized during the periods presented. The Company had no accruals for interest and penalties at March 31, 2010 or 2009.
Note 5 - Going Concern
The Company's financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company’s obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.
In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plans to obtain such resources for the Company include (1) obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses, and (2) seeking out and completing a merger with an existing operating company. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.
The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
Note 6 - Subsequent Events
The Company has evaluated subsequent events through the filing date of this document and determined there are no items to disclose.
jetPADS, INC.
(A Development Stage Company)
Notes to the Financial Statements
For the Years Ended March 31, 2010 and 2009 and the
Period of March 26, 2008 (Inception) to March 31, 2010
Note 7 - Related Party Transactions
During the year ended March 31, 2010, the Company received loans totaling $72,948 to fund operations from related parties. The loans carry a 0% interest rate, are due on demand and as such are included in current liabilities. Imputed interest of $1,519 has been considered and is included in additional paid-in capital. Additionally, the Company repaid an outstanding shareholder loan of $393 during the year ended March 31, 2010. There were outstanding shareholder loans of $72,948 and $393 as of March 31, 2010 and 2009.
The Company’s president provides management services on a contract basis. During the years ended March 31, 2010 and 2009, there were $10,281 and $0 charged to operations as a management fee.
The Company utilizes a reservation tracking system called TenantWIZ. The system allows for tracking of reservations, customer payments and payments remitted to property owners. TenantWIZ was developed by the Company’s sole officer and director and is owned by TenantWIZ Software Corp., a company under his control. Payments of $17,406 and $0 were made to TenantWIZ Software Corp for use of the system during the years ended March 31, 2010 and 2009, respectively.
Note 8 - Rental Agent Contracts
During the year ended March 31, 2010, the Company entered into various agreements with vacation property owners to act as a short-term rental agent on behalf of the owners. The agreements allow for the Company to retain a commission of 10% - 60% of the gross rental booking. Since rental contracts between the owners and renters are cancellable up to the point of use of the owners’ properties by the renters, commissions are deferred and recognized as revenue once the renters complete their use of the owners’ properties. The remaining 40%-90% of gross rental bookings, plus applicable taxes paid by the renters, are remitted to the owners upon the renters’ use of the owners’ properties. At the time of booking, renters are required to pay a security deposit that is refundable to them after ensuring no damage was done to the owners’ properties subsequent to use by the renters.
As of March 31, 2010, the Company had booked a total of $485,704 in gross rental charges, plus booking fees, cleaning fees, and taxes totaling $64,988, resulting in net revenue and deferred revenue of $69,461 and $27,453, respectively. At March 31, 2010, the Company had received total cash of $588,423, including $53,686 in refundable security deposits. Of this amount, $322,712 has been remitted to the property owners, with $106,959 remaining payable to property owners upon renters’ use of the properties. At March 31, 2010, the Company had a balance of $36,524 in restricted cash which represents a restricted cash deficit of $82,445. The restricted cash deficit is calculated by adding the refundable security deposits and cash payable to property owners, less a receivable due from renters of $41,676 payable prior to the renters’ use of the owners’ properties less the restricted cash on hand.
During the year ended March 31, 2010, the Company booked six reservations for a property owned by our President totaling $12,279. This resulted in cleaning fee and commission revenue of $726 and $815, respectively. As of March 31, 2010, there is no balance due to the property owner as a result of these bookings and $500 due to one customer representing a refundable security deposit. These amounts are included in the account totals in the previous paragraph.
Note 9 - Leases
During the year ended March 31, 2010, the Company entered into a non-cancellable lease for a property which it intends to rent to customers. The lease requires minimum annual rental payments of $84,000 through March 2011.
Item 9.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
From inception and up to the present time, the principal independent accountant for the Company has neither resigned (nor declined to stand for reelection) nor been dismissed. The independent auditor for the Company is Child, Van Wagoner & Bradshaw, PLLC, 5296 South Commerce Drive, Suite 300, Salt Lake City, UT 84107. This firm was engaged on or about May 6, 2008.
Item 9A.
Item 9A. Controls and Procedures.
As of March 31, 2010, the Company carried out an evaluation of the effectiveness of the Company’s disclosure controls and procedures (as defined by Rule 13a-15(e) under the Securities Exchange Act of 1934) under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer. Based on and as of the date of such evaluation, the aforementioned officers have concluded that the Company’s disclosure controls and procedures were not effective for the reasons discussed herein.
The matters involving internal controls and procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (1) inadequate segregation of duties consistent with control objectives. The aforementioned material weakness was identified by our Chief Executive Officer in connection with the review of our financial statements as of March 31, 2010.
Management believes that the material weakness set forth above did not have an effect on our financial results.
The Company also maintains a system of internal accounting controls that is designed to provide assurance that assets are safeguarded and that transactions are executed in accordance with management’s authorization and properly recorded. This system is continually reviewed and is augmented by written policies and procedures, the careful selection and training of qualified personnel and an internal audit program to monitor its effectiveness. During the fiscal year ended March 31, 2010, there were no significant changes to this system of internal controls or in other factors that could significantly affect those controls.
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. Internal control over financial reporting refers to a process designed by, or under the supervision of our Chief Executive Officer and Chief Financial Officer and effected by our Board, management, and other personnel, 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, including those policies and procedures that:
-
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;
-
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
-
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements.
Because of its inherent limitations, internal control over financial reporting cannot provide absolute assurance of the prevention or detection of misstatements. In addition, projections of any evaluation of effectiveness to future periods are subject to risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In connection with the preparation of this Annual Report on Form 10-K for the year ended March 31, 2010, management, with the participation of our Chief Executive Officer and Principal Financial Officer, has evaluated the effectiveness of our internal controls over financial reporting, pursuant to Rule 13a-15 under the Exchange Act. Management conducted its evaluation of the Company’s internal control over financial reporting based on the framework in Internal Control - Integrated Framework, issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on that evaluation, our Chief Executive Officer and Chief Financial Officer has concluded that the design and operation of our internal controls and procedures were not effective as of March 31, 2010, for the reasons disclosed above. There were no significant changes in our internal controls over financial reporting that occurred during the fourth fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.
This Annual Report on Form 10-K does not include an attestation report of the Company’s independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit us to provide only management’s report in this Annual Report on Form 10-K.
Item 9B.
Item 9B. Other Information
None.
PART III
Item 10.
Item 10. Directors, Executive Officers and Corporate Governance.
The following table sets forth certain information regarding each person who is a Director or Executive Officer of the Company.
Name
Age
Position
Robert Kanaat
Chairman of the Board, President, Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary
Robert Kanaat is Chairman of the Board, President and Chief Executive Officer of the Company since its inception. On March 3, 2009, Mr. Kanaat was appointed Chief Financial Officer, Treasurer and Secretary. Mr. Kanaat earned a Bachelor of Arts degree in Political Science (2000) from New York University's College of Arts and Sciences. Mr. Kanaat began his entrepreneurial activities in 2001 when he founded iSculptors, Inc., a firm specializing in interactive Web design services, developing feature-rich websites and web applications with Active Server Pages (ASP), Macromedia Flash, Databases, and other Web-based technologies. In 2004, Mr. Kanaat was the co-founder and CEO of Elemental Software, Inc., a Los Angeles-based Internet technology company which developed proprietary Web-based Shopping Cart software which was marketed within North America. Mr. Kanaat created all of the product and service offerings and assisted in recruiting talented personnel at important stages in the development of the business. Since May 2007, Mr. Kanaat has been the founder and President of TenantWIZ Software Corp. which is the proprietary developer of a web-based Vacation Rental software system, Tenantwiz.com.
Legal Proceedings.
During the past ten years, none of our Directors or Officers has been a party to any bankruptcy proceeding; has been convicted in a criminal proceeding; is subject to any order, judgment or decree of any court of competent jurisdiction permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities; and been found by a court of competent jurisdiction, the Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law.
Compliance with Section 16(a) of the Exchange Act
Because we do not have a class of equity securities registered pursuant to Section 12 of the Exchange Act, our executive officers, directors and persons who beneficially own more than 10% of our common stock are not required to file initial reports of ownership and reports of changes in ownership with the SEC under Section 16(a) of the Exchange Act.
Code of Ethics
As of the date of this Annual Report, we have not adopted a corporate code of ethics.
Audit Committee
The Company does not currently have a separate audit committee. All of the members of the Board of Directors currently serve as the audit committee. None of the Directors qualify as a financial expert.
Item 11.
Item 11. Executive Compensation.
Following is the Summary Compensation table showing compensation of officers for the years ended March 31, 2009 and 2010.
(1)
Mr. Kanaat received $10,281.21 as management fees and $14,813.53 in consideration for the forgiveness of debt owed to the Company by Mr. Kanaat.
There are no annuity, pension or retirement benefits proposed to be paid to officers, directors, or employees of the corporation in the event of retirement at normal retirement date pursuant to any presently existing plan provided or contributed to by the corporation or any of its subsidiaries.
Director Compensation
Members of the Company’s Board of Directors do not receive compensation, as such, at this time. Following is the Summary Compensation table showing compensation for directors for paid for the years ended March 31, 2009 and 2010.
DIRECTOR COMPENSATION
Name
Fees
Earned or
Paid in
Cash
($)
Stock
Awards
($)
Option
Awards
($)
Non-Equity
Incentive
Plan
Compensation
($)
Change in
Pension
Value and
Nonqualified
Deferred
Compensation
Earnings
($)
All
Other
Compensation
($)
Total
($)
Robert Kanaat
Stock Option Grants
As of the date of this Annual Report the Company has not granted any stock options
Employment Agreements
We do not have any employment or consultant agreements with our officers and directors.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
The following table sets forth certain information regarding beneficial ownership of the Common Stock as of March 31, 2010, hereby (i) by each person who is known by the Company to beneficially own more than five percent of the Common Stock, (ii) by each of the Company's Directors, (iii) by each of the Named Executive Officers and (iv) by all Executive Officers and Directors as a group. Except as otherwise indicated, the persons named in the table have sole voting and investment power with respect to all shares beneficially owned, subject to community property laws where applicable.
Item 13.
Item 13. Certain Relationships and Related Transactions, and Director Independence
As of the date of this Report, no transactions with related persons, promoters and certain control persons have been entered into by the Company.
Item 14.
Item 14. Principal Accounting Fees and Services.
Audit Fees: All fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant's annual financial statements and the review of financial statements included in the registrant's Form 10-Q or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.
2009:
$9,500
$15,275
Audit-Related Fees: All fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit or review of the registrant's financial statements and are not reported under Item 9(e)(f1) of Schedule 14A.
2009:
$
2010:
$0
Tax Fees: The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning:
2009:
$
Nature of Services:
2010:
$
Nature of Services
Preparation of the Company’s corporate tax return for the fiscal year ended March 31, 2010 is currently underway.
All Other Fees:
2009:
$
2010:
$
PART IV
Item 15.
Item 15. Exhibits, Financial Statement Schedules.
The following exhibits are included with this filing:
Exhibit
Number
Description
3.1
Articles of Incorporation (1)
3.2
Bylaws (1)
31.1
Rule 13a-14(a)/15d-14(a) Certification
32.1
Section 1350 Certification
(1)
Filed with the Securities and Exchange Commission on June 24, 2008, as an exhibit numbered as indicated above, to the Registrant’s registration statement on Form S-1 (file no. 333-151867), which exhibit is incorporated herein by reference.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
jetPADS, Inc.
By: /s/ Robert Kanaat
Robert Kanaat
Chairman of the Board, Chief Executive Officer,
Principal Financial Officer,
Principal Accounting Officer