SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
[x] Quarterly Report Pursuant to Section 13 or 15(d) Securities
Exchange Act of 1934 for Quarterly Period Ended June 30, 2009
- -OR-
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities And Exchange Act of 1934 for the transaction period from
_________ to________
Commission File Number 333-39942
Dale Jarrett Racing Adventure, Inc.
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(Exact name of registrant as specified in its charter)
FLORIDA 59-3564984
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(State or other jurisdiction (I.R.S. Employer
of incorporation or organization Identification Number)
120 A North Main Avenue, Newton, NC 28658
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(Address of principal executive offices, Zip Code)
(888) 467-2231
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(Registrant's telephone number, including area code)
Indicate by check mark whether the issuer (1) filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
Yes [x] No [ ]
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerate filer, or a small
reporting company as defined by Rule 12b-2 of the Exchange Act):
Large accelerated filer [ ] Non-accelerated filer [ ]
Accelerated filer [ ] 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 [ ] No [x]
The number of outstanding shares of the registrant's common stock,
August 11, 2009:
Common Stock - 24,510,502
2
DALE JARRETT RACING ADVENTURE, INC.
FORM 10-Q
For the quarterly period ended June 30, 2009
INDEX
Page
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited) 3
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
Item 3. Quantitative and Qualitative Disclosure About
Market Risk 10
Item 4T. Controls and Procedures 10
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 1A. Risk Factors 12
Item 2. Unregistered Sales of Equity Securities and Use
of Proceeds 12
Item 3. Defaults upon Senior Securities 12
Item 4. Submission of Matters to a Vote of Security
Holders 12
Item 5. Other Information 12
Item 6. Exhibits 12
SIGNATURES
EXPLANATORY NOTE
The registrant is amending its Quarterly Report on Form 10-Q for the
quarter ended June 30, 2009, to restate the financial statements to
reflect a $50,000 charge to stock based compensation. Except for the
foregoing, no other information included in our original Form 10-Q for
the quarter ended September 30, 2009, as amended, is amended by the
Form 10-Q/A.
3
PART I
Item I - FINANCIAL STATEMENTS
Dale Jarrett Racing Adventure, Inc.
Balance Sheets
June 30, 2009 December 31, 2008
(Unaudited)
(RESTATED)
<s> <c> <c>
ASSETS
- ------
Current assets:
Cash $ 313,855 $ 522,695
Accounts receivable 237,383 51,725
Note receivable 10,000 -
Inventory 24,186 5,522
Prepaid expenses and other current assets 163,494 140,883
---------- ----------
Total current assets 748,918 720,825
---------- ----------
Property and equipment, at cost, net of
accumulated depreciation of $657,418 and $628,355 592,253 604,295
---------- ----------
Other assets 10,558 6,684
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$1,351,729 $1,331,804
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
---------------------------------------
Current liabilities:
Current portion of long-term debt $ 24,502 $ 28,634
Accounts payable 126,397 198,121
Accrued expenses 20,843 15,337
Deferred revenue 1,125,250 946,469
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Total current liabilities 1,296,992 1,188,561
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Long-term debt 60,205 71,827
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Stockholders' equity (deficit):
Preferred stock, $.0001 par value,
5,000,000 shares authorized
Common stock, $.0001 par value, 200,000,000 - -
shares authorized, 24,510,502 and 24,995,502
shares issued and outstanding 24,511 24,995
Additional paid-in capital 6,162,420 6,095,936
Accumulated (deficit) (6,192,399) (6,049,515)
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(5,468) 71,416
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$1,351,729 $1,331,804
========== ==========
See accompanying notes to financial statements.
4
Dale Jarrett Racing Adventure, Inc.
Statements of Operations
For The Three Months and Six Months Ended June 30, 2009 and 2008
(Unaudited)
Three Months Six Months
2009 2008 2009 2008
---------- ---------- ---------- ----------
(RESTATED) (RESTATED)
<s> <c> <c> <c> <c>
Sales $ 847,166 $ 851,682 $1,294,653 $1,268,469
Cost of sales and services 338,411 365,656 584,751 611,467
---------- ---------- ---------- ----------
Gross profit 508,755 486,026 709,902 657,002
---------- ---------- ---------- ----------
Expenses
General and administrative
- non cash stock compensation 66,000 - 66,000 -
General and administrative 417,858 417,710 784,585 850,675
---------- ---------- ---------- ----------
483,858 417,710 850,585 850,675
---------- ---------- ---------- ----------
Income (loss) from operations 24,896 68,316 (140,684) (193,673)
---------- ---------- ---------- ----------
Other income and (expense):
Interest income 200 4,351 748 10,737
Interest expense (1,413) (1,930) (2,949) (5,650)
---------- ---------- ---------- ----------
(1,213) 2,421 (2,201) 5,087
---------- ---------- ---------- ----------
Income (loss) before taxes 23,683 70,737 (142,885) (188,586)
Income taxes - - - -
---------- ---------- ---------- ----------
Net income (loss) $ 23,683 $ 70,737 $ (142,885) $ (188,586)
========== ========== ========== ==========
Per share information:
Basic and diluted (loss)
per share $ 0.00 $ 0.00 $ (0.00) $ (0.01)
========== ========== ========== ==========
Weighted average shares
Outstanding- basic 24,310,502 25,245,502 24,410,502 25,245,502
========== ========== ========== ==========
Weighted average shares
Outstanding- fully diluted 24,310,502 25,245,502 24,410,502 25,245,502
========== ========== ========== ==========
See accompanying notes to financial statements.
5
Dale Jarrett Racing Adventure, Inc.
Statements of Cash Flows
For The Six Months Ended June 30, 2009 and 2008
(Unaudited)
2009 2008
---------- ----------
(RESTATED)
Net cash provided by (used in) operating
activities $ (143,125) $ (285,368)
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Cash flows from investing activities:
Acquisition of plant and equipment (49,960) (234,535)
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Net cash (used in) investing activities (49,960) (234,535)
---------- ----------
Cash flows from financing activities:
Repayment of notes payable (15,754) (13,231)
Repayment of officer loan - (100,000)
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Net cash (used in) financing activities (15,754) (113,231)
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(Decrease) in cash (208,840) (633,134)
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Cash and cash equivalents, beginning
of period 522,695 1,323,215
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Cash and cash equivalents,
end of period $ 313,855 $ 690,081
========== ==========
See accompanying notes to financial statements.
6
DALE JARRETT RACING ADVENTURE, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2009
(UNAUDITED)
(1) Basis Of Presentation
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles
(GAAP) for interim financial information and Rule 8.03 of Regulation
SX. They do not include all of the information and footnotes required
by GAAP for complete financial statements. In the opinion of
management, all adjustments (consisting only of normal recurring
adjustments) considered necessary for a fair presentation have been
included.
The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year. For
further information, refer to the financial statements of the Company
as of and for the year ended December 31, 2008, including notes thereto
included in the Company's Form 10-K.
(2) Earnings Per Share
The Company calculates net income (loss) per share as required by
Statement of Financial Accounting Standards (SFAS) 128, "Earnings per
Share." Basic earnings (loss) per share is calculated by dividing net
income (loss) by the weighted average number of common shares
outstanding for the period. Diluted earnings (loss) per share is
calculated by dividing net income (loss) by the weighted average number
of common shares and dilutive common stock equivalents outstanding.
During periods when anti-dilutive commons stock equivalents are not
considered in the computation.
(3) Inventory
Inventory is valued at the lower of cost or market on a first-in
first-out basis and consists primarily of finished goods and includes
primarily promotional items that bear the Company's logo.
(4) Stockholders' Equity
During April 2009, the Company extended the expiration date of
3,500,000 outstanding options for a period of five years. The exercise
price remained at $.15 per share. The Company charged $50,000 to
operations related to this extension.
During April 2009, the Company issued 400,000 shares of common stock
with a fair value of $16,000 to an officer which was charged to
operations during the period.
(5) Basis of Reporting
The Company's financial statements are presented on a going concern
basis, which contemplates the realization of assets and satisfaction of
liabilities in the normal course of business.
7
The Company has experienced a significant loss from operations as a
result of its investment necessary to achieve its operating plan, which
is long-range in nature. From inception to June 30, 2009, the Company
incurred net losses of $6,192,399 and for the six months ended June 30,
2009, the Company incurred a net loss of $142,885. In addition, the
Company has a working capital deficit of $548,074 at June 30, 2009.
The Company's ability to continue as a going concern is contingent upon
its ability to attain profitable operations and secure financing. In
addition, the Company's ability to continue as a going concern must be
considered in light of the problems, expenses and complications
frequently encountered by entrance into established markets and the
competitive environment in which the Company operates.
The Company is pursuing equity financing for its operations. Failure to
secure such financing or to raise additional capital or attain
materially profitable operations may result in the Company depleting
its available funds and not being able pay its obligations.
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 classification of liabilities that may result
from the possible inability of the Company to continue as a going
concern.
(6) Correction of an Error
During March 2010, the Company determined that the value assigned to
the change in the terms of certain options to purchase common shares
during April 2009, which had been valued at $0, should have been valued
at $50,000 to correctly reflect the fair market value of the options.
The accompanying financial statements have been restated to reflect
this $50,000 charge to stock based compensation. The adjustment
decreased the net income for the three months ended June 30, 2009, from
$73,683 to $23,683 or $.00 per share and increased the net loss for the
six months ended June 30, 2009, from $(92,885) to $(142,885) or $(.00)
per share.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.
Trends and Uncertainties. Demand for the Corporation's products are
dependent on, among other things, general economic conditions which are
cyclical in nature. Inasmuch as a major portion of the Corporation's
activities are the receipt of revenues from its driving school services
and products, the Corporation's business operations may be adversely
affected by the Corporation's competitors and prolonged recessionary
periods.
There are no known trends, events or uncertainties that have or are
reasonably likely to have a material impact on the corporation's short
term or long term liquidity. Sources of liquidity both internal and
external will come from the sale of the corporation's products as well
as the private sale of the Corporation's stock. There are no material
commitments for capital expenditure at this time. There are no trends,
events or uncertainties that have had or are reasonably expected to
have a material impact on the net sales or revenues or income from
continuing operations. There are no significant elements of income or
loss that do not arise from the Corporation's continuing operations.
There are no known causes for any material changes from period to
period in one or more line items of the corporation's financial
statements.
The Corporation currently has classes planned through December 2009.
Capital and Source of Liquidity. The Corporation currently has no
material commitments for capital expenditures. The Corporation has no
plans for future capital expenditures such as additional race cars at
this time.
The Corporation believes that there will be sufficient capital from
revenues to conduct operations for the next twelve(12) months.
Presently, the Corporation's revenue and cash comprises one
hundred(100) percent of the total cash necessary to conduct operations.
Future revenues from classes and events will determine the amount of
additional financing necessary to continue operations.
The board of directors has no immediate offering plans in place. The
board of directors shall determine the amount and type of financing as
the Corporation's financial situation dictates.
For the six months ended June 30, 2009, the Corporation acquired plant
and equipment of $49,960 resulting in net cash used in investing
activities of $49,960.
Comparatively, for the six months ended June 30, 2008, the Corporation
acquired plant and equipment of $234,535 resulting in net cash used in
investing activities of $234,535.
9
For the six months ended June 30, 2009, the Corporation reduced its
outstanding debt by repaying notes payable of $15,754. As a result,
the Corporation had net cash used in financing activities of $15,754
for the six months ended June 30, 2009.
Comparatively, for the six months ended June 30, 2008, the Corporation
reduced its outstanding debt by repaying notes payable of $13,231 and
repaying an officer loan of $100,000. As a result, the Corporation had
net cash used in financing activities of $113,231 for the six months
ended June 30, 2008.
On a long term basis, liquidity is dependent on continuation of
operation and receipt of revenues.
Results of Operations.
For the three months ended June 30, 2009, the Corporation had sales of
$847,166 with cost of sales of $338,411 for a gross profit of $508,755.
For the three months ended June 30, 2008, the Corporation had sales of
$851,682 with cost of sales of $365,656 for a gross profit of $486,026.
For the three months ended June 30, 2009, the Corporation had general
and administrative expenses- non cash stock compensation of $66,000 and
general and administrative expenses of $417,858. Comparatively, for
the three months ended June 30, 2008, the Corporation had general and
administrative expenses of $417,710. The percentage of general and
administrative expenses to revenues for the three months ended June 30,
2009 increased slightly from 49% to 57% for the three months ended June
30, 2008. Management's continues its ongoing effort to maintain and/or
reduce these types of expenses.
For the six months ended June 30, 2009, the Corporation had sales of
$1,294,653 with cost of sales of $584,751 for a gross profit of
$709,902.
For the six months ended June 30, 2008, the Corporation had sales of
$1,268,469 with cost of sales of $611,467 for a gross profit of
$657,002.
For the six months ended June 30, 2009, the Corporation had general and
administrative expenses- non cash stock compensation of $66,000 and
general and administrative expenses of $784,585. Comparatively, for
the three months ended June 30, 2008, the Corporation had general and
administrative expenses of $850,675. The percentage of general and
administrative expenses to revenues for the six months ended June 30,
2009 decreased from 67% to 66% for the six months ended June 30, 2008
due to management's ongoing effort to maintain and/or reduce these
types of expenses.
Plan of Operation. The Corporation may experience problems; delays,
expenses and difficulties sometimes encountered by an enterprise in the
Corporation's stage, many of which are beyond the Corporation's
10
control. These include, but are not limited to, unanticipated problems
relating to additional costs and expenses that may exceed current
estimates and competition.
The Corporation is not delinquent in any of its obligations even though
the Corporation has generated limited operating revenues. The
Corporation intends to market its products and services utilizing cash
made available from operations. The Corporation's management is of the
opinion that future revenues will be sufficient to pay its expenses for
the next twelve months.
Our auditors have expressed reservations concerning our ability to
continue as a going concern. The Corporation has incurred significant
losses from operations. This factor raises substantial doubt about our
ability to continue as a going concern.
Our ability to continue as a going concern is contingent upon our ability
to increase revenues, increase ownership equity and attain profitable
operations. In addition, the Corporation's ability to continue as a
going concern must be considered in light of the problems, expenses and
complications frequently encountered by entrance into established markets
and the competitive environment in which the Corporation operates.
The Corporation is not currently pursuing financing for its operations.
The Corporation is seeking to expand its revenue base. Failure to expand
its revenue base may result in the Corporation depleting its available
funds and not being able pay its obligations.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
We do not consider the effects of interest rate movements to be a
material risk to our financial condition. We do not hold any
derivative instruments and do not engage in any hedging activities.
Item 4T. Controls and Procedures.
During the three months ended June 30, 2009, there were no changes in
our internal controls over financial reporting (as defined in Rule 13a-
15(f) and 15d-15(f) under the Exchange Act) that have materially
affected, or are reasonably likely to materially affect, our internal
control over financial reporting.
Evaluation of Disclosure Controls and Procedures
Under the supervision and with the participation of our management,
including our chief executive officer and chief 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, as
of June 30, 2009. Based on this evaluation, our chief executive
officer and chief principal financial officers have concluded such
11
controls and procedures to be effective as of June 30, 2009 to ensure
that information required to be disclosed by the issuer in the reports
that it files or submits under the Act is recorded, processed,
summarized and reported, within the time periods specified in the
Commission's rules and forms and to ensure that information required to
be disclosed by an issuer in the reports that it files or submits under
the Act is accumulated and communicated to the issuer's management,
including its principal executive and principal financial officers, or
persons performing similar functions, as appropriate to allow timely
decisions regarding required disclosure.
12
PART II - OTHER INFORMATION
Item 1. Legal Proceedings. not applicable.
Item 1A. Risk Factors. not applicable
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
not applicable.
Item 3. Defaults Upon Senior Securities.
not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
not applicable.
Item 5. Other Information. not applicable.
Item 6. Exhibits
Exhibit 31 - Certifications pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
Exhibit 32 - Certifications pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its behalf
by the undersigned thereunto duly authorized.
Dated: May 14, 2010
DALE JARRETT RACING ADVENTURE, INC.
By: /s/Timothy Shannon
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Timothy Shannon, Principal Executive Officer