UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[x]☒ Quarterly Report Pursuant to Section 13 or 15(d) Securities Exchange Act of 1934 for Quarterly Period Ended SeptemberJune 30, 20152019
-OR-
[ ]☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities And Exchange Act of 1934 for the transaction period from _________ to________
Commission File Number# 000-27251
Dale Jarrett Racing Adventure,24/7 Kid Doc, Inc.
(Exact name of registrant as specified in its charter)
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| 59-3564984 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification |
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(Address of principal executive offices) | (Zip Code) |
(888) 467-2231(828) 244-5980
(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 [x][ ] No [[x ]
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 (section 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 [x][ ] No [[x ]
Securities registered pursuant to Section 12(b) of the Act: None
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerate filer,Non-accelerated Filer, or a small reporting company as defined by Rule 12b-2 of the Exchange Act):
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Large accelerated filer [ ] | Non-accelerated Filer [ ] | |
Accelerated filer [ ] | Smaller reporting company ☒ | |
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes- [ ]☐ No [x][X]
The number of outstanding shares of the registrant's common stock as of
November 20, 2015: August 13, 2019: Common Stock –37,438,852–50,964,655
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DALE JARRETT RACING ADVENTURE,24/7 KID DOC, INC.
FORM 10-Q
For the quarterly period ended SeptemberJune 30, 20152019
INDEX
PART I – FINANCIAL INFORMATION
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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations |
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Item 3. Quantitative and Qualitative Disclosures About Market Risk |
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PART II – OTHER INFORMATION
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| 12 | |
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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds |
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| 12 | |
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SIGNATURES | 13 |
24/7 Kid Doc, Inc.
Balance Sheets
June 30, 2019 | December 31, 2018 | ||
(Unaudited) | |||
ASSETS | |||
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Cash and cash equivalents | $49,658 | $76,286 | |
Cash in attorney trust accounts | - | 11,834 | |
Total current assets | 49,658 | 88,120 | |
Property and equipment, at cost, net | 759 | 902 | |
Total Assets | $50,417 | $89,022 | |
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | |||
Current liabilities: | |||
Accrued expenses | $8,000 | $17,500 | |
Advance from shareholder | 19,443 | - | |
Notes payable | 255,833 | 117,199 | |
Total current liabilities | 283,276 | 134,699 | |
Stockholders' equity (deficit): | |||
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, 1,000,000 and 1,000,000 issued and outstanding | 100 | 100 | |
Common stock, $0.0001 par value, 200,000,000 shares authorized, 51,810,502 and 51,810,502 issued and 50,964,655 and 50,392,855 shares outstanding | 5,181 | 5,181 | |
Additional paid-in capital | 8,451,308 | 8,451,308 | |
Treasury stock, 1,417,647 and 795,347 shares, at cost | (60,395) | (40,773) | |
Accumulated (deficit) | (8,629,053) | (8,461,493) | |
Total Stockholders’ deficit | (232,859) | (45,677) | |
Total Liabilities and Stockholders’ deficit | $50,417 | $89,022 |
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Dale Jarrett Racing Adventure, Inc.
Condensed Balance Sheets
| September 30, 2015 |
| December 31, 2014 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents | $ 13,986 |
| $ 190,362 |
Accounts receivable | 6,115 |
| 12,482 |
Spare parts and supplies | 108,019 |
| 148,548 |
Prepaid expenses and other current assets | 61,016 |
| 51,226 |
Race car held for sale | - |
| 112,674 |
Total current assets | 189,136 |
| 515,292 |
Property and equipment, at cost, net | 132,893 |
| 172,703 |
Total Assets | $ 322,029 |
| $ 687,995 |
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LIABILITIES AND STOCKHOLDERS' DEFICIT |
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Current liabilities: |
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Current portion of long-term debt | $ - |
| $ 100,127 |
Accounts payable | 184,791 |
| 58,709 |
Accrued expenses | 166,871 |
| 161,548 |
Deferred revenue | 720,738 |
| 869,621 |
Advance from shareholder | 110,220 |
| 110,110 |
Total current liabilities | 1,182,620 |
| 1,300,115 |
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Stockholders' deficit: |
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Preferred stock, $.0001 par value, |
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5,000,000 shares authorized | - |
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Common stock, $.0001 par value, 200,000,000 shares authorized, 38,110,502 and 28,110,502 shares issued and 37,438,852 and 27,438,852 shares outstanding at September 30, 2015 and 2014, respectively | 3,811 |
| 2,811 |
Additional paid-in capital | 6,638,431 |
| 6,639,431 |
Treasury stock, 671,650 shares, at cost | (39,009) |
| (39,009) |
Accumulated deficit | (7,463,824) |
| (7,215,353) |
Total Stockholders’ Deficit | (860,591) |
| (612,120) |
Total Liabilities and Stockholders’ Deficit | $ 322,029 |
| $ 687,995 |
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Dale Jarrett Racing Adventure,See accompanying notes to financial statements
24/7 Kid Doc, Inc.
Condensed
Statements of Operations
For the Three Months and NineSix Months Ended SeptemberJune 30, 20152019 and 20142018
(Unaudited)
| Three Months |
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| 2019 |
| 2018 |
| 2019 |
| 2018 |
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Sales | $- |
| $- |
| $- |
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Cost of sales and services | - |
| - |
| - |
| - |
Gross profit | - |
| - |
| - |
| - |
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General and administrative expenses | 81,575 |
| 7,694 |
| 153,934 |
| 13,259 |
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Income (loss) from operations | (81,575) |
| (7,694) |
| (153,934) |
| (13,259) |
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Other income (expense): |
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Other income | - |
| - |
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| 1,404 |
Interest expense | (7,212) |
| (374) |
| (13,626) |
| (748) |
Total other income (expense), net | (7,212) |
| (374) |
| (13,626) |
| 656 |
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Net income (loss) | $(88,787) |
| $(8,068) |
| $(167,560) |
| $(12,603) |
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Per share information: |
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Basic and diluted income (loss) per share | $(0.00) |
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| $(0.00) |
| $(0.00) |
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Weighted average shares outstanding
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Preferred | 1,000,000 |
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| 1,000,000 |
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Common | 50,455,513 |
| 50,810,502 |
| 50,668,979 |
| 50,810,502 |
See accompanying notes to financial statements
| Three Months | Nine Months | ||
| 2015 | 2014 | 2015 | 2014 |
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Sales | $ 390,591 | $ 622,655 | $ 1,150,192 | $ 1,897,044 |
Cost of sales and services | 246,125 | 297,831 | 585,874 | 908,996 |
Gross profit | 144,466 | 324,824 | 564,318 | 988,048 |
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General and admin expenses | 267,103 | 313,693 | 796,822 | 938,571 |
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Income (loss) from operations | (122,637) | 11,131 | (232,504) | 49,477 |
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Other income (expense): |
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Interest income | 1 | 13 | 35 | 702 |
Other income | - | 411 | - | 411 |
Interest expense | (3,370) | (3,047) | (10,401) | (12,631) |
Loss on disposal of property | - | - | (5,600) | - |
Total other expense, net | (3,369) | (2,623) | (15,966) | (11,518) |
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Net income (loss) | $ (126,006) | $ 8,508 | $ (248,470) | $ 37,959 |
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Per share information: |
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Basic and diluted income (loss) per share | $ 0.00 | $ 0.00 | $ 0.01 | $ 0.00 |
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Weighted average shares outstanding | 37,438,852 | 26,338,852 | 37,438,852 | 26,338,852 |
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24/7 Kid Doc, Inc.
Statement of Stockholders’ Equity (Deficit)
For the Six Months Ended June 30, 2019 and 2018
| Preferred Shares | Common Shares | Preferred Stock Amount | Common Stock Amount | Additional Paid-in Capital | Treasury Shares | Stock Amount | Accumulated (Deficit) | Total |
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Balance December 31, 2017 | - | 51,810,502 | $ - | $ 5,181 | $ 8,332,805 | 671,650 | $ (39,009) | $ (8,400,130) | $ (101,253) |
Subscribed stock |
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| $ 5,000 |
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| 5,000 |
Net loss for the six months ended June 30, 2018 | - | - | - | - | - | - | - | (12,603) | (12,603) |
Balance June 30, 2018 | - | 51,810,502 | - | $ 5,181 | $ 8,337,805 | 671,650 | (39,009) | (8,412,733) | (108,656) |
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Balance December 31, 2018 | 1,000,000 | 51,810,502 | $ 100 | $ 5,181 | $ 8,451,308 | 795,347 | $ (40,773) | $ (8,461,493) | $ (45,677) |
Treasury stock purchased |
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| 622,300 | (19,622) |
| (19,622) |
Net loss for the six months ended June 30, 2019 | - | - | - | - | - | - | - | (167,560) | (167,560) |
Balance June 30, 2019 | 1,000,000 | 51,810,502 | $ 100 | $ 5,181 | $ 8,451,308 | 1,417,647 | (60,395) | (8,629,053) | (232,859) |
See accompanying notes to unaudited condensed financial statements.
24/7 Kid Doc, Inc.
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Dale Jarrett Racing Adventure, Inc.
Condensed Statements of Cash Flows
For the NineSix Months Ended SeptemberJune 30, 20152019 and 20142018
(Unaudited)
| 2015 |
| 2014 |
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Net cash used in operating activities | $ (172,949) |
| $ (295,808) |
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Cash provided by investing activities - |
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Proceeds from disposal of race car held for sale | 106,700 |
| - |
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Cash used in financing activities - |
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Repayment of long-term debt | (110,127) |
| (20,761) |
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Decrease in cash and cash equivalents | (176,376) |
| (316,569) |
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Cash and cash equivalents, beginning of period | 190,362 |
| 388,886 |
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Cash and cash equivalents, end of period | $ 13,986 |
| $ 72,317 |
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Supplemental cash flow information: |
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Cash paid for interest | $ 292 |
| $ 9,261 |
Cash paid for income taxes | $ - |
| $ - |
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Cash flows from operating activities |
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Net income (loss) | $(167,560) |
| $(12,604) |
Adjustments to reconcile net loss to net cash used in operating activities: |
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Depreciation | 143 |
| 144 |
Interest added to shareholder loans | - |
| 748 |
Interest added to notes payable | 13,626 |
| - |
Change in assets and liabilities: |
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Decrease in cash in attorney’s trust account | 11,834 |
| - |
Decrease in accounts payable and accrued expenses | (9,500) |
| - |
Total adjustments | 16,103 |
| 892 |
Net cash (used in) operating activities | $(151,457) |
| $(11,712) |
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Cash provided by financing activities: |
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Proceeds from notes payable | 125,008 |
| - |
Proceeds from shareholder advance | 19,443 |
| - |
Proceeds from subscribed shares | - |
| 5,000 |
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Purchase of treasury stock | (19,622) |
| - |
| 124,829 |
| 5,000 |
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Increase (decrease) in cash and cash equivalents | (26,628) |
| (6,712) |
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Cash and cash equivalents, beginning of period | 76,286 |
| 10,139 |
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Cash and cash equivalents, end of period | $49,658 |
| $3,427 |
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Supplemental cash flow information: |
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Cash paid for interest | $- |
| $- |
Cash paid for income taxes | $- |
| $- |
See accompanying notes to unaudited condensed financial statements.
24/7 KID DOC, INC.
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DALE JARRETT RACING ADVENTURE, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBERJUNE 30, 20152019
(UNAUDITED)
(1)
Basis of Presentation and Going Concern (including Subsequent Events)
The accompanying unaudited condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information and Rule 8.03 of Regulation SX. As such, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (including normal, recurring adjustments) considered necessary for a fair presentation have been included.
In addition, such financial statements contemplate the realization of assets and liquidation of liabilities in the normal course of business. We have suffered declining revenues and recurring losses from operations, and have stockholder and working capital deficits, as well as minimal cash, at September 30, 2015. Because of this, and because we do not anticipate being able to reverse the downward trend with respect to revenues, we filed a proxy statement with the SEC to put forward shareholder votes to (i) allow our President and CEO to acquire substantially all of our assets, and assume substantially all of our liabilities in exchange for a note receivable of $200,000 and (ii) to change the name of our company to 24/7 Kid Doc, Inc. In connection therewith, on November 9, 2015, our shareholders voted to approve both of these proposals, and we anticipate that such transaction will be consummated prior to December 31, 2015. Notwithstanding such transaction, and assuming we meet the criteria for extinguishment of our liabilities in accordance with GAAP (for which there can be no assurance), we could remain contingently liable for any liabilities existing as of the date of the transaction that are not satisfied by the acquirer.
Pursuant to a consulting agreement we entered with Dr. Norberto Benitez in January 2015, he will be providing his expertise in establishing our new business plan. The new business plan is to create a franchisecompany that will deliver pediatric services to children and adults 24 hours a day, 7 days a week.week here in the United States. In addition, we will be looking to provide these same services via the Internet to people throughout the world, especially in places where it is difficult to have available pediatric doctors. Subsequent todoctors or the consummationstandard of the sale, we will no longer draw any revenues from the racing operations nor will we provide any capital to support its operations.care is a concern. While we do not anticipate having significant cash outlays until we implement our business plan, there can be no assurance that such model will result in profitable operations, and/or that we will be able to obtain the debt or equity financing necessary to pay our expenses. Either of these factors could result in us having difficulty continuing as a going concern. The accompanying financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities should we be unable to continue as a going concern.
The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year. For further information, refer to the financial statements of the Company as of and for the yearyears ended December 31, 2014,2018 and 2017, including notes, filed with the Company’s Form 10-K.10-12G.
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(2)
Recent Accounting Pronouncements
WithThe Financial Accounting Standards Board issued a new accounting standard on accounting for leases which went into effect at the exceptionend of the potential for2018. We have not entered into any lease arrangements and therefore this new accounting treatment accorded to discontinued operations, therestandard has no effect on our financial statements.
There are no other new accounting pronouncements for which adoption is expected to have a material effect on our financial statements in future accounting periods.
(3)
Basic and Diluted Income (Loss) Per Share
The Company calculates basic and diluted income (loss) per share as required by the FASB Accounting Standards Codification. Basic income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding for the period. Diluted income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares and dilutive common stock equivalents outstanding. During periods when we report a net loss, anti-dilutive common stock equivalents are not considered in the computation. We did not have any dilutive common stock equivalents during any of the three or nine monthsix-month periods ended SeptemberJune 30, 20152019 and 2014.2018.
(4)
Spare Parts and Supplies
Spare parts and supplies include engine parts, tires, and other supplies used in the racecar operations and are recorded at the lower of cost or market, on a first-in, first-out basis.
(5)
Property and Equipment
Property and equipment are recorded at cost and are depreciated using the straight-line method over the estimated useful lives of the respective assets, ranging from 3 to 10 years. Major additions are capitalized, while minor additions and maintenance and repairs, which do not extend the useful life of an asset, are expensed as incurred. Depreciation expense approximated $40,000 and $68,000 during the respective nine month periods ended September 30, 2015 and 2014, and $13,500 and $23,000 during the respective three month periods ended September 30, 2015 and 2014.
(6)
Stockholders’ Deficit
In December 2014, we agreed to grant 10,000,000 shares of our stock to the brother in law of our President and CEO as consideration for his assistance with the development of a new business opportunity (see Basis of Presentation and Going Concern above). The shares were issued in January 2015.
(7)
Sale of Race Car
In January 2015 we sold a race car for approximately $106,700 and used substantially all of the proceeds to satisfy approximately $100,000 of indebtedness related to such race car.
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ITEM 2.Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.Operations
Trends and Uncertainties. WeThere are no other known trends, events or uncertainties that have, suffered declining revenues and recurring lossesor are reasonably likely to have, a material impact on our short term or long-term liquidity. Sources of liquidity will come from operations, and have stockholder and working capital deficits, as well as minimal cash, at September 30, 2015. Because of this, and because we do not anticipate being able to reverse the downward trend with respect to revenues, we filed a proxy statement with the SEC to put forward shareholder votes to (i) allow our President and CEO to acquire substantially allsales of our assets, and assume substantially allservices. There are no material commitments for capital expenditure currently. There are no trends, events or uncertainties that have had or are reasonably expected to have a material impact on the net sales or revenues or income from continuing operations There are no other known causes for any material changes from period to period in one or more-line items of our liabilities in exchange for a note receivable of $200,000 and (ii) to changefinancial statements.
Our common stock is traded on the name of our company to 24/7 Kid Doc, Inc. In connection therewith, on November 9, 2015, our shareholders voted to approve both of these proposals, and we anticipate that such transaction will be consummated prior to December 31, 2015. Notwithstanding such transaction, and assuming we meetOTC QB market under the criteria for extinguishment of our liabilities in accordance with GAAP (for which there can be no assurance), we could remain contingently liable for any liabilities existing as of the date of the transaction that are not satisfied by the acquirer. trading symbol TVMD.
Pursuant to a consulting agreement we entered with Dr. Norberto Benitez in January 2015, he will be providing his expertise in establishing our new business plan. The new business plan is to create a franchise that will deliver pediatric services to children 24 hours a day, 7 days a week. In addition, we will be looking to provide these same services via the Internet to people throughout the world, especially in places where it is difficult to have available pediatric doctors. Subsequent to the consummation of the sale, we will no longer draw any revenues from the racing operations nor will we provide any capital to support its operations. While we do not anticipate having significant cash outlays until we implement our business plan, there can be no assurance that such model will result in profitable operations, and/or that we will be able to obtain the debt or equity financing necessary to pay our expenses. Either of these factors could result in us having difficulty continuing as a going concern. The accompanying financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities should we be unable to continue as a going concern.
Capital Resources and Source of Liquidity.
For the six months ended June 30, 2019, we had a net loss of $167,560. We had the following adjustments to reconcile net loss to net cash used in operating activities: we recorded depreciation adjustments of $143 and had interest added to notes payable of $13,626. We had a decrease in cash in attorney’s trust account of $11,834 and a decrease in accounts payable and accrued expenses of $9,500. We had net cash used in operating activities of $172,949$151,457 for the ninesix months ended SeptemberJune 30, 2015. 2019.
For the six months ended June 30, 2018, we had a net loss of $12,604. We had the following adjustments to reconcile net loss to net cash used in operating activities: we recorded depreciation adjustments of $144 and had interest added to shareholder loans of $748. As a result, we had net cash used in operating activities of $295,808$11,712 for the ninesix months ended SeptemberJune 30, 2014.2018.
For the ninesix months ended SeptemberJune 30, 2015,2019, we received $125,008 as proceeds from notes payable. We received $19,443 as proceeds from a shareholder advance. We spent $19,622 for the purchase of $106,700treasury stock. As a result, we had net cash provided by financing activities of $124,829 for the six months ended June 30, 2019. For the six months ended June 30, 2018, we received $5,000 from the disposal of a race car held for sale. subscription to purchase common shares.
We did not pursue any investing activities duringfor the ninesix months ended SeptemberJune 30, 2014.2019 and 2018.
For the nine months ended September 30, 2015,While we repaid debt primarily relatedbelieve that our cash on hand will be sufficient to the race carconduct operations through December 31, 2019, we recognize that we sold,our ability to continue as a going concern is dependent on our ability to generate profitable operations and stockholder advances, of approximately $100,000 and $10,000, respectively. Comparatively, for the nine months ended September 30, 2014, we repaid long-term debt of $20,761.
Because we have minimal cash and a significant working capital deficit at September 30, 2015, we anticipateno assurance can be given that we will needbe able to generate additional capital (either through positive results of operations or debt or equity infusions) to meet our obligations for the next year.accomplish such endeavor.
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Results of Operations – Three Months Ended SeptemberJune 30, 20152019 and 20142018
For the three months ended SeptemberJune 30, 20152019, we had sales of $390,591. Our cost of sales and services was $246,125, resulting in a gross profit of $144,466.did not record any revenues. We incurredspent $81,575 on general and administrative expenses of $267,103.expenses. We recognized interest income of $1 and incurredhad interest expenses of $3,370.$7,212. As a result, we had a net loss of $126,006$88,787 for the three months ended SeptemberJune 30, 2015.2019.
Comparatively,For the three months ended June 30, 2018, we did not record any revenues. We spent 7,694 on general and administrative expenses. We spent $374 on interest expenses. As a result, we had a net loss of $8,068 for the three months ended SeptemberJune 30, 2014, we had sales of $622,655. Our cost of sales and services was $297,831, resulting2018.
The $80,719, or 908.7% increase in a gross profit of $324,824. We incurred $313,693 in general and administrative expenses. We recognized interest income of $13, other income of $411 and incurred interest expenses of $3,047. As a result, we had net income of $8,508loss for the three months ended SeptemberJune 30 2014.
The decline in operating results for the three months ended September 30, 20152019 compared to the three months ended SeptemberJune 30, 20142018 is primarily resulted from a significant decreasedue to the increase in sales which decreasedgeneral and administrative expenses during the three months ended June 30, 2019. Our expenses during this period were primarily fromexpenses involved in general operating expenses and expenses involved in developing the declining popularity of NASCAR, and also because of the loss of the Dale Jarrett name which occurred in early 2015. In addition, certain new competitors were offering their services at significantly discounted prices through such sites as Groupon and Living Social.Telemedicine business.
Results of Operations – NineSix Months Ended SeptemberJune 30, 20152019 and 20142018
For the ninesix months ended SeptemberJune 30, 2015,2019, we had sales of $1,150,192. Our cost of sales and services was $585,874, resulting in a gross profit of $564,318.did not record any revenues. We incurredspent $153,934 on general and administrative expenses. We had interest expenses of $796,822. We recognized interest income of $35, other income of $411 and incurred interest expense of $10,401 and incurred a loss on the disposal of property of $5,600.$13,626. As a result, we had a net loss of $248,470$167,560 for the ninesix months ended SeptemberJune 30, 2015.2019.
Comparatively, forFor the ninesix months ended SeptemberJune 30, 2014,2018, we had sales of $1,897,044. Our cost of sales was $908,966, resulting in a gross profit of $988,048.did not record any revenues. We incurredspent $13,259 on general and administrative expenses of $938,571.expenses. We recognized interesthad other income of $702$1,404 and incurredspent $748 on interest expenses of $12,631.expenses. As a result, we had a net incomeloss of $37,959$12,603 for the ninesix months ended SeptemberJune 30, 2014.2018.
The decline$154,957 or 752.1% increase in operating resultsnet loss for the ninesix months ended SeptemberJune 30, 20152019 compared to the ninethree months ended SeptemberJune 30, 20142018 is primarily resulted from a significant decreasedue to the increase in sales which decreasedgeneral and administrative expenses during the six months ended June 30, 2019. Our expenses during this period were primarily fromexpenses involved in general operating expenses and expenses involved in developing the declining popularity of NASCAR, because of the loss of the Dale Jarrett name as mentioned above, and because certain new competitors were offering their services at significantly discounted prices through such sites as Groupon and Living Social.Telemedicine business.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Not applicable for smaller reporting companies.
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Item 4. Controls and Procedures
During the periods ended September 30, 2015 and December 31, 2014 we concluded that our internal control over financial reporting was not effective to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with U.S. generally accepted accounting principles as our small size does not allow us to provide for the desired segregation of control functions, and/or allow us to hire accounting personnel that have a thorough understanding of SEC rules and regulations and such accounting principles. Furthermore, we do not have an audit committee with an independent financial expert. Finally we had a material weakness during such quarters with regard to limitations in the capacity of our accounting resources to identify and react in a timely manner to certain transactions as well as the adequate understanding of the disclosure requirements related to these transactions.
Evaluation of Disclosure Controls and Procedures
UnderDisclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer who is also our Chief Financial Officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management carried out an evaluation under the supervision and with the participation of our management, we conducted an evaluationChief Executive Officer who is also our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as such term is defined under Rulepursuant to Rules 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange
Act of 1934 as amended,("Exchange Act"). Based upon that evaluation, our Chief Executive Officer who is also our Chief Financial Officer has concluded that our disclosure controls and procedures were not effective as of June 30, 2015. Based2019, based on the following deficiencies:
Weaknesses in Accounting and Finance Personnel: We have a small accounting staff and we do not have the robust employee resources and expertise needed to meet complex and intricate GAAP and SEC reporting requirements of a U.S. public company. Additionally, numerous adjustments and proposed adjustments have been noted by our auditors. This is deemed by management to be a material weakness in preparing financial statements.
We do not have written control procedures, and do not have sufficient staff to implement the related controls. Management had determined that this evaluation,lack of written control procedures and the lack of the implantation of segregation of duties, represents a material weakness in our chief executive officerinternal controls.
Internal control has as its core a basic tenant of segregation of duties. Due to our limited size and principal financial officerseconomic constraints, the Company is not able to segregate for control purposes various asset control and recording duties and functions to different employees. This lack of segregation of duties had been evaluated by management and has been deemed to be a material control deficiency.
We will work to correct these deficiencies once we have concluded there was no change in the Company's internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) during the current quarter that materially affected, or are reasonably likelyrevenues sufficient enough to materially affect, the Company's internal control over financial reportinghire new personnel.
Remediation of Material WeaknessesChanges in Internal Control over Financial Reporting
We have not established adequateOur management has also evaluated our internal control over financial reporting, monitoring activitiesand there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to mitigate the riskdate of missedour last evaluation.
The Company is not required by current SEC rules to include, and does not include, an auditor's attestation report. The Company's registered public accounting firm has not attested to Management's reports on the Company's internal control over financial statement adjustments and disclosures relative to transactions that are other than routine for the reasons mentioned above. In addition, and unless results of operations improve considerably, we do not currently anticipate that we will have the available cash flow to remediate this weakness.reporting.
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PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 1A. Risk Factors
Not applicable for smaller reporting companies
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None
Item 3. Defaults Upon Senior Securities.
None
Item 4. Mine Safety Disclosures
Not Applicable
Item 5.5. Other Information
Ronda Robertson resigned as Chief Operating Officer and Glenn Jarrett resigned form the Board of Directors and as Corporate Treasurer effective August 6, 2015.None
Item 6. Exhibits
Exhibit 31* - Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Exhibit 32* - Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS** XBRL Instance Document
101.SCH** XBRL Taxonomy Extension Schema Document
101.CAL** XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF** XBRL Taxonomy Extension Definition Linkbase Document
101.LAB** XBRL Taxonomy Extension Label Linkbase Document
101.PRE** XBRL Taxonomy Extension Presentation Linkbase Document
* Filed herewith
**XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
SIGNATURES
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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.
Dated: November 20, 2015August 13, 2019
DALE JARRETT RACING ADVENTURE,24/7 KID DOC, INC.
By:
/s/Timothy B. Shannon
Timothy B. Shannon
Chief Executive Officer
PrincipalChief Financial Officer
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