UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period endedAugust 31, 2010
or
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________________________ to _________________________
Commission File Number000-52796
FORZA ENVIRONMENTAL BUILDING PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
Nevada | 71-1046926 |
(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
| |
5927 Balfour Court, Suite 112, Carlsbad, CA | 92008 |
(Address of principal executive offices) | (Zip Code) |
706.931.6789
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
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 such filing requirements for the past 90 days.
[X] YES [ ] NO
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small 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 [ ] | | Accelerated filer [ ] |
Non-accelerated filer [ ] | (Do not check if a smaller reporting company) | Smaller reporting company [X] |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)
[ ] YES [X] NO
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.
[ ] YES [ ] NO
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 (§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 [ ]NO
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. 40,300,000 common shares issued and outstanding as of October 18, 2010.
1
PART I - FINANCIAL INFORMATION
Item1. Financial Statements.
Our unaudited interim financial statements for the three month period ended August 31, 2010 form part of this quarterly report. They are stated in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles.
2
FORZA ENVIRONMENTAL BUILDING PRODUCTS, INC.
(FORMERLY GURATA GOLD, INC.)
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
| | (UNAUDITED) | | | | |
| | August 31, | | | May 31, | |
| | 2010 | | | 2010 | |
| | | | | | |
ASSETS | | | | | | |
| | | | | | |
Current assets: | | | | | | |
Cash | $ | 63,288 | | $ | 50,890 | |
Deposit receivable | | 711 | | | 109 | |
Due from related party | | 867 | | | - | |
Prepaids | | 160 | | | - | |
| | | | | | |
Total current assets | | 65,026 | | | 50,999 | |
| | | | | | |
Construction in progress | | 24,000 | | | - | |
| | | | | | |
Total assets | $ | 89,026 | | $ | 50,999 | |
| | | | | | |
LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | | | | | | |
| | | | | | |
Current liabilities: | | | | | | |
Accounts payable | $ | 37,407 | | $ | 46,829 | |
Accrued liabilities | | 9,000 | | | 5,000 | |
Advances payable | | 35,003 | | | 33,183 | |
Due to related parties | | 539 | | | 813 | |
| | | | | | |
Total current liabilities | | 81,949 | | | 85,825 | |
| | | | | | |
| | | | | | |
Total liabilities | | 81,949 | | | 85,825 | |
| | | | | | |
Commitments and contingencies | | - | | | - | |
| | | | | | |
Stockholders' deficit: | | | | | | |
Common stock; authorized 75,000,000; $0.001 par value; 40,300,000 and 39,000,000 shares issued and outstanding at August 31, 2010 and May 31, 2010 | | 40,300 | | | 39,000 | |
Additional paid in capital | | 374,950 | | | 76,250 | |
Common stock subscribed | | 105,000 | | | 205,000 | |
Deficit accumulated during the exploration stage | | (327,027 | ) | | (327,027 | ) |
Deficit accumulated during the development stage | | (186,146 | ) | | (28,049 | ) |
| | | | | | |
Total stockholders' deficit | | 7,077 | | | (34,826 | ) |
| | | | | | |
Total liabilities and stockholders' deficit | $ | 89,026 | | $ | 50,999 | |
The accompanying notes are an integral part of these interim financial statements
3
FORZA ENVIRONMENTAL BUILDING PRODUCTS, INC.
(FORMERLY GURATA GOLD, INC.)
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
(UNAUDITED)
| | Three Months | | | From May 18, | |
| | Ended August 31, | | | 2010 (Inception | |
| | | | | | | | of development | |
| | | | | | | | stage) to August | |
| | 2010 | | | 2009 | | | 31, 2010 | |
| | | | | | | | | |
Operating Expenses: | | | | | | | | | |
Administrative fees | $ | 3,000 | | $ | - | | $ | 6,500 | |
Bank charges and interest | | 547 | | | - | | | 642 | |
Consulting | | 49,915 | | | - | | | 57,228 | |
Entertainment | | 149 | | | - | | | 149 | |
Office | | 9,374 | | | - | | | 13,959 | |
Professional fees | | 7,328 | | | - | | | 10,569 | |
Regulatory | | 1,727 | | | - | | | 1,727 | |
Rent | | 5,100 | | | - | | | 6,800 | |
Repairs & Maintenance | | 855 | | | - | | | 855 | |
Travel | | 1,677 | | | - | | | 1,677 | |
Wages and Salaries | | 78,425 | | | - | | | 86,040 | |
| | | | | | | | | |
Net loss before discontinued operations | | 158,097 | | | - | | | 186,146 | |
| | | | | | | | | |
Discontinued operations | | - | | | 11,289 | | | - | |
| | | | | | | | | |
Net loss for the period | $ | (158,097 | ) | $ | (11,289 | ) | $ | (186,146 | ) |
| | | | | | | | | |
Net loss per share from continuing operations: | | | | | | | | | |
Basic and diluted | $ | (0.00 | ) | $ | (0.00 | ) | | | |
| | | | | | | | | |
Net loss per share from discontinued operations: | | | | | | | | | |
Basic and diluted | $ | (0.00 | ) | $ | (0.00 | ) | | | |
| | | | | | | | | |
Weighted average number of shares outstanding: | | | | | | | | | |
Basic and diluted | | 39,342,391 | | | 39,000,000 | | | | |
The accompanying notes are an integral part of these interim financial statements
4
FORZAENVIRONMENTALBUILDINGPRODUCTS, INC.
(FORMERLYGURATAGOLD, INC.)
(ADEVELOPMENTSTAGECOMPANY)
STATEMENTS OF CASHFLOWS
(UNAUDITED)
| | | | | | | | From May 18, | |
| | | | | | | | 2010 | |
| | | | | | | | (Inception of | |
| | | | | | | | Development | |
| | Three Months Ended | | | Stage)to | |
| | August 31, 2010 | | | August 31, 2009 | | | August 31, 2010 | |
| | | | | | | | | |
Cash flow from operating activities: | | | | | | | | | |
Net loss | $ | (158,097 | ) | $ | (11,289 | ) | $ | (186,146 | ) |
| | | | | | | | | |
Changes in operating assets and liabilities: | | | | | | | | | |
Deposit receivable | | (602 | ) | | - | | | (602 | ) |
Due from related party | | (867 | ) | | - | | | (867 | ) |
Prepaids | | (160 | ) | | - | | | (160 | ) |
Accounts payable | | (9,422 | ) | | - | | | (1,542 | ) |
Accrued administrative fees | | 4,000 | | | - | | | (6,651 | ) |
Advances payable | | 1,820 | | | - | | | 1,820 | |
Due to related party | | (274 | ) | | - | | | 214 | |
Accounts payable related to discontinued operations | | - | | | 8,175 | | | - | |
Accrued administrative fees related to discontinued operations | | - | | | 3,124 | | | - | |
Accrued professional fees related to discontinued operations | | - | | | (99 | ) | | - | |
Net cash used in operating activities | | (163,602 | ) | | (89 | ) | | (193,934 | ) |
| | | | | | | | | |
Cash flows from investing activities: | | | | | | | | | |
| | - | | | - | | | - | |
| | | | | | | | | |
Cash flows from investing activities: | | | | | | | | | |
Payments for construction in progress | | (24,000 | ) | | - | | | (24,000 | ) |
Net cash used in investing activities | | (24,000 | ) | | - | | | (24,000 | ) |
| | | | | | | | | |
Cash flows from financing activities: | | | | | | | | | |
Cash from subscription of common stock | | 200,000 | | | - | | | 250,000 | |
Net cash provided by financing activities | | 200,000 | | | - | | | 250,000 | |
| | | | | | | | | |
Net increase (decrease) in cash during the period | | 12,398 | | | (89 | ) | | 32,066 | |
5
FORZAENVIRONMENTALBUILDINGPRODUCTS, INC.
(FORMERLYGURATAGOLD, INC.)
(ADEVELOPMENTSTAGECOMPANY)
STATEMENTS OF CASHFLOWS
(UNAUDITED)
| | | | | | | | From May 18, 2010 | |
| | | | | | | | (Inception of | |
| | | | | | | | Development Stage) | |
| | Three Months Ended | | | to | |
| | August 31, 2010 | | | August 31, 2009 | | | August 31, 2010 | |
Cash, beginning of period | | 50,890 | | | 1,339 | | | 31,222 | |
| | | | | | | | | |
Cash, end of period | $ | 63,288 | | $ | 1,250 | | $ | 63,288 | |
| | | | | | | | | |
Supplemental disclosure of cash flow information: | | | | | | | | | |
Cash paid during the period | | | | | | | | | |
Taxes | $ | - | | $ | - | | $ | - | |
Interest | $ | - | | $ | - | | $ | - | |
| | | | | | | | | |
| | | | | | | | | |
Non cash items: | | | | | | | | | |
Common shares subscribed | $ | (100,000 | ) | | - | | $ | (100,000 | ) |
Common shares issued | $ | 100,000 | | | - | | $ | 100,000 | |
The accompanying notes are an integral part of these interim financial statements
6
FORZA ENVIRONMENTAL BUILDING PRODUCTS, INC.
(FORMERLY GURATA GOLD, INC. )
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
AUGUST 31, 2010
NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION
Nature of Operations
Forza Environmental Building Products, Inc. (“Forza”) was incorporated on May 26, 2006, under the laws of the State of Nevada. Until May 17, 2010, Forza’s principal business was the acquisition and exploration of mineral resources in northwestern British Columbia, Canada. On May 18, 2010 Forza announced a change in its direction to manufacture, market and distribute the Artzer Z-Panel building product. Accordingly, the Company exited the Exploration Stage and entered the Development Stage on that date. On July 19, 2010 the company changed its name to Forza Environmental Building Products, Inc. In these notes, the terms “Company”, “we”, “us” or “our” mean Forza.
Development Stage
These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States of America. The Company has not produced any revenues from its principal business and is a development stage company, and follows Accounting Standard 915 Development Stage Entities (AS 915), where applicable.
The Company is in the early development stage. In a development stage company, management devotes most of its time to conducting set up work and developing its business. These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has never paid any dividends and is unlikely to pay dividends or generate earnings in the immediate or foreseeable future. The Company’s continuation as a going concern and its ability to emerge from the development stage with any planned principal business activity is dependent upon the continued financial support of its shareholders and its ability to obtain the necessary equity financing and attain profitable operations.
Since the acquisition of the Artzer Z-Panel the Company has determined it will not continue to proceed with its exploration activities.
Basis of Presentation
The accompanying unaudited financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q. They do not include all information and notes required by generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there have been no material changes in the information disclosed in the notes to the financial statements included on Form 10-K of Forza Environmental Building Products, Inc. for the year ended May 31, 2010. In the opinion of management, all adjustments considered necessary for a fair presentation have been included, and are of a normal recurring nature. Operating results for the three months ended August 31, 2010 are not necessarily indicative of the results that may be expected for any other interim period or the entire year. For further information, these unaudited financial statements and the related notes should be read in conjunction with the Company’s audited financial statements for the year ended May 31, 2010, included in the Company’s annual report on Form 10-K.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Cash and Cash Equivalents
For purposes of the balance sheet and statement of cash flows, the Company considers all amounts on deposit with financial institutions and highly liquid investments with maturities of 90 days or less to be cash equivalents. At August 31, 2010 and May 31, 2010, the Company did not have any cash equivalents.
7
FORZA ENVIRONMENTAL BUILDING PRODUCTS, INC.
(FORMERLY GURATA GOLD, INC. )
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
AUGUST 31, 2010
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Financial Instruments
Concentration of Credit Risk
Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash. At August 31, 2010 and May 31, 2010 the Company had approximately $500 in cash that was not insured. The Company has not experienced any losses in cash balances and does not believe it is exposed to any significant credit risk on its cash.
Foreign Exchange Risk
The Company is subject to foreign exchange risk for transactions denominated in foreign currencies. Foreign currency risk arises from the fluctuation of foreign exchange rates and the degree of volatility of these rates relative to the United States dollar. The Company does not believe that it has any material risk due to foreign currency exchange.
Fair Value of Financial Instruments
On June 1, 2007, the Company adopted Accounting Standard 820Fair Value Measurement and Disclosure (AS 820). AS 820 relates to financial assets and financial liabilities. AS 820 defines fair value, establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (GAAP), and expands disclosures about fair value measurements. The provisions of this standard apply to other accounting pronouncements that require or permit fair value measurements and are to be applied prospectively with limited exceptions. The adoption of AS 820, as it relates to financial assets and financial liabilities, had no impact on the Company’s financial statements.
AS 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This standard is now the single source in GAAP for the definition of fair value, except for the fair value of leased property as defined in ASC 840. AS 820 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under AS 820 are described below:
Level 1 - | Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. |
| |
Level 2 - | Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. |
| |
Level 3 - | Inputs that are both significant to the fair value measurement and unobservable. |
The Company’s financial instruments include cash, accounts payable, accrued administrative fees, professional fees and advances payable. The fair value of these financial instruments approximate their carrying values due to their short maturities.
8
FORZA ENVIRONMENTAL BUILDING PRODUCTS, INC.
(FORMERLY GURATA GOLD, INC. )
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
AUGUST 31, 2010
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Foreign Currency Translation
The Company’s functional and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated in accordance with Accounting Standard 830Foreign Currency Matters (AS 830), using the exchange rate prevailing at the balance sheet date. Gains and losses arising on settlement of foreign currency denominated transactions or balances are included in the determination of income. Foreign currency transactions are primarily undertaken in Canadian dollars. The Company has not to the date of these financial statements, entered into derivative instruments to offset the impact of foreign currency fluctuations.
Reclassifications
Certain prior period amounts in the accompanying financial statements have been reclassified to conform to the current period’s presentation. These reclassifications had no effect on the results of operations or financial position for any period presented.
Accounting Estimates
The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
The Company’s financial statements are based on a number of estimates, including accruals for estimated administrative and professional fees.
Comprehensive Income (Loss)
Comprehensive Income (loss) reflects changes in equity that results from transactions and economic events from non-owner sources. At August 31, 2010 and May 31, 2010, the Company has no items that represent a comprehensive income (loss) and, therefore, has not included a schedule of comprehensive income (loss) in the financial statements.
Asset Retirement Obligations
Accounting Standard 410Asset Retirement and Environmental Obligations (AS 410) addresses financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated asset retirement costs. Specifically, AS 410 requires that the fair value of a liability for an asset retirement obligation be recognized in the period in which it is incurred if a reasonable estimate of fair value can be made. In addition, the asset retirement cost is capitalized as part of the asset’s carrying value and subsequently allocated to expense over the asset’s useful life. At August 31, 2010 and May 31, 2010, the Company did not have any asset retirement obligations.
9
FORZA ENVIRONMENTAL BUILDING PRODUCTS, INC.
(FORMERLY GURATA GOLD, INC. )
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
AUGUST 31, 2010
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Basic and Diluted Net Loss Per Common Share (“EPS”)
Basic net loss per share is computed by dividing the net loss attributable to the common stockholders by the weighted average number of common shares outstanding during the reporting period. Diluted net income per common share includes the potential dilution that could occur upon exercise of the options and warrants to acquire common stock computed using the treasury stock method which assumes that the increase in the number of shares is reduced by the number of shares which could have been repurchased by the Company with the proceeds from the exercise of the options and warrants (which were assumed to have been made at the average market price of the common shares during the reporting period).
Potential common shares are excluded from the diluted loss per share computation in net loss periods as their inclusion would be anti-dilutive.
At August 31, 2010, the Company had issued 40,300,000 common shares and had no outstanding options or warrants.
Stock-Based Compensation
In December 2004 Accounting Standard 718,Compensation – Stock Compensation (AS 718) was brought into effect. AS 718 eliminates the option to use the intrinsic value method of accounting and requires recording expense for stock compensation based on a fair value based method.
Recent Accounting Pronouncements
We do not expect the adoption of any new accounting pronouncements to have a material impact on our financial statements.
NOTE 3 – GOING CONCERN
These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has not generated any revenues since inception and has never paid any dividends and is unlikely to pay dividends or generate earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, confirmation of the Company’s interests in the underlying properties, and the attainment of profitable operations. The Company’s ability to achieve and maintain profitability and positive cash flows is dependent upon its ability to generate revenues from its manufacturing and distribution business and control production costs. Based upon current plans, the Company expects to incur operating losses in future periods. At August 31, 2010, the Company had an accumulated deficit of $513,173 since inception. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. There is no assurance that the Company will be able to generate sufficient revenues to cover operating costs in the future. These financial statements do not give any effect to any adjustments that would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and discharge its liabilities in other than the normal course of business and at amounts different from those reflected in the accompanying financial statements.
10
FORZA ENVIRONMENTAL BUILDING PRODUCTS, INC.
(FORMERLY GURATA GOLD, INC. )
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
AUGUST 31, 2010
NOTE 4 – CONSTRUCTION IN PROGRESS
The Company has made payments of $24,000 for welding process machinery, which has not been placed in service as of August 31, 2010 (see note 5). The payments are related to an asset purchase agreement the Company has executed with a related party (the related party is a Company controlled by an officer of the Company).
NOTE 5 - RELATED PARTY TRANSACTIONS
The Company paid monthly rent for office space to our CFO of $1,700 starting in the month of May.
See Note 4 for payments made for welding process machinery to a related party.
NOTE 6 - COMMON STOCK
On July 11, 2006 and August 23, 2006, the Company issued 3,000,000 and 19,000,000 common shares respectively, at $0.001 per share for cash of $22,000.
On November 30, 2007, the Company issued 17,000,000 common shares at $0.005 per share for cash of $85,000.
On July 8, 2010 500,000 common shares at $0.20 per share were issued for deposits received in May, 2010.
On July 8, 2010, 120,000 common shares were issued at $0.25 per share for cash of $30,000. On July 29, 2010, 280,000 common shares were issued at $0.25 per share for cash of $70,000. On August 2, 2010, 400,000 common shares were issued at $0.25 per share for cash of $100,000.
Common Stock Subscribed
On May 1, 2010, the Company agreed to issue 500,000 common shares valued at $105,000 or $0.21 per share as part of an employment agreement. The Company recorded the $105,000 as wages expense in the May 31, 2010 financial statements. As of the date of these financials statements, these shares have not been issued.
NOTE 7 - DISCONTINUED OPERATIONS
On May 17, 2010 the Company changed its focus from exploration of mineral properties, to manufacturing, marketing and distributing building products. The Company had the following losses from discontinued operations for the three months ended August 31, 2009 and 2010.
Discontinued Operations:
| Three Months Ended August 31 2010 | Three Months Ended August 31, 2009 |
Administrative fees | $ Nil | 3,125 |
Bank charges and interest | Nil | 88 |
Professional fees | Nil | 8,076 |
Discontinued operations | $ Nil | $11,289 |
11
FORZA ENVIRONMENTAL BUILDING PRODUCTS, INC.
(FORMERLY GURATA GOLD, INC. )
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
AUGUST 31, 2010
NOTE 8 – SUBSEQUENT EVENTS
We have evaluated subsequent events through October 13, 2010, which is the date the financial statements were issued.
12
Item2. Management's Discussion and Analysis of Financial Condition and Results of Operations.
FORWARD-LOOKING STATEMENTS
This quarterly report contains forward-looking statements. These are statements regarding financial and operating performance and results and other statements that are not historical facts. The words “expect,” “project,” “estimate,” “believe,” “anticipate,” “intend,” “plan,” “forecast,” and similar expressions are intended to identify forward-looking statements. Certain important risks could cause results to differ materially from those anticipated by some of the forward-looking statements. Some, but not all, of these risks include, among other things:
- general economic conditions, because they may affect our ability to raise money,
- our ability to raise enough money to continue our operations,
- changes in regulatory requirements that adversely affect our business,
- changes in the prices for minerals that adversely affect our business,
- political changes in Canada, which could affect our interests there, and
- other uncertainties, all of which are difficult to predict and many of which are beyond our control.
We caution you not to place undue reliance on these forward-looking statements, which reflect our management’s view only as of the date of this report. We are not obligated to update these statements or publicly release the results of any revisions to them to reflect events or circumstances after the date of this report or to reflect the occurrence of unanticipated events. You should refer to and carefully review the information in future documents we file with the Securities and Exchange Commission.
In this quarterly report, unless otherwise specified, all dollar amounts are expressed in United States dollars. All references to "US$" refer to United States dollars and all references to "common stock" refer to the common shares in our capital stock.
As used in this quarterly report, the terms "we", "us", "our" and "our company" mean Forza Environmental Building Products, Inc., unless otherwise indicated.
General Overview and Business Development over the Last Three Years
We were incorporated in the state of Nevada on May 26, 2006. Since our incorporation, we have been in the business mineral exploration.
On January 17, 2007, we acquired the Gate 1 Claim, a mineral claim in the Province of British Columbia. After exploring the claim management of our company decided to change the focus of our company.
As of May 18, 2010, we changed our business to provide environmentally sound, energy-efficient materials for safe, sustainable shelter to disaster replacement housing projects around the world.
We will be immediately pursuing contractual relationships in disaster affected areas around the globe. Our immediate focus is marketing our product to the Gulf Coast Rebuilding Project in Louisiana; we hope to play an integral part in the rebuilding effort as a result of Katrina. We will also be pursuing a contractual relationship in Haiti hoping to provide the materials that will help rebuild Haiti as a result of the recent earthquake. Investors must keep in mind that these are forward looking statements and contracts may never come to fruition.
We are also targeting other areas of the globe to include the Middle East, China, Central and South America, as well other areas of the globe where disaster resistant building system materials are needed.
We have not been involved in any bankruptcy, receivership or similar proceedings. There have been no material reclassifications, mergers, consolidations or purchases or sales of a significant amount of assets not in the ordinary course of our business.
13
Our Current Business
We are a development stage company, as defined by Statement of Financial Accounting Standard “SFAS No.7 Accounting and Reporting for Development Stage Enterprises”. Our principal business is the development of markets for environmentally sound, energy-efficient materials for safe, sustainable shelter to disaster replacement housing projects around the world.
Principal Products
The Artzer Z-Panel system is a three-dimensional welded wire truss network, and an expanded polystyrene core, covered with cement render. The high resistant steel in the wire network, and the applied render provides exceptional reinforcement characteristics and high resistance to seismic and wind loads. The System is lightweight and reduces foundation requirements and provides insulation and results in energy savings.
The Artzer Z-Panel System provides a building solution that is 25% more energy efficient; has a significantly shorter construction completion time; and is pest resistant, earthquake resistant, and wind resistant up to 180 mph, flood and mold resistant buildings constructed with the Artzer Z Panel System have a lifespan significantly longer than comparative traditional stick building and the System presents greatly reduced Life Cycle Costs.
Results of Operations
Three months Ended August 31, 2010 and 2009
Our operating results for the three months ended August 31, 2010 and 2009 and the changes between those periods for the expenses are summarized as follows:
|
Three months ended August 31, 2010 $ |
Three months ended August 31, 2009 $ | Change Between Three months ended August 31, 2010 and August 31, 2009 $ |
Administrative fees | 3,000 | Nil | 3,000 |
Bank charges and interest | 547 | Nil | 547 |
Consulting | 49,915 | Nil | 49,915 |
Entertainment | 149 | Nil | 149 |
Office | 9,374 | Nil | 9,374 |
Professional fees | 7,328 | Nil | 7,328 |
Regulatory | 1,727 | Nil | 1,727 |
Rent | 5,100 | Nil | 5,100 |
Repairs and Maintenance | 855 | Nil | 855 |
Travel | 1,677 | Nil | 1,677 |
Wages and salaries | 78,425 | Nil | 78,425 |
Discontinued operations | Nil | 11,289 | (11,289) |
Net loss for the period | $(158,097) | $(11,289) | $146,808 |
During the three months ended August 31, 2010, our net loss increased by $146,808 an increase of 1,300% from $11,289 for the three months ended August 31, 2009 to $158,097 for the three months ended August 31, 2010.
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The $146,808 increase in our net loss for the three months ended August 31, 2010 was primarily caused by the change in direction of our business. There were increases in consulting expenses office expenses, professional fees, regulatory fees, rent, repairs and maintenance, travel and wages and salaries,. All of these expenses increased in conjunction with setting up our new project of manufacturing, marketing and distributing the Artzer Z-Panel.
The expenses listed under discontinued operations refer to expenses incurred while our focus was on the development of our Gate 1 mineral claim in Northern British Columbia.
Revenues
Over the next 12 months, we do not anticipate generating any significant revenue and we expect our operating losses to be approximately $700,000. We plan to develop our business to market the Artzer Z-Panel worldwide to areas that have been affected by natural disasters such as earthquakes, floods and hurricanes. We do not have any financing arranged and cannot provide any assurance that we will be able to raise sufficient funding from the sale of our shares of common stock or that we will receive private advances.
Liquidity and Financial Condition
At August 31, 2010, we had a cash balance of $63,288 and negative cash flows from operations of $163,602. During the three months ended August 31, 2010, we funded our operations with cash that we received from the sale of common stock and from advances from an unrelated party.
Cash Flows
| | As at | |
| | August 31, | |
| | 2010 | | | 2009 | |
| | | | | | |
Net Used In Operating Activities | $ | (163,602 | ) | $ | (89 | ) |
Net Cash Used In Investing Activities | $ | (24,000 | ) | $ | Nil | |
Net Cash Provided by Financing Activities | $ | 200,000 | | $ | Nil | |
Increase (Decrease) in Cash During the Period | $ | 12,398 | | $ | (89 | ) |
Net Cash Used in Operating Activities
Net cash used in operating activities during the three months ended August 31, 2010 was $163,602. We used cash primarily to cover our net loss of $158,097 and to cover a decrease in accounts payable of $9,422. This use of cash was offset primarily by an increase in accrued liabilities of $4,000 and a decrease in advances payable of $1,840.
Net cash used in operating activities during the three months ended August 31, 2009 was $89. We used cash primarily to fund our net loss related to discontinued operations of $11,289. Cash was also used due to a reduction of accrued professional fees related to discontinued operations of $99. These uses were offset by increases in accounts payable related to discontinued operations of $8,175 and accrued administrative fees related to discontinued operations of $3,124.
Net Cash Used in Investing Activities
During the three months ended August 31, 2010 we spent $24,000 on construction in progress with respect to the installation of a panel welding machine.
We did not have any investing activities during the three months ended August 31, 2009.
Net Cash Provided By Financing Activities
During the three months ended August 31, 2010, $200,000 cash was provided through the sale of 800,000 shares at $0.25 per share.
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During the three months ended August 31, 2009 we did not have any financing activities.
Working Capital
| | At | | | At | |
| | August 31, | | | May 31, | |
| | 2010 | | | 2010 | |
Current assets | $ | 65,026 | | $ | 50,999 | |
Current liabilities | | (81,949 | ) | | (85,825 | ) |
Working capital | $ | (16,923 | ) | $ | (34,826 | ) |
Unproved Mineral Property
Gate 1 Claim
On December 15, 2006 we purchased the Gate 1 Claim near Atlin, British Columbia, Canada, comprising an area of 376.488 hectares for $1,000. The Gate 1 Claim is registered in the name of a former director and pursuant to a trust agreement is held in trust on our behalf.
At August 31, 2010, we had spent $21,058 on exploration work including a helicopter-supported magnetic survey on the Gate 1 Claim. On December 15, 2008, our company registered exploration work performed on its unproved mineral property with the Government of British Columbia, which allows our company to retain title to the claim until February 10, 2012.
Exploration of the property did not find significant mineralization and the claim was abandoned.
Contractual Obligations
As a “smaller reporting company”, we are not required to provide tabular disclosure obligations.
Going Concern
These financial statements have been prepared on a going concern basis, which implies our company will continue to realize its assets and discharge its liabilities in the normal course of business. Our company has not generated any revenues since inception and has never paid any dividends and is unlikely to pay dividends or generate earnings in the immediate or foreseeable future. The continuation of our company as a going concern is dependent upon the continued financial support from its shareholders, the ability of our company to obtain necessary equity financing to continue operations, confirmation of our company’s interests in the underlying properties, and the attainment of profitable operations. Our company’s ability to achieve and maintain profitability and positive cash flows is dependent upon its ability to manufacture and market the Artzer Z-Panels. Based upon current plans, our company expects to incur operating losses in future periods. At August 31, 2010, our company had an accumulated deficit of $513,173 since inception. These factors raise substantial doubt regarding our company’s ability to continue as a going concern. There is no assurance that our company will be able to generate revenues in the future. These financial statements do not give any effect to any adjustments that would be necessary should our company be unable to continue as a going concern and therefore be required to realize its assets and discharge its liabilities in other than the normal course of business and at amounts different from those reflected in the accompanying financial statements.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.
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Contingencies and Commitments
We had no commitments or contingencies at August 31, 2010.
Internal and External Sources of Liquidity
To date, we have funded our operations from the sale of our common stock and from advances from an unrelated party.
Recently Adopted and Recently Issued Accounting Standards
We do not expect the adoption of any new accounting pronouncements to have a material impact on our financial statements.
Critical Accounting Policies
Our consolidated financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles in the United States. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies. We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our consolidated financial statements is critical to an understanding of our financials.
Cash and Cash Equivalents
For purposes of the balance sheet and statement of cash flows, our company considers all amounts on deposit with financial institutions and highly liquid investments with maturities of 90 days or less to be cash equivalents. At August 31, 2010 and May 31, 2009, our company did not have any cash equivalents.
Financial Instruments
Concentration of Credit Risk
Financial instruments that potentially subject our company to significant concentrations of credit risk consist principally of cash. At August 31, 2010 and May 31, 2009 our company had approximately $500 in cash that was not insured. This cash is being held by our CFO. Our company has not experienced any losses in cash balances and does not believe it is exposed to any significant credit risk on its cash.
Foreign Exchange Risk
Our company is subject to foreign exchange risk for transactions denominated in foreign currencies. Foreign currency risk arises from the fluctuation of foreign exchange rates and the degree of volatility of these rates relative to the United States dollar. Our company does not believe that it has any material risk due to foreign currency exchange.
Fair Value of Financial Instruments
On June 1, 2007, our company adopted Accounting Standard 820Fair Value Measurement and Disclosure (AS 820). AS 820 relates to financial assets and financial liabilities. AS 820 defines fair value, establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (GAAP), and expands disclosures about fair value measurements. The provisions of this standard apply to other accounting pronouncements that require or permit fair value measurements and are to be applied prospectively with limited exceptions. The adoption of AS 820, as it relates to financial assets and financial liabilities, had no impact on our company’s financial statements.
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AS 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This standard is now the single source in GAAP for the definition of fair value, except for the fair value of leased property as defined in ASC 840. AS 820 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under AS 820 are described below:
Level 1 - | Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. |
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Level 2 - | Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. |
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Level 3 - | Inputs that are both significant to the fair value measurement and unobservable. |
Our company’s financial instruments include cash, deposit receivable, accounts payable, accrued administrative fees, professional fees and advances payable. The fair value of these financial instruments approximate their carrying values due to their short maturities.
Foreign Currency Translation
Our company’s functional and reporting currency is the United States dollar. Monetary assets and liabilities denominated in foreign currencies are translated in accordance with Accounting Standard 830 Foreign Currency Matters (AS 830), using the exchange rate prevailing at the balance sheet date. Gains and losses arising on settlement of foreign currency denominated transactions or balances are included in the determination of income. Foreign currency transactions are primarily undertaken in Canadian dollars. Our company has not to the date of these financial statements, entered into derivative instruments to offset the impact of foreign currency fluctuations.
Accounting Estimates
The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Our company’s financial statements are based on a number of estimates, including accruals for estimated administrative and professional fees.
Comprehensive Income (Loss)
Comprehensive Income (loss) reflects changes in equity that results from transactions and economic events from non-owner sources. At August 31, 2010 and May 31, 2010, our company has no items that represent a comprehensive income (loss) and, therefore, has not included a schedule of comprehensive income (loss) in the financial statements.
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Stock-Based Compensation
In December 2004 Accounting Standard 718,Compensation – Stock Compensation (AS 718) was brought into effect. AS 718 eliminates the option to use the intrinsic value method of accounting and requires recording expense for stock compensation based on a fair value based method.
Asset Retirement Obligations
Accounting Standard 410Asset Retirement and Environmental Obligations (AS 410) addresses financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated asset retirement costs. Specifically, AS 410 requires that the fair value of a liability for an asset retirement obligation be recognized in the period in which it is incurred if a reasonable estimate of fair value can be made. In addition, the asset retirement cost is capitalized as part of the asset’s carrying value and subsequently allocated to expense over the asset’s useful life. At August 31, 2010 and May 31, 2009, our company did not have any asset retirement obligations.
Basic and Diluted Net Loss Per Common Share (“EPS”)
Basic net loss per share is computed by dividing the net loss attributable to the common stockholders by the weighted average number of common shares outstanding during the reporting period. Diluted net income per common share includes the potential dilution that could occur upon exercise of the options and warrants to acquire common stock computed using the treasury stock method which assumes that the increase in the number of shares is reduced by the number of shares which could have been repurchased by our company with the proceeds from the exercise of the options and warrants (which were assumed to have been made at the average market price of the common shares during the reporting period).
Potential common shares are excluded from the diluted loss per share computation in net loss periods as their inclusion would be anti-dilutive.
At August 31, 2010, our company had issued 40,300,000 common shares and had no outstanding options or warrants.
Recently Issued Accounting Standards
We do not expect the adoption of any new accounting pronouncements to have a material impact on our financial statements.
Item 3. Quantitative Disclosures About Market Risks
As a “smaller reporting company”, we are not required to provide the information required by this Item.
Item4. Controls and Procedures.
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under theSecurities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, including our president (also our principal executive officer) and our chief financial officer (also our principal financial officer and principal accounting officer) to allow for timely decisions regarding required disclosure.
As of August 31, 2010, the end of our first quarter covered by this report, we carried out an evaluation, under the supervision and with the participation of our president (also our principal executive officer) and our chief financial officer (also our principal financial officer and principal accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our president (also our principal executive officer) and our chief financial officer (also our principal financial officer and principal accounting officer) concluded that our disclosure controls and procedures were not effective in providing reasonable assurance in the reliability of our reports as of the end of the period covered by this quarterly report.
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Changes in Internal Control over Financial Reporting
There have been no changes in our internal controls over financial reporting that occurred during the quarter ended August 31, 2010 that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.
PART II - OTHER INFORMATION
Item1. Legal Proceedings.
We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.
Item 1A. Risk Factors
Much of the information included in this quarterly report includes or is based upon estimates, projections or other "forward looking statements". Such forward looking statements include any projections or estimates made by us and our management in connection with our business operations. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein.
Such estimates, projections or other "forward looking statements" involve various risks and uncertainties as outlined below. We caution the reader that important factors in some cases have affected and, in the future, could materially affect actual results and cause actual results to differ materially from the results expressed in any such estimates, projections or other "forward looking statements".
Our common shares are considered speculative during the development of our new business operations. Prospective investors should consider carefully the risk factors set out below.
Our common shares are considered speculative as our business is still in an early growth stage of its development. Prospective investors should consider carefully the risk factors set out below.
Because our auditors have issued a going concern opinion, there is substantial uncertainty we will continue activities in which case you could lose your investment.
Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an ongoing business for the next twelve months. As such we may have to cease activities and you could lose your investment.
We lack an operating history and have losses which we expect to continue into the future. As a result, we may have to suspend or cease activities.
We were incorporated on May 26, 2006 and have not realized any revenues. We have no operating history upon which an evaluation of our future success or failure can be made. Our net loss from inception of development stage to August 31, 2010 is $513,173 Our ability to achieve and maintain profitability and positive cash flow is dependent upon:
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- our ability to control production costs of the Artzer Z-PanelTM
Based upon current plans, we expect to incur operating losses in future periods. This will happen because there are expenses associated with the startup of manufacturing and marketing programs. As a result, we may not generate revenues in the future. Failure to generate revenues will cause us to suspend or cease activities.
Trading in our common shares on the OTC Bulletin Board is limited and sporadic making it difficult for our shareholders to sell their shares or liquidate their investments.
Our common shares are currently listed for public trading on the OTC Bulletin Board. The trading price of our common shares has been subject to wide fluctuations. Trading prices of our common shares may fluctuate in response to a number of factors, many of which will be beyond our control. The stock market has generally experienced extreme price and volume fluctuations that have often been unrelated or disproportionate to the operating performance of companies with no current business operation. There can be no assurance that trading prices and price earnings ratios previously experienced by our common shares will be matched or maintained. These broad market and industry factors may adversely affect the market price of our common shares, regardless of our operating performance.
In the past, following periods of volatility in the market price of a company’s securities, securities class-action litigation has often been instituted. Such litigation, if instituted, could result in substantial costs for us and a diversion of management’s attention and resources.
Our stock is a penny stock. Trading of our stock may be restricted by the SEC’s penny stock regulations which may limit a stockholder’s ability to buy and sell our stock.
Our stock is a penny stock. The Securities and Exchange Commission has adopted Rule 15g-9 which generally defines “penny stock” to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and “accredited investors”. The term “accredited investor” refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a form prepared by the SEC which provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer’s account. The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer’s confirmation. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written agreement to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock rules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities. We believe that the penny stock rules discourage investor interest in and limit the marketability of our common stock.
The Financial Industry Regulatory Authority, or FINRA, has adopted sales practice requirements which may also limit a stockholder's ability to buy and sell our stock.
In addition to the "penny stock" rules described above, FINRA has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer's financial status, tax status, investment objectives and other information. Under interpretations of these rules, FINRA believes that there is a high probability that speculative low priced securities will not be suitable for at least some customers.
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FINRA requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our stock and have an adverse effect on the market for our shares.
Trends, Risks and Uncertainties
We have sought to identify what we believe to be the most significant risks to our business, but we cannot predict whether, or to what extent, any of such risks may be realized nor can we guarantee that we have identified all possible risks that might arise. Investors should carefully consider all of such risk factors before making an investment decision with respect to our common stock.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. [Removed and Reserved]
Item 5. Other Information
None.
Item 6. Exhibits.
Exhibits required by Item 601 of Regulation S-K
Exhibit | Description |
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(3) | Articles of Incorporation and Bylaws |
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3.1 | Articles of Incorporation (incorporated by reference to our registration statement on Form SB-2 filed on August 16, 2007). |
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3.2 | By-Laws (incorporated by reference to our registration statement on Form SB-2 filed on August 16, 2007). |
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3.3 | Articles of Merger (incorporated by reference from our Current Report on Form 8-K filed on August 3, 2010). |
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(10) | Material Contracts |
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10.1 | Property agreement dated December 15, 2006 between Kenneth Ralfs and Feliberto Gurat as Trustee for Forza (incorporated by reference to our registration statement on Form SB-2 filed on August 16, 2007). |
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10.2 | Trust agreement dated January 17, 2007 (incorporated by reference to our registration statement on Form SB-2 filed on August 16, 2007). |
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10.3 | Executive Employment Agreement dated May 1, 2010 between Paul J. Artzer (incorporated by reference from our Current Report on Form 8-K filed on June 24, 2010). |
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10.4 | Agreement and Plan of Merger dated July 12, 2010. (incorporated by reference from our Annual Report on Form 10-K filed on September 14, 2010) |
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* Filed herewith
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| FORZA ENVIRONMENTAL BUILDING PRODUCTS, INC. |
| (Registrant) |
| |
Dated: October 19, 2010 | /s/Charles Thompson Slay |
| Charles Thompson Slay |
| President, Secretary and director |
| (Principal Executive Officer) |
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Dated: October 19, 2010 | /s/Michael Lee |
| Michael Lee |
| Chief Financial Officer |
| (Principal Financial Officer and Principal Accounting Officer) |
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