U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
| þ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended December 31, 2012
OR
| o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ |
Commission File Number 000-54548
Accelerated Acquisitions XVI, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 45-3743339 | |
| (State or other jurisdiction of | (I.R.S. Employer | |
| incorporation or organization) | Identification No.) |
1840 Gateway Drive, Suite 200, Foster City, CA 94404
(Address of principal executive offices)
(650) 283-2653
(Registrant’s telephone number, including area code)
Securities registered under Section 12(b) of the Exchange Act:
None.
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, $0.0001 par value per share
(Title of Class)
Indicate by check mark whether the registrant: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes x No o.
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). o Yes No o
Indicate by check mark whether the registrant is a large accelerated filer, an 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 (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 o.
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 26,350,000 shares of common stock, par value $.0001 per share, outstanding as of February 13, 2013.
Transitional Small Business Disclosure Format (Check one): Yes o No x
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ACCELERATED ACQUISITIONS XVI, INC.
Table of Contents
| PART I – FINANCIAL INFORMATION: | Page | ||||||
| Item 1. | Financial Statements (unaudited) | 3 | |||||
| Balance Sheets as of December 31, 2012 (unaudited) and September 30, 2012 (audited) | 3 | ||||||
| Statements of Operations for the three months ended December 31, 2012 and period from inception (October 21, 2011) through December 31, 2012 (unaudited) | 4 | ||||||
| Statement of Changes in Stockholders’ Deficit | 5 | ||||||
| Statements of Cash Flows for the three months ended December 31, 2012 and period from inception (October 21, 2011) to December 31, 2012 (unaudited) | 6 | ||||||
| Notes to Financial Statements (unaudited) | 7 | ||||||
| Item 2. | Management's Discussion and Analysis of Financial Condition and Results of Operations | 12 | |||||
Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 13 | |||||
| Item 4. | Controls and Procedures | 13 | |||||
| PART II – OTHER INFORMATION: | |||||||
| Item 1. | Legal Proceedings | 15 | |||||
| Item 1A | Risk Factors | 15 | |||||
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 15 | |||||
| Item 3. | Defaults Upon Senior Securities | 15 | |||||
| Item 4. | (Reserved and Removed) | 15 | |||||
| Item 5. | Other Information | 15 | |||||
| Item 6. | Exhibits | 16 | |||||
| Signatures | 17 | ||||||
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PART - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
ACCELERATED ACQUISITIONS XVI, INC.
(A Development Stage Company)
Balance Sheets
| December 31, | September 30, | |||||||
| 2012 | 2012 | |||||||
| (unaudited) | (audited) | |||||||
| ASSETS | ||||||||
| CURRENT ASSETS: | ||||||||
| Cash | $ | 8 | $ | 56 | ||||
| TOTAL ASSETS | 8 | 56 | ||||||
| STOCKHOLDERS' DEFICIT: | ||||||||
| Preferred stock, $0.0001 par value; 10,000,000 shares authorized; none issued or outstanding | ||||||||
| Common stock, $0.0001 par value; 100,000,000 shares authorized; 26,350,000 shares issued and outstanding | 2,635 | 2,635 | ||||||
| Additional paid-in capital | 9,073 | 2,525 | ||||||
| Deficit accumulated during the development stage | (11,700 | ) | (5,104 | ) | ||||
| TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ | 8 | $ | 56 | ||||
The accompanying notes are an integral part of these financial statements.
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ACCELERATED ACQUISITIONS XVI, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
For the Three months ended December 31, 2012 | Cumulative from October 21, 2011 (date of inception) through December 31, 2011 (Cumulative) | |||||||
| Revenues | $ | — | $ | — | ||||
| Operating expenses | ||||||||
| General and administrative | 6,596 | 11,700 | ||||||
| Operating loss | 6,596 | 11,700 | ||||||
| Net loss | $ | (6,596 | ) | $ | (11,700 | ) | ||
| Basic and diluted net loss per share | $ | (0.01 | ) | |||||
| Weighted Average Number of Common Shares Outstanding | 26,350,000 | |||||||
The accompanying notes are an integral part of these financial statements.
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ACCELERATED ACQUISITIONS XVI, INC.
(A Development Stage Company)
STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT
| Common Stock | Deficit Accumulated during the development | |||||||||||||||||||
| Shares | Amount | APIC | stage | Total | ||||||||||||||||
| Balance Prior to Inception | - | $ | - | $ | - | $ | - | $ | - | |||||||||||
| Issuance of Common Stock -Founders for cash | 5,000,000 | 500 | 1,500 | - | 2,000 | |||||||||||||||
| Tender of shares by founder, July 23, 2012 at $.0001 per share | (3,500,000 | ) | (350 | 350 | - | |||||||||||||||
| Issuance of Common Stock under consulting agreement July 23, 2012, at $.0001 per share | 1,500,000 | 150 | (150 | ) | ||||||||||||||||
| Issuance of Common Stock under subscription agreement with Sole Comfort, July 23, 2012, at $.0001 per share | 23,350,000 | 2,335 | 2,335 | |||||||||||||||||
| Forgiveness of shareholder advances | 825 | 825 | ||||||||||||||||||
| Net loss | (5,104 | ) | (5,104 | ) | ||||||||||||||||
| Balance at September 30, 2012 | 26,350,000 | 2,635 | 2,525 | (5,104 | ) | 56 | ||||||||||||||
| Net loss | (6,596 | ) | (6,596 | ) | ||||||||||||||||
| Forgiveness of shareholder advances | 6,548 | 6,548 | ||||||||||||||||||
| Balance at December 31, 2012 | 26,350,000 | $ | 2,635 | $ | 9,073 | $ | (11,700 | ) | $ | 8 | ||||||||||
The accompanying notes are an integral part of these financial statements.
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ACCELERATED ACQUISITIONS XVI, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)Three Months Ended December 31, 2012 | Cumulative from October 21, 2011 (inception) through December 31, 2012 (Cumulative) | |||||||||
| OPERATING ACTIVITIES: | ||||||||||
| Net loss | $ | (6,596) | $ | (11,700) | ||||||
| Net cash used in operating activities | (6,596) | (11,700) | ||||||||
| FINANCING ACTIVITIES: | ||||||||||
| Proceeds from the issuance of common stock | — | 4,335 | ||||||||
| Shareholder advances | 6,548 | 7,373 | ||||||||
| Net increase (decrease) in cash | (48) | 8 | ||||||||
| Cash at beginning of period | 56 | |||||||||
| Cash at end of period | $ | 8 | $ | 8 | ||||||
The accompanying notes are an integral part of these financial statements.
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ACCELERATED ACQUISITIONS XVI, INC.
(A Development Stage Company)
Notes to Financial Statements
| NOTE 1 | - | ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: |
| (a) | Organization and Business: | |
Accelerated Acquisitions XVI, Inc. (the “Company”) was incorporated in the state of Delaware on October 21, 2011 for the purpose of raising capital that is intended to be used in connection with its business plan which may include a possible merger, acquisition or other business combination with an operating business.
On July 23, 2012, Sole Comfort Shoes, Inc. (“Purchaser”) agreed to acquire 23,350,000 shares of the Company’s common stock par value $0.0001 for a price of $0.0001 per share. At the same time, Accelerated Venture Partners, LLC agreed to tender 3,500,000 of their 5,000,000 shares of the Company’s common stock par value $0.0001 for cancellation. Following these transactions, Sole Comfort Shoes, Inc. owned approximately 94% of the Company’s 24,850,000 issued and outstanding shares of common stock par value $0.0001 and the interest of Accelerated Venture Partners, LLC was reduced to approximately 6% of the total issued and outstanding shares. Simultaneously with the share purchase, Timothy Neher resigned from the Company’s Board of Directors and Onkar Dhaliwal was simultaneously appointed to the Company’s Board of Directors. Such action represents a change of control of the Company. The Purchaser used their working capital to acquire the Shares. The Purchaser did not borrow any funds to acquire the Shares.
The Company is currently in the development stage. All activities of the Company to date relate to its organization, initial funding and share issuances.
| (b) | Basis of Presentation – Development Stage and Going Concern |
The Company has not earned any revenue from operations since inception. Accordingly, the Company’s activities have been accounted for as those of a "Development Stage Enterprise" as set forth in ASC 915, "Development Stage Entities." Among the disclosures required by ASC 915, are that the Company’s financial statements be identified as those of a development stage company, and that the statements of operations, stockholders' equity and cash flows disclose activity since the date of the Company's inception.
The Company sustained operating losses and accumulated deficit of $11,700 as of December 31, 2012. The Company’s continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations and/or obtain additional financing, as may be required.
The accompanying unaudited condensed financial statements have been prepared assuming that the Company will continue as a going concern; however, the above condition raises substantial doubt about the Company’s ability to do so. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern.
The unaudited condensed interim financial statements have been prepared by us pursuant to the rules and regulations of the Securities and Exchange Commission. The information furnished herein reflects all adjustments (consisting of normal recurring accruals and adjustments) which are, in the opinion of management, necessary to fairly present the operating results for the respective periods. Certain information and footnote disclosures normally present in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations. These financial statements should be read in conjunction with the audited financial statements and notes for the year ended September 30, 2012 included in our Annual Report on Form 10-K. The results of the three month periods ended December 31, 2012 are not necessarily indicative of the results to be expected for the full year ending September 30, 2013.
| (c) | Use of Estimates |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
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ACCELERATED ACQUISITIONS XVI, INC.
(A Development Stage Company)
Notes to Financial Statements
| NOTE 1 | - | ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (continued) |
| (d) | Cash and Cash Equivalents |
For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents. The Company had no cash equivalent at December 31, 2012 and September 30, 2012.
| (e) | Loss per Common Share |
Basic loss per share is calculated using the weighted-average number of common shares outstanding during each reporting period. Diluted per share includes potentially dilutive securities such as outstanding options and warrants, using various methods such as the treasury stock or modified treasury stock method in the determination of dilutive shares outstanding during each reporting period. The Company has incurred a loss during the current period, therefore any potentially dilutive shares are excluded, as they would be anti-dilutive. The Company does not have any potentially dilutive instruments for this reporting period.
| (f) | Fair Value of Financial Instruments |
The Financial Accounting Standards Board (FASB) issued Accounting Standards Codification (ASC) 820-10, (formerly SFAS No.157), “Fair Value Measurements and Disclosures" for financial assets and liabilities. FASB ASC 820-10 provides a framework for measuring fair value and requires expanded disclosures regarding fair value measurements. FASB ASC 820-10 defines fair value as the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. FASB ASC 820-10 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs, where available.
| - | Level 1: Quoted prices in active markets for identical assets or liabilities. |
| - | Level 2: Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities. |
| - | Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. |
The carrying amounts of financial assets such as cash approximate their fair values because of the short maturity of these instruments.
| (g) | Recent Accounting Prouncements |
Adopted
In May 2011, the FASB issued ASU 2011-04, "Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and International Financial Reporting Standards (IFRS) of Fair Value Measurement Topic 820." ASU 2011-04 is intended to provide a consistent definition of fair value and improve the comparability of fair value measurements presented and disclosed in financial statements prepared in accordance with U.S. GAAP and IFRS. The amendments include those that clarify the FASB's intent about the application of existing fair value measurement and disclosure requirements, as well as those that change a particular principle or requirement for measuring fair value or for disclosing information about fair value measurements. This update is effective for annual and interim periods beginning after December 15, 2011. Adoption of the new amendment does not have a material effect on the Company’s financial statements.
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ACCELERATED ACQUISITIONS XVI, INC.
(A Development Stage Company)
Notes to Financial Statements
| NOTE 1 | - | ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (continued) |
The FASB issued Accounting Standards Update (ASU) No. 2012-02—Intangibles—Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment, on July 27, 2012, to simplify the testing for a drop in value of intangible assets such as trademarks, patents, and distribution rights. The amended standard reduces the cost of accounting for indefinite-lived intangible assets, especially in cases where the likelihood of impairment is low. The changes permit businesses and other organizations to first use subjective criteria to determine if an intangible asset has lost value. The amendments to U.S. GAAP will be effective for fiscal years starting after September 15, 2012. The adoption of this ASU does not have a material impact on our financial statements.
Not Adopted
In December 2011, the FASB issued ASU No. 2011-11: Balance Sheet (topic 210): Disclosures about Offsetting Assets and Liabilities, which requires new disclosure requirements mandating that entities disclose both gross and net information about instruments and transactions eligible for offset in the statement of financial position as well as instruments and transactions subject to an agreement similar to a master netting arrangement. In addition, the standard requires disclosure of collateral received and posted in connection with master netting agreements or similar arrangements. This ASU is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. Entities should provide the disclosures required retrospectively for all comparative periods presented. We are currently evaluating the impact of adopting ASU 2011-11 on the financial statements.
Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.
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ACCELERATED ACQUISITIONS XVI, INC.
(A Development Stage Company)
Notes to Financial Statements
| NOTE 2 | - | RELATED PARTY TRANSACTIONS |
On October 21, 2011(inception) the Registrant sold 5,000,000 shares of Common Stock to Accelerated Venture Partners, LLC for an aggregate investment of $2,000.00. The Registrant sold these shares of Common Stock under the exemption from registration provided by Section 4(2) of the Securities Act.
On July 23, 2012, Sole Comfort Shoes, Inc. (“Purchaser”) agreed to acquire 23,350,000 shares of the Company’s common stock par value $0.0001 for a price of $0.0001 per share. At the same time, Accelerated Venture Partners, LLC agreed to tender 3,500,000 of their 5,000,000 shares of the Company’s common stock par value $0.0001 for cancellation. Following these transactions, Sole Comfort Shoes, Inc. owned approximately 94% of the Company’s 24,850,000 issued and outstanding shares of common stock par value $0.0001 and the interest of Accelerated Venture Partners, LLC was reduced to approximately 6% of the total issued and outstanding shares. Simultaneously with the share purchase, Timothy Neher resigned from the Company’s Board of Directors and Onkar Dhaliwal was simultaneously appointed to the Company’s Board of Directors. Such action represents a change of control of the Company. The Purchaser used their working capital to acquire the Shares. The Purchaser did not borrow any funds to acquire the Shares.
Prior to the purchase of the shares, the Purchaser was not affiliated with the Company. However, the Purchaser will be deemed an affiliate of the Company after the share purchase as a result of their stock ownership interest in the Company. The purchase of the shares by the Purchaser was completed pursuant to written Subscription Agreements with the Company. The purchase was not subject to any other terms and conditions other than the sale of the shares in exchange for the cash payment. Concurrent with the sale of the shares, the Company will file a Certificate of Amendment to its Certificate of Incorporation with the Secretary of State of Delaware in order to change its name to “Sole Comfort Shoes, Inc.”.
On July 23, 2012, the Company entered into a Consulting Services Agreement with AVP. The agreement requires AVP to provide the Company with certain advisory services that include reviewing the Company’s business plan, identifying and introducing prospective financial and business partners, and providing general business advice regarding the Company’s operations and business strategy in consideration of (a) an option granted by the Company to AVP to purchase 1,500,000 shares of the Company’s common stock at a price of $0.0001 per share (the “AVP Option”) (which was immediately exercised by the holder) subject to a repurchase option granted to the Company to repurchase the shares at a price of $0.0001 per share in the event the Company fails to complete funding as detailed in the agreement subject to the following milestones:
| ● | Milestone 1 – Company’s right of repurchase will lapse with respect to 60% of the shares upon securing $5 million in available cash from funding; |
| ● | Milestone 2 – Company’s right of repurchase will lapse with respect to 40% of the Shares upon securing $10 million in available cash (inclusive of any amounts attributable to Milestone 1); |
and (b) cash compensation at a rate of $33,333 per month. The payment of the cash compensation is subject to the Company’s achievement of certain designated milestones, specifically, cash compensation of $400,000 is due consultant upon the achievement of Milestone 1, and an additional $400,000 is due upon the achievement of Milestone 2. Upon achieving each Milestone, the cash compensation is to be paid to consultant in the amount then due at the rate of $66,667 per month. The total cash compensation to be received by the consultant is not to exceed $800,000 unless the Company receives an amount of funding in excess of the amount specified in Milestone 2. If the Company receives equity or debt financing that is an amount less than Milestone 1, in between any of the above Milestones or greater than the above Milestones, the cash compensation earned by the Consultant under this Agreement will be prorated according to the above Milestones. The Company also has the option to make a lump sum payment to AVP in lieu of the monthly cash payments.
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ACCELERATED ACQUISITIONS XVI, INC.
(A Development Stage Company)
Notes to Financial Statements
| NOTE 2 | - | RELATED PARTY TRANSACTIONS (continued) |
The Company does not have employment contracts with its sole offer and director, who is the majority shareholder.
The sole officer and director of the Company is involved in other business activities and may, in the future, become involved in additional business opportunities that become available. A conflict may arise in selecting between the Company and other business interests. The Company has not formulated a policy for the resolution of such conflicts.
We depend on our sole officer and director, to provide the Company with the necessary funds to implement our business plan, as necessary. The Company does not have a funding commitment or any written agreement for our future required cash needs.
The Company does not own or lease property or lease office space. The office space used by the Company was arranged by the sole officer and director of the Company to use at no charge.
The above amount is not necessarily indicative of the amount that would have been incurred had a comparable transaction been entered into with independent parties.
Accelerated Venture Partners, LLC, the only shareholder of the Company, paid $6,596 operating expenses on behalf of the Company and re-invoice the full amount of expenses to the Company for the period ended December 31, 2012.
Accelerated Venture Partners, LLC, advances $6,548 to the Company and forgive the full amount during the period ended December 31, 2012.
| NOTE 3 | - | COMMON STOCK |
The Company is currently issuing only one class of common stock, and this has been issued at two different prices since inception. The Company is authorized to issue 100,000,000 shares of common stock. As of December 31, 2012, 26,350,000 shares of common stock were issued and outstanding.
There were no shares issued during the three months ended December 31, 2012.
On October 21, 2011 (inception date), the company issued 5,000,000 shares for cash of $2,000 to the founder of the Company.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Accelerated Acquisitions XVI, Inc. (“we”, “our”, “us” or the “Company”) was organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings. The Company will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.
Results of Operations
For the three months ending December 31, 2012, the Company had no revenues and incurred general and administrative expenses of $6,596 and from inception (October 21, 2011) through December 31, 2011 the Company had no revenues and incurred general and administrative expenses of $1,800.
For the period from inception (October 21, 2011) through December 31, 2012, the Company had no activities that produced revenues from operations and had a net loss of $(11,700), due to legal, accounting, audit and other professional service fees incurred in relation to the formation of the Company and the filing of the Company’s Registration Statement on Form 10 filed in November 2011 and other SEC-related compliance matters.
Liquidity and Capital Resources
As of December 31, 2012, the Company had assets equal to $8 and had no current liabilities.
The following is a summary of the Company's cash flows from operating, investing, and financing activities:
For the Cumulative Period from Inception (October 21, 2011) through December 31, 2012
| Operating activities | $ | (11,700 | ) | |
| Investing activities | - | |||
| Financing activities | $ | 11,708 | ||
| Net effect on cash | $ | 8 |
The Company has nominal assets and has generated no revenues since inception. The Company is also dependent upon the receipt of capital investment or other financing to fund its ongoing operations and to execute its business plan of seeking a combination with a private operating company. If continued funding and capital resources are unavailable at reasonable terms, the Company may not be able to implement its plan of operations.
Plan of Operations
The Company currently does not engage in any business activities that provide cash flow. The costs of investigating and analyzing business combinations for the next 12 months and beyond such time will be paid with money in our treasury.
During the next twelve months we anticipate incurring costs related to:
| (i) | filing of reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and | |
| (ii) | consummating an acquisition. |
We believe we will be able to meet these costs through use of funds in our treasury, through deferral of fees by certain service providers and additional amounts, as necessary, to be loaned to or invested in us by our sole stockholder, management or other investors.
12
The Company may consider a business which has recently commenced operations, is a developing company in need of additional funds for expansion into new products or markets, is seeking to develop a new product or service, or is an established business which may be experiencing financial or operating difficulties and is in need of additional capital. In the alternative, a business combination may involve the acquisition of, or merger with, a company which does not need substantial additional capital, but which desires to establish a public trading market for its shares, while avoiding, among other things, the time delays, significant expense, and loss of voting control which may occur in a public offering.
Since our Registration Statement on Form 10SB became effective, our officers and sole director have had limited contact or discussions with representatives of other entities regarding a business combination with us. Any target business that is selected may be a financially unstable company or an entity in its early stages of development or growth, including entities without established records of sales or earnings. In that event, we will be subject to numerous risks inherent in the business and operations of financially unstable and early stage or potential emerging growth companies. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks.
The Company anticipates that the selection of a business combination will be complex and extremely risky. Because of general economic conditions, rapid technological advances being made in some industries and shortages of available capital, our management believes that there are numerous firms seeking even the limited additional capital which we will have and/or the perceived benefits of becoming a publicly traded corporation. Such perceived benefits of becoming a publicly traded corporation include, among other things, facilitating or improving the terms on which additional equity financing may be obtained, providing liquidity for the principals of and investors in a business, creating a means for providing incentive stock options or similar benefits to key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the like through the issuance of stock. Potentially available business combinations may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.
Off-Balance Sheet Arrangements
The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.
ITEM 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (Exchange Act), as of December 31, 2012. Based on this evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures are 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 Securities and Exchange Commission's rules and forms and that our disclosure and controls are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
13
Changes in Internal Control Over Financial Reporting
There were no changes (including corrective actions with regard to significant deficiencies or material weaknesses) in our internal controls over financial reporting that occurred during the fiscal quarter ended December 31, 2012 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
PART II — OTHER INFORMATION
Item 1. Legal Proceedings.
To the best knowledge of the sole officer and sole director, the Company is not a party to any legal proceeding or litigation.
Item 1A. Risk Factors.
As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. (Removed and Reserved).
None.
Item 5. Other Information.
None.
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Item 6. Exhibits.
Exhibit No. | Description | |
31.1 | Certification of the Company’s Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2012. | |
31.2 | Certification of the Company’s Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2012. | |
32.1 | Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002. |
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document* | |
101.INS | XBRL Instance Document | |
101SCH | XBRL Taxonomy Extension Schema Document | |
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | |
101.LAB | XBRL Taxonomy Extension Label Linkbase Document | |
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | |
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document |
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Dated: February 13, 2013 | ||
| ACCELERATED ACQUISITIONS XVI, INC. | ||
| By: | /s/ Onkar Dhaliwal | |
Onkar Dhaliwal President | ||
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EXHIBIT INDEX
Exhibit No. | Description | |
31.1 | Certification of the Company’s Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2012. | |
31.2 | Certification of the Company’s Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2012. | |
32.1 | Certification of the Company’s Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002. |
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document* | |
101.INS | XBRL Instance Document | |
101SCH | XBRL Taxonomy Extension Schema Document | |
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | |
101.LAB | XBRL Taxonomy Extension Label Linkbase Document | |
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | |
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document |
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