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EX-31.1 - CERTIFICATION - PROSPECT GLOBAL RESOURCES INC.f10q0910ex31i_triangle.htm
EX-32.1 - CERTIFICATION - PROSPECT GLOBAL RESOURCES INC.f10q0910ex32i_triangle.htm


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________
 
FORM 10-Q
_______________
 
x   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended September 30, 2010
 
o    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from ______to______.
 
TRIANGLE CASTINGS, INC.
 (Exact name of registrant as specified in Charter
 
DELAWARE
 
333-163499
 
26-3024783
(State or other jurisdiction of
incorporation or organization)
 
(Commission File No.)
 
(IRS Employee Identification No.)

103 Larkwood Lane
Cary, NC 27518
 (Address of Principal Executive Offices)
 _______________
 
(919) 632-8155
 (Issuer Telephone number)
_______________
 
 (Former Name or Former Address 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 Exchange Act during the preceding 12 months (or for such shorter period that the issuer 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 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 o 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 filer.  See definition of “accelerated filer” and “large accelerated filer” in Rule 12b-2 of the Exchange Act (Check one):
 
Large Accelerated Filer o    Accelerated Filer o     Non-Accelerated Filer o     Smaller Reporting Company x
 
Indicate by check mark whether the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act.
Yes o No x
 
State the number of shares outstanding of each of the issuer’s classes of common equity, as of as of November 1, 2010:  6,735,000 shares of Common Stock.  
 
 
 

 
 
TRIANGLE CASTINGS, INC.
 
FORM 10-Q
 
September 30, 2010
 
INDEX
 
 
PART I-- FINANCIAL INFORMATION
 
     
Item 1.
Financial Statements
  F-1 - F-9
Item 2.
Management’s Discussion and Analysis of Financial Condition and results of Operations
  1
Item 3
Quantitative and Qualitative Disclosures About Market Risk
  3
Item 4T.
Control and Procedures
  3
     
PART II--OTHER INFORMATION
 
     
Item 1
Legal Proceedings
  4
Item 1A
Risk Factors
  4
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
  4
Item 3.
Defaults Upon Senior Securities
  4
Item 4.
(Removed and Reserved)
  4
Item 5.
Other Information
  4
Item 6.
Exhibits
  4
     
SIGNATURE
  5
     
 
 
 
 

 
 
Item 1. Financial Information
 
TRIANGLE CASTINGS, INC.
(A DEVELOPMENT STAGE COMPANY)



CONTENTS


PAGE
F-1
CONDENSED BALANCE SHEETS AS OF SEPTEMBER 30, 2010 (UNAUDITED) AND DECEMBER 31, 2009
     
PAGE
F-2
CONDENSED STATEMENTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2010 AND 2009, AND FOR THE PERIOD FROM JULY 22, 2008 (INCEPTION) TO SEPTEMBER 30, 2010 (UNAUDITED)
     
PAGE
F-3
CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY FOR THE PERIOD FROM JULY 22, 2008 (INCEPTION) TO SEPTEMBER 30, 2010 (UNAUDITED)
     
PAGE
F-4
CONDENSED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2010 AND 2009, AND FOR THE PERIOD FROM JULY 22, 2008 (INCEPTION) TO SEPTEMBER 30, 2010 (UNAUDITED)
     
PAGES
F-5 - 9
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED).
     

 
F-

 
 
Triangle Castings, Inc.
 
(A Development Stage Company)
 
Condensed Balance Sheets
 
         
         
         
             
ASSETS
 
   
September 30,
   
December 31,
 
    2010    
2009
 
   
(Unaudited)
       
             
Current Assets
           
Cash
  $ 29,703     $ 124,603  
Accounts receivable - related party, net of Allowance for Doubtful Accounts of $0 and $0 respectively
    4,792       5,842  
                 
Total Assets
  $ 34,495     $ 130,445  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
                 
Current Liabilities
               
Accounts payable
  $ 11,646     $ 2,113  
Total  Liabilities
    11,646       2,113  
                 
Commitments and Contingencies
    -       -  
                 
Stockholders' Equity
               
  Preferred stock, $0.0001 par value; 10,000,000 shares authorized,
               
none issued  and outstanding
    -       -  
  Common stock, $0.0001 par value; 100,000,000 shares authorized, 6,735,000 and 6,735,000
               
issued and outstanding, respectively
    674       674  
  Additional paid-in capital
    189,526       182,926  
  Deficit accumulated during the development stage
    (167,351 )     (55,268 )
Total Stockholders' Equity
    22,849       128,332  
                 
Total Liabilities and Stockholders' Equity
  $ 34,495     $ 130,445  
 
See accompanying notes to condensed unaudited financial statements.
 
 
F-1

 
 
Triangle Castings, Inc.
 
(A Development Stage Company)
 
Condensed Statements of Operations
 
(Unaudited)
 
   
   
                               
   
For the Three Months Ended
   
For the Nine Months Ended
   
For the period from July 22, 2008(Inception) to
 
   
September 30, 2010
   
September 30, 2009
   
September 30, 2010
   
September 30, 2009
   
September 30, 2010
 
                               
Revenue - related party
  $ 3,800     $ 2,981     $ 23,642     $ 2,981     $ 29,484  
                                         
Cost of Sales
    4,940       507       23,350       2,839       28,914  
                                         
Gross Profit
    (1,140 )     2,474       292       142       570  
                                         
Operating Expenses
                                       
Professional fees
    21,573       5,000       90,811       5,349       134,978  
General and administrative
    3,065       2,200       21,564       5,100       32,943  
Total Operating Expenses
    24,638       7,200       112,375       10,449       167,921  
                                         
Loss from Operations
    (24,638 )     (7,200 )     (112,083 )     (10,307 )     (167,351 )
                                         
LOSS FROM OPERATIONS BEFORE INCOME TAXES
    (25,778 )     (4,726 )     (112,083 )     (10,307 )     (167,351 )
                                         
Provision for Income Taxes
    -       -       -       -       -  
                                         
NET LOSS
  $ (25,778 )   $ (4,726 )   $ (112,083 )   $ (10,307 )   $ (167,351 )
                                         
Net Loss Per Share  - Basic and Diluted
  $ (0.00 )   $ (0.00 )   $ (0.02 )   $ (0.00 )        
                                         
Weighted average number of shares outstanding
                                       
  during the year/period - Basic and Diluted
    6,735,000       6,217,692       6,735,000       5,844,871          
 
See accompanying notes to condensed unaudited financial statements.
 
 
F-2

 
 
Triangle Castings, Inc.
 
(A Development Stage Company)
 
Condensed Statement of Changes in Stockholders' Equity
 
For the period from July 22, 2008 (Inception) to September 30, 2010
 
(Unaudited)
 
                                 
                                 
                                 
                     
Deficit
         
 
Preferred Stock
 
Common stock
 
Additional
 
accumulated during the
     
Total
 
                 
paid-in
 
development
 
Subscription
 
Stockholders'
 
 
Shares
 
Amount
 
Shares
 
Amount
 
capital
 
stage
 
Receivable
 
Equity
 
                                 
Balance July 22, 2008
  -   $ -     -   $ -   $ -   $ -   $ -   $ -  
                                                 
 Common stock issued for cash to founder ($0.0001)
  -     -     1,000,000     100     -     -     -     100  
                                                 
 Common stock issued for services to founder ($0.0001)
  -     -     4,000,000     400     -     -     -     400  
                                                 
 Common stock issued for cash ($0.10/ per share)
  -     -     415,000     42     41,458     -     (3,000 )   38,500  
                                                 
 In kind contribution of services
  -     -     -     -     2,300     -     -     2,300  
                                                 
 Net loss for the period July 22, 2008 (inception) to December 31, 2008
  -     -     -     -     -     (7,397 )   -     (7,397 )
                                                 
 Balance, December 31, 2008
  -     -     5,415,000     542     43,758     (7,397 )   (3,000 )   33,903  
                                                 
 Receipt of prior period stock subscription
  -     -     -     -     -     -     3,000     3,000  
                                                 
 Common stock issued for cash ($0.10/ per share)
  -     -     1,320,000     132     131,868     -     -     132,000  
                                                 
 In kind contribution of services
  -     -     -     -     5,200     -     -     5,200  
                                                 
 In kind contribution of rent
  -     -     -     -     2,100     -     -     2,100  
                                                 
Net loss for the period ended December 31, 2009
  -     -     -     -     -     (47,871 )   -     (47,871 )
                                                 
Balance, December 31, 2009
  -     -     6,735,000     674     182,926     (55,268 )   -     128,332  
                                                 
 In kind contribution of services
  -     -     -     -     3,900     -     -     3,900  
                                                 
 In kind contribution of rent
  -     -     -     -     2,700     -     -     2,700  
                                                 
Net loss for the nine months ended September 30, 2010
  -     -     -     -     -     (112,083 )   -     (112,083 )
                                                 
Balance, September 30, 2010
  -   $ -     6,735,000   $ 674   $ 189,526   $ (167,351 ) $ -   $ 22,849  
 
See accompanying notes to condensed unaudited financial statements.
 
 
F-3

 
 
Triangle Castings, Inc.
 
(A Development Stage Company)
 
Condensed Statements of Cash Flows
 
(Unaudited)
 
                   
   
For the Nine Months Ended
   
For the period from July 22, 2008(Inception) to
 
   
September 30, 2010
   
September 30, 2009
   
 September 30, 2010
 
Cash Flows Used in Operating Activities:
                 
Net Loss
  $ (112,083 )   $ (10,307 )   $ (167,351 )
  Adjustments to reconcile net loss to net cash used in operations
                       
    In-kind contribution of services
    3,900       3,900       11,400  
    In-kind contribution of rent
    2,700       1,200       4,800  
    Shares issued to founder for services
    -       -       400  
  Changes in operating assets and liabilities:
                       
     Decrease  (Increase) in accounts payable
    9,533       (2,981 )     11,646  
      (Decrease) Increase in accounts receivable
    1,050       349       (4,792 )
Net Cash Used In Operating Activities
    (94,900 )     (7,839 )     (143,897 )
                         
Cash Flows From Financing Activities:
                       
Proceeds from issuance of common stock
    -       121,250       173,600  
Receipt of prior period stock subscription
            3,000          
Net Cash Provided by Financing Activities
    -       124,250       173,600  
                         
Net Increase (Decrease) in Cash
    (94,900 )     116,411       29,703  
                         
Cash at Beginning of Year/Period
    124,603       38,528       -  
                         
Cash at End of Year/Period
  $ 29,703     $ 154,939     $ 29,703  
                         
Supplemental disclosure of cash flow information:
                       
                         
Cash paid for interest
  $ -     $ -     $ -  
Cash paid for taxes
  $ -     $ -     $ -  
                         
                         
 
See accompanying notes to condensed unaudited financial statements.
 
 
F-4

 
 
TRIANGLE CASTINGS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF SEPTEMBER 30, 2010
(UNAUDITED)
 
NOTE 1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

(A) Basis of Presentation

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in The United States of America and the rules and regulations of the Securities and Exchange Commission for interim financial information.  Accordingly, they do not include all the information necessary for a comprehensive presentation of financial position and results of operations.

It is management's opinion, however that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statements presentation.  The results for the interim period are not necessarily indicative of the results to be expected for the year.

Activities during the development stage include developing the business plan and raising capital.

The Company’s fiscal year end is December 31.

(B) Use of Estimates

In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period.  Actual results could differ from those estimates.

(C) Cash and Cash Equivalents

The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents.  At September 30, 2010 and December 31, 2009, the Company had no cash equivalents.

(D) Accounts Receivable

Accounts receivable represents obligations subject to normal collection terms.  The Company periodically evaluates the collectability of its accounts receivable and considers the need to adjust an allowance for doubtful accounts based upon historical collection experience and specific information. Actual amounts could vary from the recorded estimates.  As of September 30, 2010 and December 31, 2009, the Company considers all amounts collectible.
 
 
F-5

 
 
TRIANGLE CASTINGS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF SEPTEMBER 30, 2010
(UNAUDITED)
 
Since inception, 100% of sales have been to related parties.  As of September 30, 2010, the Company anticipates collecting the full amount of outstanding Accounts Receivable, due from a related party.

(E) Loss Per Share

Basic and diluted net loss per common share is computed based upon the weighted average common shares outstanding as defined by SPAS ASC 260, “Earnings Per Share.”  As of September 30, 2010 and 2009, there were no common share equivalents outstanding.

(F) Fair Value of Financial Instruments

The carrying amounts reported in the balance sheet for accounts receivable-related party and accounts payable approximate fair value based on the short-term maturity of these instruments.
 
(G) Income Taxes

The Company accounts for income taxes under the Statement of Financial Accounting Standards ASC No. 740, “Income Taxes” (“ASC 740”).  Under ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

(H) Business Segments

The Company operates in one segment and therefore segment information is not presented.

(I)  Concentrations

For the nine months ended September 30, 2010,  94% of sales are to one customer, who is a related party.

For the nine months ended September 30, 2010, 40% of accounts receivable are to Customer A, and 60% to Customer B, who are both related parties.
 
 
F-6

 
 
TRIANGLE CASTINGS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF SEPTEMBER 30, 2010
(UNAUDITED)
 
(J) Revenue Recognition

The Company recognizes revenue on arrangements in accordance with FASB ASC 605, “Revenue Recognition”.  In all cases, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured. The Company recognizes revenue from providing management services upon the completion of services.

(K) Recent Accounting Pronouncements

In October 2009, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standard Update (“ASU”) No. 2009-13, which addresses the accounting for multiple-deliverable arrangements to enable vendors to account for products or services separately rather than as a combined unit and modifies the manner in which the transaction consideration is allocated across the separately identified deliverables. The ASU significantly expands the disclosure requirements for multiple-deliverable revenue arrangements. The ASU will be effective for the first annual reporting period beginning on or after June 15, 2010, and may be applied retrospectively for all periods presented or prospectively to arrangements entered into or materially modified after the adoption date. Early adoption is permitted, provided that the guidance is retroactively applied to the beginning of the year of adoption. The Company does not expect the adoption of ASU No. 2009-13 to have any effect on its financial statements upon its required adoption on January 1, 2011.

NOTE 2
STOCKHOLDERS’ EQUITY

(A) Common Stock Issued for Cash

During the year ended December 31, 2009, the Company issued 1,320,000 shares of common stock for $132,000 ($0.10/share).

During the period from July 22, 2008 (inception) through December 31, 2008, the Company collected $38,500 ($0.10/share) for the sale of 415,000 shares of common stock.  The remaining $3,000 was reflected as a subscription receivable at December 31, 2008.  The Company collected this receivable in February 2009.

(B) In-Kind Contribution

For the nine months ended September 30, 2010, the president of the Company contributed office space with a fair value of $2,700 (See Note 4).

For the nine months ended September 30, 2010, a shareholder of the Company contributed services having a fair value of $3,900 (See Note 4).
 
 
 
F-7

 
 
TRIANGLE CASTINGS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF SEPTEMBER 30, 2010
(UNAUDITED)
 
For the year ended December 31, 2009, the president of the Company contributed office space with a fair value of $2,100 (See Note 4).

For the year ended December 31, 2009, a shareholder of the Company contributed services having a fair value of $5,200 (See Note 4).

For the period ended December 31, 2008, a shareholder of the Company contributed services having a fair value of $2,300 (See Note 4).

(C) Stock Issued for Services

On July 22, 2008, the Company issued 5,000,000 shares of common stock having a fair value of $500 ($0.0001/share) to its founder in exchange for $100 of cash and $400 of services provided (See Note 4).

NOTE 3              COMMITMENTS

On September 1, 2009, the Company entered into a consulting agreement to receive administrative and other miscellaneous services from a related party.  The Company is required to pay $5,000 a month to the related party.  The agreement will remain in effect unless either party desired to cancel the agreement.
 
NOTE 4             RELATED PARTY TRANSACTIONS
 
For the nine months ended September 30, 2010, the president of the Company contributed office space with a fair value of $2,700 (See Note 2(B)).

For the nine months ended September 30, 2010, a shareholder of the Company contributed services having a fair value of $3,900 (See Note 2(B)).

For the year ended December 31, 2009, the president of the Company contributed office space with a fair value of $2,100 (See Note 2(B)).

For the year ended December 31, 2009, a shareholder of the Company contributed services having a fair value of $5,200 (See Note 2(B)).

For the period ended December 31, 2008, a shareholder of the Company contributed services having a fair value of $2,300 (See Note 2(B)).

On July 22, 2008, the Company issued 5,000,000 shares of common stock having a fair value of $500 ($0.0001/share) to its founder in exchange for $100 of cash and $400 of services provided (See Note 2(C)).
 
 
F-8

 
 
TRIANGLE CASTINGS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF SEPTEMBER 30, 2010
(UNAUDITED)
 
Since inception 100% of the Company’s sales transactions have been with related parties.  As of September 30, 2010, $4,792 recorded as accounts receivable is due from a related parties.

NOTE 5              GOING CONCERN

As reflected in the accompanying unaudited condensed financial statements, the Company is in the development stage with minimal operations, has net cash used in operations from inception of $143,897 and has a net loss since inception of $167,351.  This raises substantial doubt about its ability to continue as a going concern.  The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan.  The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern.
 
 
F-9

 
 
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 
The following plan of operation provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition. The discussion should be read along with our financial statements and notes thereto. This section includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our predictions.

Plan of Operations

We have commenced limited operations and we will require outside capital to implement our business model.
 
We seek to become a builder of unique homes, catering to the owner who desires to renovate or remodel their existing home rather than buying a new home.  We want to create homes that make a statement; while better suiting the owner's lifestyle or makes the home more energy efficient and environmentally friendly. We will provide a high quality of renovation to create homes for owners who wish to enhance the functionality of their home or increase its value for sale later when the market rebounds.
 
Our mission is to provide a higher quality home renovation on a timely basis, utilizing high quality renovation techniques and practices. We believe that is our first responsibility to our customers. A strong financial position will help establish an attractive option for renovation services in the geographic market we serve. In carrying out our day-to-day business we strive to:
 
·
Follow the philosophy that our customers are entitled to quality renovations that are completed in a reasonable amount of time.
 
·
Treat our partners with fairness and consideration.
 
·
Be considered an asset in our community.
 
Through long-term commitment to this mission statement, we will be recognized as an organization that is responsive to its customers. We feel that the financial model for home renovation is stable in the Research Triangle and other large metro markets in North Carolina.  We foresee continued growth in the demand for home renovation to avoid or delay the need to sell.
 
Twelve Month Plan
 
During the previous 12 months we spent a good deal of time trying to build a network of good subcontractors in the RTP market. Fortunately the tough economic times have allowed us to attract some good contractors and we feel like we have a good network of help and are poised for business opportunity as it presents itself.
 
In the coming year we plan to continue as we did the last 12 months marketing our services through a variety of venues including the homebuilders association, local banks and other professionals that may refer business as well as through current and previous customers.. We are currently trying to solidify a long term contractual relationship with Smithfield Barbeque which is in a growth phase and has indicated that they would like Triangle to be the lead company for site work and other construction projects.  We realize that this is a departure from the residential market but we feel this contract is important to the Company’s survival.
 
 
1

 
 
Our major assumptions for our business in 2010-2011 are as follows:
 
Revenues (7-9 Smithfield projects)
 
$
175,000
 
Net Profit (5% profit margin)
 
$
8,750
 
Potential additional employees
   
1
 
Additional financing
 
$
0.0
 

If we are unable to generate sufficient revenues through our Smithfield relationship we may have to reduce, suspend or cease our efforts.

Limited Operating History

We have generated no independent financial history and have not previously demonstrated that we will be able to expand our business. Our business is subject to risks inherent in growing an enterprise, including limited capital resources and possible rejection of our business model and/or sales methods.
 
Results of Operations
 
For the three months ended September 30, 2010, we had $3,800 in revenue compared to $2,981 for the period ending September 30, 2009.  Expenses for the three months ended September 30, 2010 totaled $24,638 resulting in a net loss of $25,778. Expenses for the three months ended September 30, 2010 consisted of $21,573 in professional fees and $3,065 for general and administrative expenses.

For the nine months ended September 30, 2010, we had $23,642 in revenue compared to $2,981 for the period ending September 30, 2009.  Expenses for the nine months ended September 30, 2010 totaled $112,375 resulting in a net loss of $112,083. Expenses for the nine months ended September 30, 2010 consisted of $90,811 in professional fees and $21,564 for general and administrative expenses.

The $29,484 in revenue since inception was generated from projects with related parties.  The company aims to achieve 5% profit margins on all projects, but historical results have fluctuated substantially.  Additionally, the company has not created a steady flow of projects, which has resulted in a significant reduction in cash on hand.
 
Capital Resources and Liquidity

At September 30, 2010 we have $29,703 cash on hand.  The Company does not currently have access to any lines of credit or other immediate sources of financing, and such arrangements may be difficult to obtain as a result of the Company’s brief history and limited activity.
 
Denis Snyder will be the only employee initially as the company seeks contracts and the cost to support Denis will be minimal. Mr. Snyder has not taken a salary from the company during the first nine months of 2010. Additionally he will contribute equipment and material he owns to the jobs for as long as he has the necessary material. Additionally there will be little if any capital expenditures due to the nature of the business and the ability to bring in subcontractors for the bigger work. Finally it should be noted that materials will be bought on an as needed basis and will be purchased as a part of a contract with either cash on hand or a receivable in place.
 
As reflected in the accompanying unaudited condensed financial statements, the Company is in the development stage with minimal operations, has net cash used in operations from inception of $143,897 and has a net loss since inception of $167,351.  This raises substantial doubt about its ability to continue as a going concern.  The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan.  The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
 
 
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Critical Accounting Policies

Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States (“GAAP”). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenues and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.

Our significant accounting policies are summarized in Note 1 of our financial statements. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause effect on our results of operations, financial position or liquidity for the periods presented in this report.

Recent Accounting Pronouncements

In October 2009, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standard Update (“ASU”) No. 2009-13, which addresses the accounting for multiple-deliverable arrangements to enable vendors to account for products or services separately rather than as a combined unit and modifies the manner in which the transaction consideration is allocated across the separately identified deliverables. The ASU significantly expands the disclosure requirements for multiple-deliverable revenue arrangements. The ASU will be effective for the first annual reporting period beginning on or after June 15, 2010, and may be applied retrospectively for all periods presented or prospectively to arrangements entered into or materially modified after the adoption date. Early adoption is permitted, provided that the guidance is retroactively applied to the beginning of the year of adoption. The Company does not expect the adoption of ASU No. 2009-13 to have any effect on its financial statements upon its required adoption on January 1, 2011.
 
Off-Balance Sheet Arrangements
 
We have no off-balance sheet arrangements.

Item 3.   Quantitative and Qualitative Disclosures About Market Risk
 
The Company is subject to certain market risks, including changes in interest rates and currency exchange rates.  The Company does not undertake any specific actions to limit those exposures.
 
Item 4T.   Controls and Procedures

a)   Evaluation of Disclosure Controls. Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”), the Company carried out an evaluation, with the participation of the Company’s management, including the Company’s Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) (the Company’s principal financial and accounting officer), of the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

(b)   Changes in internal control over financial reporting. There have been no changes in our internal control over financial reporting that occurred during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
 
 
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PART II - OTHER INFORMATION
 
Item 1.   Legal Proceedings
 
We are currently not involved in any litigation that we believe could have a material adverse effect on our financial condition or results of operations. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our company or any of our subsidiaries, threatened against or affecting our company, our common stock, any of our subsidiaries or of our companies or our subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.
 
Item 1A.   Risk Factors

None
 
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

Item 6.      Exhibits
 
(a)   Exhibits
 
 
31.1 Certifications pursuant to Section 302 of Sarbanes Oxley Act of 2002
   
 
32.1 Certifications pursuant to Section 906 of Sarbanes Oxley Act of 2002
 
 
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SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
TRIANGLE CASTINGS, INC.
   
Date: November 4, 2010
By:  
/s/ Denis M. Snyder
   
Denis M. Snyder
   
Chief Executive Officer and
Chief Financial Officer
 
 
 
TRIANGLE CASTINGS, INC.
   
Date: November 4, 2010
By:  
/s/Joseph E. McMillan
   
Joseph E. McMillan
   
Secretary, Treasurer

 
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