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EX-31 - IFCI INTERNATIONAL CORP.exhibit31.htm
EX-32 - IFCI INTERNATIONAL CORP.exhibit32.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q


QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the quarterly period ended March 31, 2011


Commission File Number: 333-151312


THE CONNECT CORP.

(Exact name of registrant as specified in its charter)


Nevada

26-2230717

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)


#203, 201 Cree Place, Saskatchewan Canada

S9A 1J5

(Address of principal executive offices)

(Zip Code)


1-800-609-0775

(Registrant’s telephone number, including area code)


Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  [X]  Yes     [  ]  No


Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  [  ]  Yes     [ ] No

(Not required)


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

[  ]

Accelerated filer

[  ]

Non-accelerated filer

[  ] (Do not check if a smaller reporting company)

Smaller reporting company

[X]


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.)  [X]  Yes     [  ]  No


Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:

As of March 31, 2011, there were 55,500,000 common shares issued and outstanding



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PART I – FINANCIAL STATEMENTS


Item 1.  Financial Statements



2










The Connect Corporation

(Formerly Iron Head Mining Corporation)

(A Development Stage Company)


Financial Statements (Unaudited)


For the Period from April 27, 2007

(Inception) to March 31, 2011



3






The Connect Corporation

(Formerly Iron Head Mining Corporation)

(A Development Stage Company)


Index to the Financial Statements (Unaudited)


For the Period from April 27, 2007

(Inception) to March 31, 2011



Balance Sheets (Unaudited) as of March 31, 2011 and December 31, 2010

5


Statements of Operations (Unaudited) for the three month periods ended,

March 31, 2011 and 2010; and for the period from April 27, 2007 (Inception) to

March 31, 2011

6


Statement of Changes in Stockholders’ Equity (Deficit) (Unaudited)

  for the period from April 27, 2007 (Inception) to March 31, 2011

7


Statements of Cash Flows (Unaudited) for the three month periods ended,

March 31, 2011 and 2010; and for the period from April 27, 2007 (Inception) to March 31,

2011

8


Notes to the Unaudited Financial Statements

9-11



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The Connect Corporation

(Formerly Iron Head Mining Corporation)

(A Development Stage Company)

Balance Sheets


 

 March 31, 2011

 December 31, 2010

 

 (Unaudited)

 

 

 

 

 ASSETS

 $                      -

 $                      -

 Total assets

                         -

                         -

 

 

 

 LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 Current liabilities:

 

 

 Accounts payable

                   339

                5,699

 Total current liabilities

                   339

                5,699

 

 

 

 Stockholders' Deficit

 

 

 Common stock, par value $0.001, 450,000,000 shares authorized, 55,500,000 shares issued and outstanding

              55,500

              55,500

 Additional paid-in capital

              23,202

              13,045

 Deficit accumulated during the development stage

           (79,041)

           (74,244)

 Total stockholders' deficit

                 (339)

             (5,699)

 

 

 

 Total liabilities and stockholders' deficit

 $                      -

 $                      -


See accompanying notes to the unaudited financial statements.



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The Connect Corporation

(Formerly Iron Head Mining Corporation)

(A Development Stage Company)

Statements of Operations (Unaudited)

 

 For the Three Month Period Ended
March 31, 2011

 For the Three Month Period Ended
March 31, 2010

 For the Period from April 27, 2007 (Inception) to
March 31, 2011

 

 

 

 

 Revenues:

 $                                   -

 $                                   -

 $                                   -

 

 

 

 

 Operating expenses:

 

 

 

 Exploration costs

                                      -

                                      -

                              2,500

 Selling, general and administrative

                              4,797

                              5,487

                           76,541

 Operating loss before income taxes

                           (4,797)

                           (5,487)

                         (79,041)

 

 

 

 

 Income tax (expense) benefit

                                      -

                                      -

                                      -

 

 

 

 

 Net loss available to common stockholders

 $                        (4,797)

 $                        (5,487)

 $                      (79,041)

 

 

 

 

 Basic and diluted loss per common share

 $                          (0.00)

 $                          (0.00)

 

 

 

 

 

 Weighted average shares outstanding

                    55,500,000

                    55,500,000

 



See accompanying notes to the unaudited financial statements.




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The Connect Corporation

(Formerly Iron Head Mining Corporation)

(A Development Stage Company)

Statement of Changes in Stockholders’ Equity (Deficit) (Unaudited)

For the Period from April 27, 2007 (Inception) to March 31, 2011

 

 Common Stock

 

 

 

 

 Shares  

 Amount

 Additional Paid-In Capital

 Deficit Accumulated During the Exploration Stage

 Total Stockholders' Deficit

 

 

 

 

 

 

 Balance, April 27, 2007 (Inception)

                                -

 $                             -

 $                             -

 $                             -

 $                              -

 

 

 

 

 

 

 Common shares issued for cash, $0.001 per share, May 31, 2007

             55,500,000

                     55,500

                   (46,250)

                                 -

                        9,250

 Loss during the period from April 27, 2007 (Inception) to December 31, 2007

                                -

                                -

                                -

                         (200)

                         (200)

 Contributed capital

                                -

                                -

                           200

                                 -

                           200

 Balance, December 31, 2007

             55,500,000

                     55,500

                   (46,050)

                         (200)

                        9,250

 Loss for the year ended December 31, 2008

                                -

                                -

                                -

                   (22,396)

                   (22,396)

 Mining expenses contributed by related party

                                -

                                -

                        2,500

                                 -

                        2,500

 Contributed capital

                                -

                                -

                     10,546

                                 -

                      10,546

 Balance, December 31, 2008

             55,500,000

                     55,500

                   (33,004)

                   (22,596)

                         (100)

 Loss for the year ended December 31, 2009

                                -

                                -

 

                   (25,637)

                   (25,637)

 Contributed capital

                                -

                                -

                     14,537

                                 -

                      14,537

 Balance, December 31, 2009

             55,500,000

                     55,500

                   (18,467)

                   (48,233)

                   (11,200)

 Loss for the year ended December 31, 2010

                                -

                                -

                                -

                   (26,011)

                   (26,011)

 Contributed capital

                                -

                                -

                     31,512

                                 -

                      31,512

 Balance, December 31, 2010

             55,500,000

                     55,500

                     13,045

                   (74,244)

                     (5,699)

 Loss for the three month period ended March 31, 2011

                                -

                                -

                                -

                     (4,797)

                     (4,797)

 Contributed capital

                                -

                                -

                     10,157

                                 -

                      10,157

Balance, March 31, 2011

             55,500,000

 $                  55,500

 $                  23,202

 $                (79,041)

 $                      (339)


See accompanying notes to the unaudited financial statements.



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The Connect Corporation

(Formerly Iron Head Mining Corporation)

(A Development Stage Company)

Statements of Cash Flows (Unaudited)


 

 For the Three Month Period Ended
March 31, 2011

 For the Three Month Period Ended
March 31, 2010

 For the Period from April 27, 2007 (Inception) to
March 31, 2011

 

 

 

 

 Cash flows from operating activities:

 

 

 

 Net loss

 $                    (4,797)

 $                    (5,487)

 $                  (79,041)

 Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 Mining expense contributed by related party

 

 

                          2,500

 Change in operating liabilities:

 

 

 

 Increase (decrease) in accounts payable

                       (5,360)

                       (4,770)

                             339

 Net cash used in operating activities

                     (10,157)

                     (10,257)

                     (76,202)

 

 

 

 

 Cash flows from investing activities:

                                  -

                                  -

                                  -

 Net cash provided by investing activities

                                  -

                                  -

                                  -

 

 

 

 

 Cash flows from financing activities:

 

 

 

 Cash received from stock subscriptions receivable

                                  -

                                  -

                          9,250

 Contributed capital

                       10,157

                       10,257

                       66,952

 Net cash provided by financing activities

                       10,157

                       10,257

                       76,202

 

 

 

 

 Net increase in cash

                                  -

                                  -

                                  -

 Cash at beginning of period

                                  -

                                  -

                                  -

 Cash at end of period

 $                               -

 $                               -

 $                               -

 

 

 

 

 Supplemental Disclosures:

 

 

 

 Cash paid for interest

 $                               -

 $                               -

 $                               -

 Cash paid for income taxes

 $                               -

 $                               -

 $                               -


See accompanying notes to the unaudited financial statements.










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The Connect Corporation

(Formerly Iron Head Mining Corporation)

(A Development Stage Company)

Notes to the Unaudited Financial Statements

For the Period from April 27, 2007 (Inception) to March 31, 2011



1)

ORGANIZATION


Formerly known as Adicus Energy Corporation, the Company was incorporated on April 27, 2007 in the State of Nevada.  In February, 2009, the Company changed its name to The Connect Corporation (see Note 4).  The Company’s headquarters are based in the state of Saskatoon, Saskatchewan Canada.  The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America, and the Company’s fiscal year end is December 31.


Formerly an exploration stage company that primarily engaged in the acquisition, exploration, and development of resource properties, the Company is currently a development stage company that seeks to identify organizations that have attained critical mass thresholds of members, affiliates, and customers with established electronic communication and delivery systems.  The Company provides value added benefits to these organizations that can significantly enhance the financial well being through the cost effective electronic installation of the Net Savings Connection web based savings system.  To date, the Company’s activities have been limited to its formation, minimal operations, and the raising of equity capital.


DEVELOPMENT STAGE COMPANY

 

The Company is considered to be in the development stage as defined in ASC 915 “Accounting and Reporting by Development Stage Enterprises.”  The Company’s efforts have been devoted primarily to raising capital, borrowing funds and attempting to implement its planned, principal activities.


2)

SIGNIFICANT ACCOUNTING POLICIES


USE OF ESTIMATES


The preparation of the Company’s financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses



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The Connect Corporation

(Formerly Iron Head Mining Corporation)

(A Development Stage Company)

Notes to the Unaudited Financial Statements

For the Period from April 27, 2007 (Inception) to March 31, 2011


2)

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)


USE OF ESTIMATES


during the reporting period.  Actual results could differ from those estimates.  The Company’s periodic filings with the Securities and Exchange Commission include, where applicable, disclosures of estimates, assumptions, uncertainties and markets that could affect the financial statements and future operations of the Company.


RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS


In June 2009, the FASB established the Accounting Standards Codification (“Codification” or “ASC”) as the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in accordance with generally accepted accounting principles in the United States (“GAAP”). Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) issued under authority of federal securities laws are also sources of GAAP for SEC registrants. Existing GAAP was not intended to be changed as a result of the Codification,

and accordingly the change did not impact our financial statements. The ASC does change the way the guidance is organized and presented.


Statement of Financial Accounting Standards (“SFAS”) No. 165 (ASC Topic 855), “Subsequent Events,” SFAS No. 166 (ASC Topic 810), “Accounting for Transfers of Financial Assets-an Amendment of FASB Statement No. 140,” SFAS No. 167 (ASC Topic 810), “Amendments to FASB Interpretation No. 46(R),” and SFAS No. 168 (ASC Topic 105), “The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles- a replacement of FASB Statement No. 162” were recently issued. SFAS No. 165, 166, 167, and 168 have no current applicability to the Company or their effect on the financial statements would not have been significant.


Accounting Standards Update (“ASU”) ASU No. 2009-05 (ASC Topic 820), which amends Fair Value Measurements and Disclosures – Overall, ASU No. 2009-13 (ASC Topic 605), Multiple Deliverable Revenue Arrangements, ASU No. 2009-14 (ASC Topic 985), Certain Revenue Arrangements that include Software Elements, and various other ASU’s No. 2009-2 through ASU No. 2011-04 which contain technical corrections to existing guidance or affect guidance to specialized industries or entities were recently issued. These updates have no



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The Connect Corporation

(Formerly Iron Head Mining Corporation)

(A Development Stage Company)

Notes to the Unaudited Financial Statements

For the Period from April 27, 2007 (Inception) to March 31, 2011


2)

SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)


current applicability to the Company or their effect on the financial statements would not have been significant.


3)

GOING CONCERN AND LIQUIDITY CONSIDERATIONS


The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business.  As of March 31, 2011, the Company has negative working capital of $339 and an accumulated deficit totaling $79,041.  The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the next twelve months.


The ability of the Company to emerge from the development stage is dependent upon, among other things, obtaining additional financing to continue operations, successfully implement its newly adopted business plan and realize profitability, as well as recurring operating cash flows.  In response to these factors, management intends to raise additional funds through public or private placement offerings, and to expedite to the extent possible the implementation of its newly adopted business plan.


These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern.  The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.


7)

SUBSEQUENT EVENTS


The Company has evaluated its subsequent events from the balance sheet date through the date of this report and determined there are no additional events to disclose.

 




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Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations


The Connect Corp. is a Nevada corporation originally incorporated as Adicus Energy Corp. on April 27, 2007.  We changed our name on October 16, 2007, to Iron Head Mining Corporation.  On March 17, 2009, we filed a Certificate of Amendment changing our name to The Connect Corp.


Our previous business focus was on mineral exploration.  In January 2008, we obtained an option to acquire a 100% interest in a mineral claim located in the Smithers Mining Region in the Province of British Columbia, Canada.  The option was terminated due to our inability to meet option payment and exploration cost requirements.  Since that time, the Company has undergone a revision to its business plan.  


Since the adoption of its revised business plan, the Company has continued to focus its efforts on the raising of equity capital for the completion and launch of its web-based membership savings system, which will offer families options to reduce their monthly spending.  Through the savings website, members will have access to discounts, sales, and other venues for saving on purchases.  Vendors will supply these savings to members and pay Connect Corp. a commission.  Products available through the website will include everything from groceries to dining, travel, shopping, banking, and more everyday expenses.


The target customers will be both individuals and large businesses, the latter of which can offer the savings to employees as a fringe benefit.  The cost to the employer will be small per employee, but the employee will be entitled to savings from manufacturers, retailers, and other businesses.  We will collect fees from both businesses, individuals who sign up for membership, as well as businesses that offer discounts through the website.


As of March 31, 2011, the Company had not generated any revenues.  Since inception, the Company had incurred expenses of $79,041, consisting primarily of exploration costs, selling, general and administrative expenses.  For the three month period ended March 31, 2011, the Company had expenses of $4,797, compared to $5,487 for the same period in 2109.  


Over the next 12 months, it is expected that we will need approximately $50,000 to meet our expenses.  Expenses include legal and accounting fees, salaries and general and administrative expenses.  In order to develop its business plan, the Company will be required to raise capital through the sale of equity, the issuance of debt or a combination of both.  The failure to raise capital may result in curtailing the development of its business plan, or potentially the failure to continue the Company’s operations.

.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk


Not applicable.




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Item 4(T).  Controls and Procedures


Evaluation of Disclosure Controls and Procedures


Our Chief Executive Officer and Chief Financial Officer conducted an evaluation of the effectiveness of the design and operation of the Company's disclosure controls and procedures, as defined in Rules 13a-15(e) and Rule 15d-15(e) under the Exchange Act. Based upon his evaluation as of March 31, 2011, he concluded that those disclosure controls and procedures are effective.


Internal Control over Financial Reporting


There have been no changes in the Company's internal control over financial reporting during the quarter ended March 31, 2011, that have materially affected, or are reasonably likely to affect, the Company's internal control over financial reporting.


PART II – OTHER INFORMATION


Item 6.  Exhibits


The following exhibits are incorporated into this Form 10-Q Quarterly Report:


Exhibit No.

Description

31.1

Certifications of Chief Financial Officer and Principal Executive Officer Pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934

32.1

Certification of Chief Financial Officer and Principal Executive Officer under Section 1350 as Adopted 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.


                                                                          THE CONNECT CORP.



Date May 19, 2011

/s/ Ken Waters

Ken Waters, Chairman, Principal Financial Officer, Principal Executive Officer






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