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EX-31 - DATASIGHT CORPexh31q10deynagcfo.txt
EX-31 - DATASIGHT CORPexh31q10deynagpres.txt
EX-32 - DATASIGHT CORPex32pinedeyangq0611.txt

                 SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
                             FORM 10-Q

(Mark One)

[X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
            EXCHANGE ACT OF 1934

      For the quarterly period ended September 30, 2011

                OR

[  ]  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           000-54146

                  DE YANG INTERNATIONAL GROUP LTD.
         (Exact Name of Registrant as Specified in its Charter)


       Delaware                                     27-3566984
 (State or other jurisdiction of               (I.R.S. Employer
  incorporation or organization)              Identification No.)

                 240 KM, Freeway No. 324 Xiashaxi,
               Neicuo Town, Xiangan District, Xiamen,
                     Fujian, China 361101
        ------------------------------------------------
         (Address of Principal Executive Offices)

                       626/375-9016
        ----------------------------------------------
              (Registrant's Telephone Number)



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.
                                                       Yes  X    No

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          Smaller reporting company  X
   (do not check if a smaller reporting company)


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

Indicate the number of shares outstanding of each of the issuer's
classes of stock, as of the latest practicable date.


     Class                           Outstanding at  October 15, 2011

Common Stock, par value $0.0001               20,0000,000

Documents incorporated by reference:            None



FINANCIAL STATEMENTS Balance Sheets as of September 30, 2011 and December 31, 2010 F-1 Statements of Operations for the Three and Nine Months Ended September 30, 2011 and 2010 and for the Period from July 19, 2010 (Inception) to September 30, 2011 F-2 Statement of Changes in Stockholders' Equity for the Period from July 19, 2010 (Inception) to September 30, 2011 F-3 Statements of Cash Flows for the Nine Months Ended September 30, 2011 and for the Period from July 19, 2010 (Inception) to September 30, 2011 F-4 Notes to Financial Statements F5-F9

DE YANG INTERNATIONAL GROUP LTD. (Formerly PINEWOOD ACQUISITION CORPORATION) (A Development Stage Company) BALANCE SHEETS ASSETS September 30, December 31, 2011 2010 --------- ------------ (Unaudited) Current Assets Cash $ 2,000 $ 2,000 ---------- ---------- TOTAL ASSETS $ 2,000 $ 2,000 ========== ========== STOCKHOLDERS' EQUITY Stockholders' Equity Preferred stock, $0.0001 par value, 20,000,000 shares authorized; None outstanding $ - - Common Stock, $0.0001 Par Value, 100,000,000 Shares Authorized; 20,000,000 Shares Issued and Outstanding 2,000 $ 2,000 Additional paid-in capital 3,750 1,250 Deficit accumulated during the development stage (3,750) (1,250) ---------- ---------- Total Stockholders' Equity 2,000 2,000 ---------- ---------- TOTAL STOCKHOLDERS' EQUITY $ 2,000 $ 2,000 ========== ========== See accompanying notes to the financial statements F-1
DE YANG INTERNATIONAL GROUP LTD. (Formerly PINEWOOD ACQUISITION CORPORATION) (A Development Stage Company) STATEMENT OF OPERATIONS (Unaudited) Three months None months For the Period Ended Ended from July 19, 2010 September 30, September 30, (Inception) to 2011 2011 September 30, 2011 ------------ ----------- ---------------- Sales - net $ - $ - $ - Cost of sales - - - ------------ ----------- -------------- Gross profit - - - ------------ ----------- -------------- Operating Expenses 2,500 2,500 3,750 ------------ ----------- -------------- Net loss $ (2,500) $ (2,500) $ (3,750) ============ =========== ============== Loss per Share - basic and diluted $ - $ - ============ =========== Weighted Average Shares - 19,467,213 19,642,857 basic and diluted ============ =========== See accompanying notes to the financial statements F-2
DE YANG INTERNATIONAL GROUP LTD. (Formerly PINEWOOD ACQUISITION CORPORATION) (A Development Stage Company) STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED) Deficit Total Additional Accumulated Stock- Common Stock Paid-In During the holders' Shares Amount Capital Development Stage Equity ---------- --------- --------- ---------------- --------- Balance, July 19, 2010 (Inception) - $ - $ - $ - $ - Shares issued for cash 20,000,000 2,000 - - 2,000 Expenses paid by stockholders - - 1,250 - 1,250 Net Loss - - - (1,250) (1,250) ---------- --------- --------- -------------- --------- Balance, December 31, 2010 20,000,000 $ 2,000 $ 1,250 $ (1,250) $ 2,000 ---------- --------- --------- ------------- ---------- Stock redemption (19,500,000) (1,950) - - (1,950) Share issued for cash 19,500,000 1,950 - - 1,950 Fair value of expenses contributed 2,500 2,500 Net loss - - - (2,500) (2,500) ---------- --------- --------- ------------- ---------- Balance, September 30, 2011 20,000,000 $ 2,000 $ 3,750 $ (3,750) $ 2,000 ========== ========= ========== ============= ========== See accompanying notes to the financial statements F-3
DE YANG INTERNATIONAL GROUP LTD. (Formerly PINEWOOD ACQUISITION CORPORATION) (A Development Stage Company) STATEMENTS OF CASH FLOWS (Unaudited) ------------------------ For the Period from Nine Months July 19, 2010 Ended June 30, (Inception) to September 30, 2011 September 30, 2011 --------------- ---------------- OPERATING ACTIVITIES Net loss $ (2,500) $ (3,750) Contributed professional fees 2,500 2,500 --------------- ----------------- Net cash used in operating activities - (1,250) --------------- ----------------- FINANCING ACTIVITIES Proceeds from issuance of common stock - 2,000 Proceeds from stockholders' additional paid-in capital - 1,250 --------------- ----------------- Net Cash provided by financing activities - 3,250 Net increase in cash - 2,000 Cash,beginning of period 2,000 - --------------- ---------------- Cash, end of period $ 2,000 $ 2,000 =============== ================ See accompanying notes to the financial statements F-4
DE YANG INTERNATIONAL GROUP LTD. (Formerly PINEWOOD ACQUISITION CORPORATION) (A Development Stage Company) Notes to Financial Statements NOTE 1 NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT POLICIES NATURE OF OPERATIONS De Yang International Group, Ltd., formerly Pinewood Acquisition Corporation ("Pinewood") was incorporated under the laws of the State of Delaware on July 19, 2010 and was originally formed to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. On May 12, 2011, Pinewood Acquisition Corporation entered into an agreement with De Yang Enterprises for the change in control of Pinewood Acquisition Corporation. The following events occurred which resulted in a change of control of Pinewood: On May 27, 2011, Pinewood redeemed from its then two shareholders an aggregate of 19,500,000 of its 20,000,000 shares of outstanding stock at a redemption price of $0.0001 per share for an aggregate redemption price of $1,950; On May 27, 2011, the shareholders of the Corporation elected new directors and the existing directors of the Corporation resigned and simultaneously, new officers were appointed. On June 1, 2011, Pinewood issued 19,500,000 shares of common stock to Mr. Yanshi Chen representing 97.5% of the total outstanding 20,000,000 shares of common stock. On May 25, 2011 the shareholders of the Corporation and Board of Directors unanimously approved the change of Pinewood's name to De Yang International Group Ltd. ("De Yang" or "the Company") and filed such change with the State of Delaware. De Yang has been in the developmental stage since inception and its operations to date have been limited to issuing shares to its original shareholders. De Yang anticipates that it may enter into a business combination with an operating shoe manufacturing business located in China. No agreements have been reached on terms of any such possible combination and no contracts nor other documents have been executed. Such shoe manufacturing business was founded in 1994 by the president of De Yang. De Yang will not make a decision on any such possible combination until it receives the financial report of such possible target company and management has the opportunity to review and evaluate the report. In most instances the target company will wish to structure the business combination to be within the definition of a tax-free reorganization under Section 351 or Section 368 of the Internal Revenue Code of 1986, as amended. No assurances can be given that De Yang will be successful in locating or negotiating with any target company. De Yang has been formed to provide a method for a foreign or domestic private company to become a reporting company with a class of securities registered under the Securities Exchange Act of 1934. The Company selected December 31 as its fiscal year end. F-5
De Yang International Group Ltd. (Formerly Pinewood Acquisition Corporation) (A Development Stage Company) Notes to Financial Statements NOTE 1 NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT POLICIES (CONTINUED) BASIS OF PRESENTATION The summary of significant accounting policies presented below is designed to assist in understanding the Company's financial statements. Such financial statements and accompanying notes are the representations of the Company's management, who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America ("GAAP") in all material respects, and have been consistently applied in preparing the accompanying financial statements. USE OF ESTIMATES These unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto in the Company's Form 10-K filed on March 30, 2011 with the SEC. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. CONCENTRATION OF RISK Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash. The Company places its cash with high quality banking institutions. From time to time, the Company maintains cash balances at certain institutions in excess of the Federal Deposit Insurance Corporation limit. INCOME TAXES Under ASC 740, "Income Taxes", deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary 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. Valuation allowances are established when it is more likely than not that some or all of the deferred tax assets will not be realized. F-6
De Yang International Group Ltd. (Formerly Pinewood Acquisition Corporation) (A Development Stage Company) Notes to Financial Statements LOSS PER COMMON SHARE Basic loss per common shares excludes dilution and is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted loss per common share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the loss of the entity. As of September 30, 2011 there are no outstanding dilutive securities. FAIR VALUE OF FINANCIAL INSTRUMENTS FASB ASC 820 "Fair Value Measurements and Disclosures" establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. These tiers include: Level 1: defined as observable inputs such as quoted prices in active markets; Level 2: defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3: defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions The carrying amounts of financial assets and liabilities approximate their fair values because of the short maturity of these instruments. NOTE 2 - GOING CONCERN The Company has sustained operating losses since inception of the Company on July 19, 2010. Additionally, the Company has deficit accumulated during the development stage of $3,750 at September 30, 2011. The Company's continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations, which it has not been able to accomplish to date, and /or obtain additional financing from its stockholders and/or other third parties. These financial statements have been prepared on a going concern basis, which implies the Company will continue to meet its obligations and continue its operations for the next fiscal year. The continuation of the Company as a going concern is dependent upon financial support from its stockholders, the ability of the Company to obtain necessary equity financing to continue operations, successfully locating and negotiate F-7
De Yang International Group Ltd. (Formerly Pinewood Acquisition Corporation) (A Development Stage Company) Notes to Financial Statements NOTE 2 - GOING CONCERN (CONTINUED) with a business entity for the combination of that target company with the Company. There is no assurance that will ever be profitable. 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. NOTE 3 - RECENT ACCOUNTING PRONOUNCEMENTS In December 2010, the FASB issued ASU 2010-29, Disclosure of Supplementary Pro Forma Information for Business Combinations. This proposed ASU reflects the consensus-for-exposure in EITF Issue No. 10-G, "Disclosure of Supplementary Pro Forma Information for Business Combinations." The Amendments in this proposed ASU specify that if a public entity presents comparative financial statements, the entity would disclose revenue and earnings of the combined entity as though the business combination(s) that occurred during the current year had occurred as of the beginning of the comparable prior annual reporting period only. This ASU would also expand the supplemental pro forma disclosures under Codification Topic 805, Business Combinations, to include a description of the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination. This proposed ASU would be effective prospectively for business combinations that are consummated on or after the beginning of the first annual reporting period beginning on or after December 15, 2010. Early adoption would be permitted. The adoption of this ASU did not have a material impact to our financial statements. The new disclosures and clarifications of existing disclosures are effective now, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements. Those disclosures are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years. The adoption of this ASU did not have a material impact on the Company's financial statements and related disclosures. In May 2011, the Financial Accounting Standards Board ("FASB") issued a new accounting standard on fair value measurements that clarifies the application of existing guidance and disclosure requirements, changes certain fair value measurement principles and requires additional disclosures about fair value measurements. The standard is effective for interim and annual periods beginning after December 15, 2011. Early adoption is not permitted. This adoption of this ASU did not have a material impact on the Company's financial statements and related disclosures. NOTE 4 COMMON STOCK On July 19, 2010, the Company issued 20,000,000 common shares to its sole director and officer for $2,000 in cash. F-8
De Yang International Group Ltd. (Formerly Pinewood Acquisition Corporation) (A Development Stage Company) Notes to Financial Statements NOTE 4 COMMON STOCK (CONTINUED) On May 27, 2011, the Company redeemed from its then two shareholders an aggregate of 19,500,000 of its 20,000,000 shares of outstanding stock at a redemption price of $0.0001 per share for an aggregate redemption price of $1,950. On May 27, 2011, the shareholders of the Company elected new directors and the existing directors of the Corporation resigned and simultaneously, new officers were appointed. On June 1, 2011, the Company issued 19,500,000 shares of common stock to new unrelated third party investors in order to evoke a change in ownership. NOTE 5 SUBSEQUENT EVENTS In preparing these financial statements, the Company has evaluated events and transactions for potential recognition or disclosure through November 10, 2011, the date the financial statements were available to be issued. F-9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS De Yang International Group Ltd. (formerly Pinewood Acquisition Corporation (the "Company") was incorporated on July 19, 2010 under the laws of the State of Delaware to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. The Company has been in the developmental stage since inception and its operations to date have been limited to issuing shares to its shareholders and effecting a change of control in July, 2011. On May 25, 2011, the shareholders of the Company and the Board of Directors unanimously ratified the change of the Company's name to De Yang International Group Ltd. and filed such change with the State of Delaware. Issuance of Shares On May 27, 2011 the Company redeemed an aggregate of 19,500,000 shares of the then 20,000,000 outstanding shares of common stock at a redemption price of $.0001 per share for an aggregate redemption price of $1,950. On June 1, 2011 the Company issued 19,500,000 shares of its common stock pursuant to Section 4(2) of the Securities Act of 1933 for services provided to the Corporation representing 97.5% of the total outstanding 20,000,000 shares of common stock. Operations The Company anticipates that it may enter into a business combination with an operating shoe manufacturing business located in China. No agreements have been reached on terms of any such possible combination and no contracts nor other documents have been executed. Such shoe manufacturing business was founded in 1994 by the president of the Company and it is in the process of obtaining audited financial statements. The Company will not make a decision on any such possible combination until it receives the financial report of such possible target company and management has the opportunity to review and evaluate the report. The Company has an agreement with Tiber Creek Corporation which provides assistance in becoming a public reporting company by assisting in effecting the change of control and will assist it in the preparation and filing of a registration statement to be filed with the Securities and Exchange Commission and the introduction to brokers and market makers. As of September 30, 2011, the Company has not generated revenues and has no income or cash flows from operations since inception. The continuation of the Company as a going concern is dependent upon financial support from its stockholders, its ability to obtain necessary equity financing to continue operations, and to successfully negotiate a business combination. ITEM 3. Quantitative and Qualitative Disclosures About Market Risk. Information not required to be filed by Smaller Reporting Companies. ITEM 4. Controls and Procedures. Disclosures and Procedures Pursuant to Rules adopted by the Securities and Exchange Commission, the Company carried out an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures pursuant to Exchange Act Rules. This evaluation was done as of the end of the period covered by this report under the supervision and with the participation of the Company's principal executive officer and principal financial officer. Based upon that evaluation, they believe that the Company's disclosure controls and procedures are effective in gathering, analyzing and disclosing information needed to ensure that the information required to be disclosed by the Company in its periodic reports is recorded, processed, summarized and reported, within the time periods specified in the Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed 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. This Quarterly Report does not include an attestation report of the Company's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management's report in this Quarterly Report. Changes in Internal Controls There was a change in control of the Company and thus a change in the persons overseeing the Company financial reporting. However, given that they Company has no operations and no revenues, no change in the Company's internal control procedures over financial reporting that were identified in connection with such evaluation that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting. PART II -- OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS There are no legal proceedings against the Company and the Company is unaware of such proceedings contemplated against it. ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS During the past three years, the Company has issued the following shares of common stock pursuant to Section 4(2) of the Securities Act of 1933. On June 19, 2010: Name Number of shares Tiber Creek Corporation 10,000,000 MB Americus LLC 10,000,000 (Of which an aggregate of 19,500,000 shares were redeemed on May 27, 2011) On June 1, 2011, the Company issued: Name Number of shares Of common stock Yanshi Chen 17,000,000 DEP Group (a BVI corporation) 2,500,000 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 (a) Not applicable. (b) Item 407(c)(3) of Regulation S-K: During the quarter covered by this Report, there have not been any material changes to the procedures by which security holders may recommend nominees to the Board of Directors. ITEM 6. EXHIBITS (a) Exhibits 31 Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32 Certification of the Chief Executive Officer and Chief Financial Officer 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. DE YANG INTERNATIONAL GROUP LTD. By: /s/ Yanshi (Steven) Chen, President By: /s/ Zhengzhi Ye, Chief Financial Officer Dated: November 9, 2011