SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended February 28, 2009
o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission file number: 000-52007
LID HAIR STUDIOS INTERNATIONAL, INC.
(Exact name of Small Business Issuer as Specified in its Charter)
Nevada | 20-2718075 |
(State or Other Jurisdiction | (I.R.S. Employer |
of Incorporation or | Identification |
Organization) | Number) |
Avenida Atlantica 1260, Apt 801, Rio de Janeiro, RJ Brazil 22021-000
(Address of Principal Executive Offices)
Tel: 604-628-4658 Fax: 425-920-1020
(Issuer’s Telephone Number, Including Area Code)
Indicate by check mark whether the registrant (1) has 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 the filing requirements for the past 90 days.
Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer o Accelerated Filer o Non-Accelerated Filer o Smaller reporting company x
Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2 of the Exchange Act). Yes o No x
The number of shares outstanding of the registrant's Class A common stock as of April 20, 2009 was 9,300,000.
LID HAIR STUDIOS INTERNATIONAL, INC.
The consolidated financial statements of Lid Hair Studios International, Inc. and subsidiary (collectively, the “Company”), included herein were prepared, without audit, pursuant to rules and regulations of the Securities and Exchange Commission. Because certain information and notes normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America were condensed or omitted pursuant to such rules and regulations, these financial statements should be read in conjunction with the financial statements and notes thereto included in the audited financial statements of the Company as included in the Company’s Form 10-KSB for the year ended May 31, 2008.
LID HAIR STUDIOS INTERNATIONAL, INC.
LID HAIR STUDIOS INTERNATIONAL, INC.
CONSOLIDATED FINANCIAL STATEMENTS
February 28, 2009
Unaudited
US Funds
LID HAIR STUDIOS INTERNATIONAL, INC.
LID HAIR STUDIOS INTERNATIONAL, INC.
(EXPRESSED IN UNITED STATES DOLLARS)
(UNAUDITED)
ASSETS | | February 28 2009 (Unaudited) | | | May 31 2008 (See Note 1) | |
Current | | | | | | |
Cash | | $ | 4,193 | | | $ | 6,917 | |
Inventory | | | 789 | | | | 1,340 | |
| | | 4,982 | | | | 8,257 | |
Property and equipment, net of depreciation (Note 7) | | | 17,506 | | | | 25,924 | |
Lease rights, net of amortization (Note 8) | | | 8,558 | | | | 12,155 | |
Prepaid expenses and deposits | | | 1,191 | | | | 1,512 | |
| | $ | 32,237 | | | $ | 47,848 | |
| | | | | | | | |
| | | | | | | | |
LIABILITIES | | | | | | | | |
Current | | | | | | | | |
Accounts payable | | $ | 3,649 | | | $ | 3,919 | |
Accrued liabilities | | | 5,500 | | | | 11,000 | |
Due to shareholder (Note 5a) | | | 41,852 | | | | 11,009 | |
| | | 51,001 | | | | 25,928 | |
| | | | | | | | |
Commitments and contingencies (Notes 2, 5, 6, 8 and 9) | | | | | | | | |
Subsequent event (Note 10) | | | | | | | | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
STOCKHOLDERS’ EQUITY (DEFICIENCY) | | | | | | | | |
Capital stock (Note 4) | | | | | | | | |
Authorized: 75,000,000 common shares at $0.001 par value | | | | | | | | |
Issued, allotted and outstanding: 9,300,000 common shares | | | 9,300 | | | | 9,300 | |
Additional paid-in capital | | | 227,200 | | | | 227,200 | |
Accumulated comprehensive income (loss) | | | (2,830 | ) | | | 5,171 | |
Accumulated Deficit | | | (252,434 | ) | | | (219,751 | ) |
| | | (18,764 | ) | | | 21,920 | |
| | $ | 32,237 | | | $ | 47,848 | |
See notes to the consolidated financial statements
F – 1
LID HAIR STUDIOS INTERNATIONAL, INC.
LID HAIR STUDIOS INTERNATIONAL, INC.
(EXPRESSED IN UNITED STATES DOLLARS)
(UNAUDITED)
| | Common Stock | | | Additional Paid-in | | | | | | Accumulated Comprehensive | | | Total Stockholders’ Equity | |
| | Shares | | | Amount | | | Capital | | | Deficit | | | Income (Loss) | | | (Deficiency) | |
| | | | | | | | | | | | | | | | | | |
Balance – May 31, 2007 | | | 9,300,000 | | | $ | 9,300 | | | $ | 227,200 | | | $ | (142,766 | ) | | $ | 1,812 | | | $ | 95,546 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Loss for the year ended May 31, 2008 | | | - | | | | - | | | | - | | | | (76,985 | ) | | | - | | | | (76,985 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Foreign currency translation adjustment | | | - | | | | - | | | | - | | | | - | | | | 3,359 | | | | 3,359 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Balance - May 31, 2008 | | | 9,300,000 | | | | 9,300 | | | | 227,200 | | | | (219,751 | ) | | | 5,171 | | | | 21,920 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Loss for the period ended February 28, 2009 | | | - | | | | - | | | | - | | | | (32,683 | ) | | | - | | | | (32,683 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Foreign currency translation Adjustment | | | - | | | | | | | | - | | | | - | | | | (8,001 | ) | | | (8,001 | ) |
| | | | | | | - | | | | | | | | | | | | | | | | | |
Balance – February 28, 2009 | | | 9,300,000 | | | $ | 9,300 | | | $ | 227,200 | | | $ | (252,434 | ) | | $ | (2,830 | ) | | $ | (18,764 | ) |
See notes to the consolidated financial statements
F – 2
LID HAIR STUDIOS INTERNATIONAL, INC.
LID HAIR STUDIOS INTERNATIONAL, INC.
(EXPRESSED IN UNITED STATES DOLLARS)
(UNAUDITED)
| | Three Months Ended February 28, 2009 | | | Three Months Ended February 29, 2008 | | | Nine Months Ended February 28, 2009 | | | Nine Months Ended February 29, 2008 | |
| | | | | | | | | | | | |
REVENUE | | | | | | | | | | | | |
Hair salon services | | $ | 7,213 | | | $ | 17,635 | | | $ | 33,266 | | | $ | 55,748 | |
Retail sales | | | 382 | | | | 1,332 | | | | 1,747 | | | | 4,552 | |
Cost of goods sold | | | (229 | ) | | | (799 | ) | | | (1,048 | ) | | | (2,731 | ) |
Gross profit from retail sales Sales | | | 153 | | | | 533 | | | | 699 | | | | 1,821 | |
| | | | | | | | | | | | | | | | |
Net revenue | | | 7,366 | | | | 18,168 | | | | 33,965 | | | | 57,569 | |
| | | | | | | | | | | | | | | | |
EXPENSES | | | | | | | | | | | | | | | | |
Advertising and promotion | | | - | | | | - | | | | 141 | | | | 95 | |
Amortization and depreciation | | | 1,338 | | | | 1,882 | | | | 4,383 | | | | 5,581 | |
Directors’ fees | | | - | | | | 4,500 | | | | 3,000 | | | | 22,000 | |
Insurance | | | 227 | | | | 278 | | | | 744 | | | | 831 | |
Interest and bank charges | | | 461 | | | | 509 | | | | 1,638 | | | | 1,591 | |
Professional fees | | | 6,450 | | | | 5,599 | | | | 22,494 | | | | 28,349 | |
Rent | | | 3,977 | | | | 4,659 | | | | 12,805 | | | | 13,759 | |
Supplies | | | 1,068 | | | | 1,136 | | | | 3,039 | | | | 4,055 | |
Telephone | | | 77 | | | | 119 | | | | 353 | | | | 330 | |
Transfer agent and printing | | | - | | | | 301 | | | | 1,687 | | | | 1,124 | |
Utilities | | | 918 | | | | 1,265 | | | | 1,714 | | | | 2,379 | |
Wages | | | 957 | | | | 11,628 | | | | 14,650 | | | | 34,694 | |
| | | | | | | | | | | | | | | | |
| | | 15,473 | | | | 31,876 | | | | 66,648 | | | | 114,788 | |
| | | | | | | | | | | | | | | | |
NET LOSS FOR THE PERIOD | | $ | (8,107 | ) | | $ | (13,708 | ) | | $ | (32,683 | ) | | $ | (57,219 | ) |
| | | | | | | | | | | | | | | | |
Weighted average shares outstanding | | | 9,300,000 | | | | 9,300,000 | | | | 9,300,000 | | | | 9,300,000 | |
| | | | | | | | | | | | | |
Loss per share | | $Nil | | | $Nil | | | $Nil | | | $ | (0.01 | ) |
| | | | | | | | | | | | | | | | |
OTHER COMPREHENSIVE LOSS | | | | | | | | | | | | | | | | |
Net loss for the period | | $ | (8,107 | ) | | $ | (13,708 | ) | | $ | (32,683 | ) | | $ | (57,219 | ) |
Foreign currency translation adjustment | | | (480 | ) | | | 392 | | | | (8,001 | ) | | | 3,902 | |
| | $ | (8,587 | ) | | $ | (13,316 | ) | | $ | (40,684 | ) | | $ | (53,317 | ) |
See notes to the consolidated financial statements
F – 3
LID HAIR STUDIOS INTERNATIONAL, INC.
LID HAIR STUDIOS INTERNATIONAL, INC.
(EXPRESSED IN UNITED STATES DOLLARS)
(UNAUDITED)
Cash flows from (used by): | | Nine Months Ended February 28, 2009 | | | Nine Months Ended February 29, 2008 | |
| |
OPERATING ACTIVITIES | |
Net loss for the period | | $ | (32,683 | ) | | $ | (57,219 | ) |
Items not involving cash: | | | | | | | | |
Amortization and depreciation | | | 4,383 | | | | 5,581 | |
| | | (28,300 | ) | | | (51,638 | ) |
Changes in non-cash working capital: | | | | | | | | |
Prepaid expenses and deposits | | | 321 | | | | 7,365 | |
Inventory | | | 551 | | | | (11 | ) |
Accounts payable and accrued liabilities | | | (5,770 | ) | | | (23,582 | ) |
| | | (33,198 | ) | | | (67,866 | ) |
| | | | | | | | |
FINANCING ACTIVITY | | | | | | | | |
Due to shareholder | | | 30,843 | | | | 91 | |
| | | | | | | | |
Foreign Currency Adjustment | | | (369 | ) | | | 32 | |
| | | | | | | | |
Decrease in cash | | | (2,724 | ) | | | (67,743 | ) |
Cash – beginning of period | | | 6,917 | | | | 78,629 | |
| | | | | | | | |
CASH – END OF PERIOD | | $ | 4,193 | | | $ | 10,886 | |
| | | | | | | | |
| | | | | | | | |
SUPPLEMENTAL CASH FLOW INFORMATION | | | | | | | | |
Interest paid | | $ | - | | | $ | - | |
Income taxes paid | | $ | - | | | $ | - | |
| | | | | | | | |
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES | | | | | | | | |
Purchase of property and equipment funded by shareholder | | $ | - | | | | - | |
Foreign currency translation adjustment included in property and equipment | | $ | 7,632 | | | $ | 3,870 | |
See notes to the consolidated financial statements
F – 4
LID HAIR STUDIOS INTERNATIONAL, INC.
LID HAIR STUDIOS INTERNATIONAL, INC.
(EXPRESSED IN UNITED STATES DOLLARS)
(UNAUDITED)
NINE MONTHS ENDED FEBRUARY 28, 2009
1. SUMMARY OF SIGNFICANT ACCOUNTING POLICIES
Unaudited Statements
While the information presented in the accompanying interim financial statements is unaudited, it includes all adjustments which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented. Except as disclosed below, these interim financial statements follow the same accounting policies and methods of their application as the Company’s audited May 31, 2008 annual financial statements. It is suggested that these interim financial statements be read in conjunction with the Company’ audited financial statements for the year ended May 31, 2008, included in the annual report previously filed with the Securities and Exchange Commission on Form 10-KSB. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for the full year.
The information as of May 31, 2008 is taken from the audited financial statements of that date.
Organization and Description of Business
Belford Enterprises, Inc. (the “Company”) was incorporated in the State of Nevada on April 20, 2005. On August 15, 2005, the Company changed its name to Lid Hair Studios International, Inc. to reflect its business plan, which is to open a nationwide chain of hair salons.
On June 7, 2005, the Company incorporated a wholly-owned subsidiary, Belford Enterprises B.C. Ltd., in the Province of British Columbia, Canada. On June 18, 2005, the Company, through its subsidiary, purchased hair salon equipment and commenced operations in the hair salon and personal services business and provides related personal services including but not limited to hair cuts, permanents, styling, manicures, and pedicures.
Principles of Consolidation
The consolidated financial statements include the accounts of both Lid Hair Studios International, Inc. and Belford Enterprises B.C. Ltd. All inter-company accounts have been eliminated in the consolidation.
Cash and Cash Equivalents
Cash and cash equivalents consist of highly liquid debt instruments purchased with an initial maturity of three months or less.
Risks and Uncertainties
The Company's operations are subject to significant risks and uncertainties, including financial, operational and other risks associated with operating an emerging business, including the potential risk of business failure.
Concentrations
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. At February 28, 2009, the Company had $3,526 (May 31, 2008: $3,780) of cash or cash equivalents which are not insured by agencies of the U.S. Government.
F – 5
LID HAIR STUDIOS INTERNATIONAL, INC.
LID HAIR STUDIOS INTERNATIONAL, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN UNITED STATES DOLLARS)
(UNAUDITED)
NINE MONTHS ENDED FEBRUARY 28, 2009
1. SUMMARY OF SIGNFICANT ACCOUNTING POLICIES - Continued
Inventory
Inventory is stated at the lower of cost or market. Cost includes all costs of purchase, cost of conversion and other costs incurred in bringing the inventory to its present location and condition, and is calculated using the weighted average method.
Foreign Currency Translations
The Company’s functional currency is the Canadian dollar. The Company’s reporting currency is the U.S. dollar. All transactions initiated in other currencies are re-measured into the functional currency as follows:
Monetary assets and liabilities at the rate of exchange in effect at the balance sheet date,
ii) Non-monetary assets and liabilities, and equity at historical rates, and
iii) Revenue and expense items at the average rate of exchange prevailing during the period.
Gains and losses on re-measurement are included in determining net income for the period.
Translation of balances from the functional currency into the reporting currency is conducted as follows:
Assets and liabilities at the rate of exchange in effect at the balance sheet date,
ii) Equity at historical rates, and
iii) Revenue and expense items at the average rate of exchange prevailing during the period.
Translation adjustments resulting from translation of balances from functional to reporting currency are accumulated as a separate component of shareholders’ equity as a component of comprehensive income or loss.
Long-Lived Assets
Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets might not be recoverable or at least at the end of each reporting period. Conditions that would necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or a significant adverse change that would indicate that the carrying amount of an asset or group of assets is not recoverable. For long-lived assets to be held and used, management measures fair value based on quoted market prices or based on discounted estimates of future cash flows.
Loss per Share
The Company computes net loss per common share using SFAS No. 128 "Earnings Per Share." Basic loss per common share is computed based on the weighted average number of shares outstanding for the period. Diluted loss per share is computed by dividing net loss by the weighted average shares outstanding assuming all dilutive potential common shares were issued. There were no dilutive potential common shares at February 28, 2009. The Company has incurred a net loss and has no potentially dilutive common shares, therefore; basic and diluted loss per share is the same. Additionally, for the purposes of calculating diluted loss per share, there were no adjustments to net loss.
F – 6
LID HAIR STUDIOS INTERNATIONAL, INC.
LID HAIR STUDIOS INTERNATIONAL, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN UNITED STATES DOLLARS)
(UNAUDITED)
NINE MONTHS ENDED FEBRUARY 28, 2009
1. SUMMARY OF SIGNFICANT ACCOUNTING POLICIES - Continued
Advertising
The Company expenses the cost of advertising when incurred. Advertising expenses are included with marketing and promotion in selling, general and administrative expenses in the accompanying statements of operations.
Segment Reporting
SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information", changed the way public companies report information about segments of their business in their quarterly reports issued to stockholders. It also requires entity-wide disclosures about the products and services an entity provides, the material countries in which it holds assets and reports revenues and its major customers.
The Company is currently operating in one geographical segment, being Canada.
Derivative Financial Instruments
The Company was not a party to any derivative financial instruments during the reported fiscal periods.
Stock-Based Compensation
The Company accounts for stock-based compensation issued to employees based on SFAS No. 123R “Share Based Payment”. SFAS No. 123R is a revision of SFAS No. 123 “Accounting for Stock-Based Compensation”, and supersedes APB Opinion No. 25, “Accounting for Stock Issued to Employees” and its related implementation guidance. SFAS 123R establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments. SFAS 123R focuses primarily on accounting for transactions in which an entity obtains employee services in share-based payment transactions. SFAS 123R does not change the accounting guidance for share-based payment transactions with parties other than employees provided in SFAS 123 as originally issued and Emerging Issues Task Force Issue No. 96-18, “Accounting for Equity Instruments That Are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling, Goods or Services”. SFAS 123R does not address the accounting for employee share ownership plans, which are subject to AICPA Statement of Position 93-6, “Employers’ Accounting for Employee Stock Ownership Plans”.
SFAS 123R requires a public entity to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). That cost will be recognized over the period during which an employee is required to provide service in exchange for the award – the requisite service period (usually the vesting period). SFAS 123R requires that the compensation cost relating to share-based payment transactions be recognized in financial statements. That cost will be measured based on the fair value of the equity or liability instruments issued.
As at February 29, 2008, the Company had no stock-based compensation plans nor had it granted options to employees. No stock-based employee compensation cost is reflected in net loss, as no options had been granted.
F – 7
LID HAIR STUDIOS INTERNATIONAL, INC.
LID HAIR STUDIOS INTERNATIONAL, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN UNITED STATES DOLLARS)
(UNAUDITED)
NINE MONTHS ENDED FEBUARY 28, 2009
1. SUMMARY OF SIGNFICANT ACCOUNTING POLICIES - Continued
Revenue Recognition
Revenues are recognized in accordance with SEC Staff Accounting Bulletin (SAB) No. 104, "Revenue Recognition." Under SAB 104, product revenues (or service revenues) are recognized when persuasive evidence of an arrangement exists, delivery has occurred (or service has been performed), the sales price is fixed and determinable and collectibility is reasonably assured.
The Company's revenues are derived principally from hair styling fees, sales of hair products and other related charges. Revenue is recognized from services when performed and billed.
Use of Estimates
The preparation of the Company's financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. Actual results could differ from those estimates.
Estimated Fair Value of Financial Instruments
The carrying values of cash, accounts payable and due to shareholder reflected in the financial statements approximates their fair value due to the short-term maturity of the instruments.
Comprehensive Income (Loss)
The Company has adopted Statement of Financial Accounting Standards (SFAS) No. 130, "Reporting Comprehensive Income". SFAS 130 requires that the components and total amounts of comprehensive income be displayed in the financial statements beginning in 1998. Comprehensive income includes net income and all changes in equity during a period that arises from non-owner sources, such as foreign currency items and unrealized gains and losses on certain investments in equity securities.
Income Taxes
The Company records deferred taxes in accordance with Statement of Financial Accounting Standards (SFAS) No. 109, "Accounting for Income Taxes." The statement requires recognition of deferred tax assets and liabilities for temporary differences between the tax bases of assets and liabilities and the amounts at which they are carried in the financial statements, based upon the enacted tax rates in effect for the year in which the differences are expected to reverse. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized.
Start-up Costs
The Company has adopted Statement of Position No. 98-5 ("SOP 98-5"), "Reporting the Costs of Start-Up Activities." SOP 98-5 requires that all non-governmental entities expense the cost of start-up activities, including organizational costs as those costs are incurred.
F – 8
LID HAIR STUDIOS INTERNATIONAL, INC.
LID HAIR STUDIOS INTERNATIONAL, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN UNITED STATES DOLLARS)
(UNAUDITED)
NINE MONTHS ENDED FEBRUARY 28, 2009
1. SUMMARY OF SIGNFICANT ACCOUNTING POLICIES - Continued
Other
The Company's fiscal year end is May 31.
The Company paid no dividends during the year presented.
The Company’s operating assets are principally located in Canada.
2. Basis of Presentation - Going Concern
The accompanying financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America, assuming that the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. As of February 28, 2009, the Company had recurring losses from operations totaling $252,434. The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ending May 31, 2009.
In response to these problems, management has taken the following actions:
· The Company’s SB-2 Registration Statement has become effective, and
· Management intends to raise additional funds through public or private placement offerings.
There is no assurance that the Company will be able to raise sufficient funds to complete its business plan. As a result of the foregoing, there exists substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.
3. Recent Accounting Pronouncements
There were various accounting standards and interpretations issued during 2008 and 2007, none of which are expected to have a material impact on the Company’s consolidated financial position, operations or cash flows.
4. Capital Stock
| a) | On May 11, 2005, the Company issued 5,000,000 common shares at $0.005 to its sole shareholder for $25,000. These shares were issued during the period ended May 31, 2005. |
| | |
| b) | On June 20, 2005, the Company issued 2,300,000 common shares at $0.005 per share to various shareholders for total cash consideration of $11,500. |
| | |
| c) | On July 31, 2006, the Company issued 2,000,000 common shares at $0.10 per share to various shareholders for total cash consideration of $200,000. |
LID HAIR STUDIOS INTERNATIONAL, INC.
LID HAIR STUDIOS INTERNATIONAL, INC.NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN UNITED STATES DOLLARS)
(UNAUDITED)
NINE MONTHS ENDED FEBRUARY 28, 2009
5. Related Party Balances and Transactions
| a) | As of February 28, 2009, the amount due to shareholder of $41,852 (May 31, 2008: $11,009) is uncollateralized, non-interest bearing and due on demand. |
| | |
| b) | During the period ended February 28, 2009, the Company paid a director and officer of the Company $956 for the three months ended and $10,891 for the nine months ended in wages and director’s fees. |
6. Commitments
On July 4, 2005, the Company, through its wholly owned subsidiary, as the assignee, signed an agreement for the assignment of lease by tenant with landlord’s consent. The lease is personally guaranteed by the President of the Company. The assigned lease was amended and renewed by the previous tenant on July 1, 2005 for an additional term of nine (9) years commencing on July 1, 2006 and ending on June 30, 2015. The monthly rental payments from July 1, 2005 to June 30, 2015 are as follows:
Periods | | Monthly Rental Payment | |
July 1, 2005 to June 30, 2006 | | $ | 1,407 | |
July 1, 2006 to June 30, 2009 | | $ | 1,407 | |
July 1, 2009 to June 30, 2015 | | $ | 1,543 | |
Future minimum lease payments are as follows:
Year ending May 31, | | Future minimum lease payments | |
2009 | | $ | 17,020 | |
2010 | | $ | 18,516 | |
2011 | | $ | 18,516 | |
2012 | | $ | 18,516 | |
Thereafter | | $ | 57,091 | |
| | $ | 129,659 | |
7. Property and Equipment
The Company applies the following depreciation policies:
Leasehold improvements 9 years straight line
Furniture and equipment 20% declining balance over 5 years
Computer equipment 30% declining balance over 3 years
| | February 28, 2009 | | | May 31, 2008 | |
| | Cost | | | Accumulated Depreciation | | | Net Book Value | | | Cost | | | Accumulated Depreciation | | | Net Book Value | |
| | | | | | | | | | | | | | | | | | |
Leasehold improvements | | $ | 8,638 | | | $ | 3,118 | | | $ | 5,520 | | | $ | 10,970 | | | $ | 3,047 | | | $ | 7,923 | |
Furniture and equipment | | | 23,172 | | | | 11,828 | | | | 11,344 | | | | 29,427 | | | | 12,478 | | | | 16,949 | |
Computer equipment | | | 1,985 | | | | 1,343 | | | | 642 | | | | 2,521 | | | | 1,469 | | | | 1,052 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | $ | 33,795 | | | $ | 16,289 | | | $ | 17,506 | | | $ | 42,918 | | | $ | 16,994 | | | $ | 25,924 | |
F – 10
LID HAIR STUDIOS INTERNATIONAL, INC.
LID HAIR STUDIOS INTERNATIONAL, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN UNITED STATES DOLLARS)
(UNAUDITED)
NINE MONTHS ENDED FEBRUARY 28, 2009
8. Lease Rights
On June 18, 2005, the Company entered into an Agreement of Purchase and Sale of Equipment to purchase furniture and equipment and obtain an assignment of lease for approximately $40,000 ($45,000 Canadian $). According to FASB 141, the purchase price was allocated first to the fair market value of the fixed assets, and then to the intangible rights to the lease received. A total of $25,403 was allocated to furniture and equipment, and the balance of $14,375 to lease rights. The lease rights are being amortized over ten years through June 30, 2015, the remaining life of the lease. Amortization expense for the period ended February 28, 2009 was $1,338 (2007: $1,882). The net book value of the lease rights at February 28, 2009 was $8,558 (May 31, 2008: $12,155).
Estimated future amortization expense:
Year ending May 31, | | Future estimated amortization expense | |
2009 | | $ | 1,438 | |
2010 | | $ | 1,438 | |
2011 | | $ | 1,438 | |
2012 | | $ | 1,438 | |
Thereafter | | $ | 6,403 | |
| | $ | 12,155 | |
9. Income Taxes
The Company is subject to foreign and domestic income taxes. The Company has had no income, and therefore has paid no income tax.
Deferred income taxes arise from temporary timing differences in the recognition of income and expenses for financial reporting and tax purposes. The Company’s deferred tax assets consist entirely of the benefit from net operating loss (NOL) carryforwards. The net operating loss carry forwards expire in various years through 2029. The Company’s deferred tax assets are offset by a valuation allowance due to the uncertainty of the realization of the net operating loss carryforwards. Net operating loss carryforwards may be further limited by a change in company ownership and other provisions of the tax laws.
The Company’s deferred tax assets, valuation allowance, and change in valuation allowance are as follows:
Year Ending | | Estimated NOL Carry- forward | | NOL Expires | | Estimated Tax Benefit from NOL | | | Valuation Allowance | | | Change in Valuation Allowance | | | Net Tax Benefit | |
May 31, 2007 | | | 142,766 | | Various | | | 35,691 | | | | (35,691 | ) | | | (20,833 | ) | | | - | |
May 31, 2008 | | | 76,985 | | Various | | | 19,247 | | | | (19,247 | ) | | | (19,247 | ) | | | - | |
February 28, 2009 | | | 32,683 | | Various | | | 8,171 | | | | (8,171 | ) | | | (8,171 | ) | | | - | |
Income taxes at the statutory rate are reconciled to the Company’s actual income taxes as follows:
Income tax benefit at statutory rate resulting from net operating loss carryforwad | | | (25 | %) |
Deferred income tax valuation allowance | | | 25 | % |
Actual tax rate | | | 0 | % |
F – 11
LID HAIR STUDIOS INTERNATIONAL, INC.
LID HAIR STUDIOS INTERNATIONAL, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN UNITED STATES DOLLARS)
(UNAUDITED)
NINE MONTHS ENDED FEBRUARY 28, 2009
Subsequent to the period ended February 28, 2009:
The Board of Directors of the Company has approved, subject to certain conditions, the following actions:
| • | to amend the Company’s Articles of Incorporation to change the name of Lid Hair Studios to “ISR Systems and Sensors Corporation.” ; |
| • | to amend the Company’s Articles of Incorporation to increase the Company’s authorized capital stock by 5,000,000 shares and classify these shares as preferred stock, the terms, preferences, rights and designations of which will be determined by the Board of Directors.; and |
| • | to amend the Company’s Articles of Incorporation to effect a 1-for-8 reverse stock split of the issued and outstanding common stock, after giving effect to the sale of Lid Hair Studios’ operating subsidiary. |
The name change, preferred stock action and the reverse stock split are referred to collectively as the corporate actions, and are contingent upon completion of the reverse merger. The affirmative vote of a majority of the issued and outstanding shares of the Company’s common stock is required to adopt each of the corporate actions. On September 9, 2008, Eric Anderson, the holder of a majority of the Company’s issued and outstanding common stock, executed a written consent approving and adopting the corporate actions.
The corporate actions have been approved by the Board of Directors in contemplation of a proposed reverse merger transaction with ISR Systems and Sensors Corporation, or ISR. The Company and ISR anticipate entering into and completing the reverse merger transaction within a few months, although the parties have not entered into a definitive merger agreement yet.
F – 12
LID HAIR STUDIOS INTERNATIONAL, INC.
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes thereto contained elsewhere in this Form 10-Q.
Forward-Looking Statements
This discussion contains forward-looking statements that involve risks and uncertainties. All statements regarding future events, our future financial performance and operating results, our business strategy and our financing plans are forward-looking statements. In many cases, you can identify forward-looking statements by terminology, such as “may”, “should”, “expects”, “intends”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of such terms and other comparable terminology. These statements are only predictions. Known and unknown risks, uncertainties and other factors could cause our actual results to differ materially from those projected in any forward-looking statements. We do not intend to update these forward-looking statements.
Overview
Lid Hair Studios International, Inc. (referred to herein as the “Company”, “we”, “us” and “our”) is primarily engaged in the hair salon business in city of Vancouver, British Columbia. Since 2005, the Company, through its subsidiary, Belford Enterprises B.C. Ltd. doing business as Lid Hair Studios International, Inc. has been developing business for its hair salon and looking for opportunities to expand its existing business and looking for opportunities to buy existing salons or leasing space to set up new salons.
Lid Hair Studios International, Inc. was established on April 20, 2005 in the state of Nevada. The company was originally incorporated under the name Belford Enterprises, Inc. and changed its name to Lid Hair Studios International Inc. on August 15, 2005. Our operating subsidiary Belford Enterprises B.C. Ltd., doing business as Lid Hair Studio was established June 7, 2005, in the City of Vancouver, British Columbia Canada. There are no bankruptcies, receivership, or similar proceedings against the parent or operating subsidiary.
On June 18, 2005, the company purchased hair salon equipment and the rights to an office lease from Farideh Jafari in the amount of approximately $39,150US ($45,000CDN).
On July 4, 2005 we entered into a lease agreement by way of Assignment of Lease by Tenant with Landlord’s Consent. The lease commenced July 1, 2005 and terminates June 30, 2015.
Our accumulated deficit as of our period ended on February 28, 2009 was $252,434 and as of May 31, 2008, the accumulated deficit was $219,751. During the period ended February 28, 2009, the deficit increased by $32,683. The discussion below provides an overview of our operations, discusses our results of operations, our plan of operations and our liquidity and capital resources.
Results of Operations
Hair salon service revenues were $33,266 for the nine months ended February 28, 2009 compared to $55,748 in revenues for the nine months ended February 29, 2008.
Gross profit, defined as sales less cost of sales, was $699 for the nine months ended February 28, 2009, compared to $1,821 gross profit for the nine months ended February 29, 2008.
LID HAIR STUDIOS INTERNATIONAL, INC.
Our operating expenses were $66,648 for the nine months ended February 28, 2009 compared to operating expenses of $114,788 for the nine months ended February 29, 2008. Operating expense decreased primarily as a result of a decrease in directors’ fees, wages and professional fees for the nine months ended February 28, 2009 compared to the prior year period.
We achieved a net loss of $32,683 for the nine months ended February 28, 2009 compared to a net loss of $57,219 for the nine months ended February 29, 2008.
Operations Outlook
DESCRIPTION OF THE CORPORATE ACTIONS
The corporate actions have been approved by the Board of Directors of Lid Hair Studios in contemplation of a proposed merger transaction with ISR Systems and Sensors Corporation “ISR”. In addition, on September 9, 2008, Eric Anderson, the holder of a majority of Lid Hair Studios’ issued and outstanding common stock, executed a written consent approving and adopting the corporate actions, subject to the consummation of the proposed reverse merger.
ISR is a company formed for the purpose of acquiring and integrating businesses which develop advanced sensor technologies in the intelligence, surveillance and reconnaissance market sectors. Upon consummation of the mergers contemplated by the acquisition agreements discussed below, ISR will manufacture and distribute optical sensors, thermal imaging equipment and other related products to the United States federal government, through the Department of Defense, Department of Homeland Security, the intelligence community and various federal agencies, and civilian customers through ISR’s three operating subsidiaries.
See the Information Statements filed with the SEC on EDGAR at www.sec.gov for more information concerning ISR and the proposed reverse merger transaction.
http://www.sec.gov/Archives/edgar/data/1354071/000112785508000354/0001127855-08-000354-index.htm
Liquidity and Capital Resources
Overview – Quarter ended February 28, 2009
For the nine months ended February 28, 2009, cash used by operating activities was $33,198. Cash used by operating activities for the nine months ending February 29, 2008 was $67,866.
Cash used by investing activities during the nine months ended February 28, 2009 and February 29, 2008 was $Nil.
Net cash provided by financing activity for the nine months ended February 28, 2009 was $30,843. Cash provided by financing activity for the nine months ended February 28, 2008 was $91.
At February 28, 2009 we had $4,193 in cash, compared to $6,917 as at May 31, 2008. We had a working capital deficiency of $46,019 compared to a working capital deficiency of $17,671 as at May 31, 2008.
LID HAIR STUDIOS INTERNATIONAL, INC.
We anticipate that professional fees will increase next quarter because of our reporting status and the requested filings for requisite quarterly and annual reports with the Securities and Exchange Commission. We expect that we will have additional filings whereby our auditors may be required to prepare further financial reports. We are aware that audit fees have generally increased as a function of the increased reporting requirements mandated by the recently enacted Sarbanes-Oxley Act. We are optimistic that our business activities will increase, which will require auditing procedures over a greater transaction base.
We expect our rent expenses may increase due to merger.
We expect our depreciation expense to increase in the next quarter due to the depreciation of the equipment.
We expect our other administrative expenses to increase in the next quarter as our legal fees may increase as we further our strategic goals and additional advice and/or opinions may be required.
Due to the foregoing factors, our operating results are difficult to forecast. You should evaluate our prospects in light of the risk, expenses and difficulties commonly encountered by comparable development-stage companies in rapidly evolving markets. We cannot assure you that we will successfully address such risks and challenges. In addition, even though we have an operational business with revenues, we cannot assure you that our revenues will increase or that we will become profitable in the future.
Other Information - Certain Relationships and Related Transactions
We intend that any transactions between us and our officers, directors, principal stockholders, affiliates or advisors will be on terms no less favorable to us than those reasonably obtainable from third parties. To date, several related party transactions have taken place.
Certain relationships and related transactions are discussed in detail in section Part III Item 12. Certain Relationships and Related Transactions.
As noted in Note 5 of the Consolidated Financial Statements of February 28, 2009:
| § | The amount due from shareholder of $41,852 is non-interest bearing and due on demand. |
| § | During the period, the Company paid a director and officer of the Company $956 for the three months ended and $10,891 for the nine months ended in wages and director’s fees. |
Recent Accounting Pronouncements
Critical Accounting Policies
The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company's Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to the Company's management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure based closely on the definition of "disclosure controls and procedures" in Rule 13a-15(e). The Company’s disclosure controls and procedures are designed to provide a reasonable level of assurance of reaching the Company’s desired disclosure control objectives. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. The Company’s certifying officer has concluded that the Company’s disclosure controls and procedures are effective in reaching that level of assurance.
LID HAIR STUDIOS INTERNATIONAL, INC.
As of the end of the period being reported upon, the Company carried out an evaluation, under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer and the Company's Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based on the foregoing, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective.
There have been no significant changes in our internal controls or in other factors that could significantly affect the internal controls subsequent to the date the Company completed its evaluation.
Recent Accounting Pronouncements
The following is disclosure regarding recent accounting pronouncements and their effect or potential effect on the Company’s financial statements.
The Company adopted Statement of Position No. 98-5 (“SOP 98-5”), “Reporting the Costs of Start-Up Activities.” SOP 98-5 requires that all non-governmental entities expense the cost of start-up activities, including organizational costs as those costs are incurred.
The Company adopted Statement of Financial Accounting Standards (“FAS”) No. 130, “Reporting Comprehensive Income”. FAS No.130 requires that the components and total amounts of comprehensive income be displayed in the financial statements. Comprehensive income includes net income and all changes in equity during a period that arises from non-owner sources, such as foreign currency items and unrealized gains and losses on certain investments in equity securities. The Company’s components of comprehensive income (loss) consist of a net loss.
In December 1999, The United States Securities and Exchange Commission ("SEC") issued Staff Accounting Bulletin No. 101 ("SAB 101"), "Revenue Recognition in Financial Statements." SAB 101 summarized certain of the SEC's views regarding the application of generally accepted accounting principles to revenue recognition in financial statements. In June 2000, the SEC amended SAB 101 to require companies with fiscal years beginning after December 15, 1999 to implement the provisions of SAB 101 no later than the fourth fiscal quarter. The Company adopted the provisions of SAB 101 at its inception. The Company does not believe that the adoption has any material effect on its financial statements.
Lid Hair Studios currently invests its cash balances, in excess of its current needs in an interest bearing checking account. The Company does not invest for the purposes of trading in securities. Additionally, the company does not have any significant market risk exposure at February 28, 2009.
Management has evaluated, with the participation of our Principal Executive Officer and Principal Financial Officer, the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) as of the end of the period covered by this report. Based upon this evaluation, our Principal Executive Officer and Principal Financial Officer concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective to ensure that information required to be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms. There have been no significant changes in our internal controls over financial reporting that occurred during the fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
LID HAIR STUDIOS INTERNATIONAL, INC.
Evaluation of Disclosure Controls and Procedures
The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company's Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to the Company's management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure based closely on the definition of "disclosure controls and procedures" in Rule 13a-15(e). The Company’s disclosure controls and procedures are designed to provide a reasonable level of assurance of reaching the Company’s desired disclosure control objectives. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. The Company’s certifying officer has concluded that the Company’s disclosure controls and procedures are effective in reaching that level of assurance.
There are no material pending legal proceedings to which the Company is a party or to which any of its property is subject.
None
None.
Further to our filing of September 10, 2008, with the Securities and Exchange Commission a Schedule14C – is contingent upon the merger closing.
LID HAIR STUDIOS INTERNATIONAL, INC.
None.
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.
| LID HAIR STUDIOS INTERNATIONAL, INC. | |
| (Registrant) | |
| | |
| | | |
Dated: April 20, 2009 | By: | /s/ Eric Steven Anderson | |
| | Eric Steven Anderson | |
| | Chief Executive Officer (Principal Executive Officer) Chief Financial Officer, Chief Accounting Officer (Principal Financial Officer) | |