Until our website is fully operational, we do not believe that clients will use our advisory services. We believe that we will have to spend approximately $5,000 in order to ensure that our website is fully operational. We believe, however, that once our website is operational, we will be able to offer advisory services to potential clients. In this regard, we expect that clients will be able to download some of our marketing literature from our websites, and we will be able to provide real time interactive consultations. We expect that our marketing literature will focus on the benefits to be obtained from using our services. Presently, we have not finalized our marketing literature. As we did not raise the maximum amount in our public offering, we may have to delay or eliminate implementation of real time interactive consultations as a result of the expected cost of implementation.
If we are unable to negotiate suitable terms with any clients or prospective clients to enable us to provide services to their companies, or if we are unable to attract clients to use our advisory services, we may have to suspend or cease operations. The services that we intend to offer include advisory and coaching on topics such as skills assessment; clarifying goals and identifying targets; adapting to a specific corporate culture; effectively communicating with employees, reducing and eliminating personality conflict with in an organization; and time management. These services may be provided to any company who are seeking executive coaching services and may be involved in any industry.
If we cannot generate sufficient revenues to continue operations, we will suspend or cease operations. If we cease operations, we do not know what we will do and we do not have any plans to do anything else.
Limited operating history; need for additional capital
There is limited historical financial information about us upon which to base an evaluation of our performance. We are in development stage operations and have not generated any revenues. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns.
To become profitable and competitive, we have to sell our services to corporate management.
Results of operations
From Inception on May 18, 2005 to March 31, 2007
During the period we incorporated the company, hired the attorney, and hired the auditor for the preparation of this registration statement. We have prepared an internal business plan. We have reserved the domain name " www.cascadecoachingcorp.com" Our loss since inception is $55,621 of which $37,355 is for legal fees, $11,200 for audit fees, $3,572 for filing fees and general office costs, and $3,494 for interest expense. We have not initiated items 1, 2, 3, or 4 of our milestones previously described. Specifically, with reference to item 1 we have not established an office nor acquired any equipment. With reference to item 2, we have not attended any corporate governance seminars not hired a website designer. With reference to item 3, we have not commenced any promotion, marketing, or advertising. With reference to item 4, we have not generated any fees.
Since inception, we sold 5,000,000 shares of common stock to our officers and directors for $500 in cash and, through our initial public offering, 1,043,700 shares of common stock for subscriptions to our initial public offering for $104,370 in cash. Our initial public offering was closed on March 5, 2007.
Liquidity and capital resources
We cannot guarantee that once we begin operations we will stay in business after operations have commenced. If we are unable to successfully attract clients to utilize our advisory services, we may quickly use up the proceeds from the minimum amount of money from this offering and will need to find alternative sources, like a second public offering, a private placement of securities, or loans from our officers or others in order for us to maintain our operations. At the present time, we have not made any arrangements to raise additional cash, other than through this offering.
At the present time, we have not made any arrangements to raise additional cash. If we need additional cash and can't raise it we will either have to suspend operations until we do raise the cash, or cease operations entirely. Other than as described in this paragraph, we have no other financing plans.
As of the date of this report, we have yet to initiate operations or generate any revenues from our business operations.
-8-
As of March 31, 2007, our total assets were $98,164 and our total liabilities were $45,421 which is owed to James M. Jack, our sole director and president for payments of $36,930 made to our attorney for fees relating to our registration statement and for the incorporation of the company, $8,100 for audit fees and $391 for filing and general office costs. As of March 31, 2007, we had cash of $98,164. Operations include but are not limited to filing reports with the Securities and Exchange Commission as well as the business activities contemplated by our business plan. Our current liabilities to Mr. Jack do not have to be paid at this time, but will be repaid from the proceeds of this offering. Our related party liabilities consist of money advanced by our sole officer and director.
ITEM 3. CONTROLS AND PROCEDURES.
(a)Evaluation of Disclosure Controls and Procedures: Disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period 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 in the reports filed under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based upon and as of the date of that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed in the reports our files and submits under the Exchange Act is recorded, processed, summarized and reported as and when required.
(b)Changes in Internal Control over Financial Reporting: There were no changes in our internal control over financial reporting identified in connection with our evaluation of these controls as of the end of the period covered by this report that could have affected those controls subsequent to the date of the evaluation referred to in the previous paragraph, including any correction action with regard to deficiencies and material weakness.
PART II - OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.
On October 25, 2006, the Securities and Exchange Commission declared our Form SB-2 Registration Statement effective, file number 333-129056, permitting us to offer up to 2,000,000 shares of common stock at $0.10 per share. There was no underwriter involved in our public offering. As of March 31, 2007, we raised $104,370 for 1,043.700 shares at $0.10 per share in stock subscriptions from our share offering.
During the three month period ending March 31, 2007, the Company spent $3,922 of the proceeds of the public offering for administration and professional fees.
-9-
ITEM 6. EXHIBITS.
(c) The following Exhibits are attached hereto:
Exhibit No. | Document Description |
| | |
31.1 | Certification of Principal Executive Officer pursuant to Rule 13a_15(e) and 15d_15(e), promulgated under the Securities and Exchange Act of 1934, as amended. |
| | |
31.2 | Certification of Principal Financial Officer pursuant to Rule 13a_15(e) and 15d_15(e), promulgated under the Securities and Exchange Act of 1934, as amended. |
| | |
32.1 | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer). |
| | |
32.2 | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Financial Officer). |
-10-
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on this 15th day of May, 2007.
| | CASCADE COACHING CORP. |
| | | |
| BY: | JAMES M. JACK |
| | | James M. Jack, President, Principal Executive Officer and a member of the Board of Directors |
| | | |
| | BY: | ALFRED NUTT |
| | | Alfred Nutt, Secretary/Treasurer, Principal |
| | | Financial Officer, Principal Accounting Officer |
| | | and a member of the Board of Directors |
-11-
