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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-Q

x
QUARTERLY REPORT PURSANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
   
 
For the quarterly period ended September 30, 2011
 
Or
 
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
   
  For the transition period from __________ to __________ 
    
Commission File Number:  000-54142
 
Credex Corporation
(Exact name of registrant as specified in its charter)
 
  Florida    16-1731286  
  (State of Incorporation)   (IRS Employer ID Number)  
 
9266 Keating Drive, Palm Beach Gardens, FL 33410
(Address of principal executive offices and Zip Code)

Registrant's telephone number, including area code (386) 871-0934

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.  o yes  x 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 (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).  o  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," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer o
 
Accelerated filer o
Non-accelerated filer o
 
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). x yes o no

APPLICABLE TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. o yes o no

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 5,899,250
 


 
1

 
 
TABLE OF CONTENTS

Part I.
Financial Information
3
     
Item 1.
Financial Statements
3
     
Item 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
16
     
Item 3.
Quantitative and Qualitative Disclosures about Market Risk
19
     
Item 4.
Controls and Procedures
19
     
Part II.
Other Information
20
     
Item 1.
Legal Proceedings
20
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
20
Item 3.
Defaults Upon Senior Securities
22
Item 5.
Other Information
22
Item 6.
Exhibits
22
     
Signature
 
22

 
2

 
 
PART I - FINANCIAL INFORMATION
 
Item 1.  Financial Statements.
 
   
   
INDEX TO FINANCIAL STATEMENTS
PAGE
   
   
Balance Sheets at September 30, 2011 [Unaudited] and December 31, 2010
5
   
Unaudited Statements of Operations for the three- and nine-month periods
ended September 30, 2011 and 2010 and for the period from inception,
September 2, 2005, through September 30, 2011
6
   
Unaudited Statements of Stockholders' Equity for the period from
inception, September 2, 2005, through September 30, 2011
7
   
Unaudited Statements of Cash Flows for the nine-month periods ended
September 30, 2011 and 2010 and for the period from inception,
September 2, 2005, through September 30, 2011
8
   
Notes to Financial Statements
9
 
 
 
3

 
 
Credex Corporation
(A Development Stage Company)
BALANCE SHEETS
September 30, 2011, [Unaudited] and December 31, 2010
 
ASSETS
 
   
   
September 30,
   
December 31,
 
   
2011
   
2010
 
   
(Unaudited)
       
CURRENT ASSETS:
           
Cash
  $ 54     $ 2,194  
                 
Total Assets
  $ 54     $ 2,194  
                 
   
LIABILITIES AND STOCKHOLDERS' DEFICIT
         
   
CURRENT LIABILITIES:
               
Accounts payable
  $ 17,414     $ 4,086  
Accrued interest payable
    553       0  
Notes payable
    5,000       0  
Stockholder loans payable (see Note E)
    6,300       0  
Total Current Liabilities
    29,267       4,086  
                 
STOCKHOLDERS' DEFICIT:
               
Common stock, $0.001 par value;
               
100,000,000 authorized shares, 5,899,250
               
shares issued and outstanding at
               
September 30, 2011, and December 31, 2010,
               
respectively
    5,899       5,899  
Additional paid-in capital
    262,342       262,342  
Less unearned capital (see Note E)
    0       (100,000 )
Accumulated deficit during the
               
development stage
    (297,454 )     (170,133 )
                 
Total Stockholders' Deficit
    (29,213 )     (1,892 )
                 
Total Liabilities and Stockholders'
               
Deficit
  $ 54     $ 2,194  
 
The accompanying notes are an integral part of these financial statements.
 
 
4

 

Credex Corporation
(A Development Stage Company)
STATEMENTS OF OPERATIONS
For Periods from Inception [September 2, 2005] to September 30, 2011
[Unaudited]
 
    Three Months Ended
September 30,
   
Nine Months Ended
September 30
   
Cumulative from
 
           
Inception to
 
           
September 30,
 
   
2011
   
2010
   
2011
   
2010
   
2011
 
REVENUE:
                             
Finance income
  $ 0     $ 0     $ 0     $ 0     $ 15,417  
Consulting income
    0       0       0       0       8,000  
Total Revenue
    0       0       0       0       23,417  
EXPENSES:
                                       
Travel
    0       0       0       0       6,882  
Office expenses
    0       1,464       674       1,993       9,453  
Telephone
    0       257       219       257       2,963  
Professional fees
                                       
(see Note E)
    5,573       46,268       121,916       48,668       264,806  
Advertising
    0       0       0       0       350  
Portfolio purchase
    0       0       0       0       21,000  
Seminar
    0       0       0       0       1,585  
Stock transfer agent
                                       
fees (see Note E)
    300       0       300       0       5,800  
Rent
    0       1,330       2,659       1,330       6,512  
Total Expenses
    5,873       49,319       125,768       52,248       319,351  
Operating Loss
    (5,873 )     (49,319 )     (125,768 )     (52,248 )     (295,934 )
OTHER INCOME (EXPENSE):
                                       
Interest income
    0       0       0       0       33  
Interest expense
    (1,251 )     0       (1,553 )     0       (1,553 )
Total Other Income
                                       
(Expense)
    (1,251 )     0       (1,553 )     0       (1,520 )
Net loss before income
                                       
taxes
    (7,124 )     (49,319 )     (127,321 )     (52,248 )     (297,454 )
INCOME TAXES
    0       0       0       0       0  
Net Loss   $ (7,124 )   $ (49,319 )   $ (127,321 )   $ (52,248 )   $ (297,454 )
                                         
Basic net loss per share   $ (0.001 )   $ (0.009 )   $ (0.022 )   $ (0.012 )        
Weighted average number of
                                       
shares outstanding (000’s)
    5,899       5,243       5,899       4,211          
 
The accompanying notes are an integral part of these financial statements.
 
 
5

 
 
Credex Corporation
(A Development Stage Company)
STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)
For Periods from Inception [September 2, 2005] to September 30, 2011
 
                                 
Total
 
   
Common Stock
   
Additional
         
Development
   
Stockholders’
 
               
Paid-in
   
Unearned
   
Stage
   
Equity
 
   
Shares
   
Amount
   
Capital
   
Capital
   
Deficit
   
(Deficit)
 
September 2, 2005, Date of
                                   
Incorporation
    0     $ 0     $ 0     $ 0     $ 0     $ 0  
Shares purchased for cash
                                               
at $0.001 per share
    10,000       10       990       0       0       1,000  
Net loss for year ended
                                               
December 31, 2005
    0       0       0       0       (8,397 )     (8,397 )
Balances - December 31, 2005
    10,000       10       990       0       (8,397 )     (7,397 )
Net loss for year ended
                                               
December 31, 2006
    0       0       0       0       (8,056 )     (8,056 )
Balances - December 31, 2006
    10,000       10       990       0       (16,453 )     (15,453 )
Stockholder loan used to
                                               
purchase shares at
                                               
$0.0072 per share
    2,490,000       2,490       15,441       0       0       17,931  
Net loss for year ended
                                               
December 31, 2007
    0       0       0       0       (2,087 )     (2,087 )
Balances - December 31,
                                               
2007
    2,500,000       2,500       16,431       0       (18,540 )     391  
Shares issued for cash
                                               
at $0.02 per share
    350,000       350       6,650       0       0       7,000  
Net loss for year ended
                                               
December 31, 2008
    0       0       0       0       (7,001 )     (7,001 )
Balances - December 31,
                                               
2008
    2,850,000       2,850       23,081       0       (25,541 )     390  
Shares issued for cash
                                               
at $0.02 per share
    715,500       715       13,595       0       0       14,310  
Net loss for year ended
                                               
December 31, 2009
    0       0       0       0       (15,015 )     (15,015 )
Balances - December 31,
                                               
2009
    3,565,500       3,565       36,676       0       (40,556 )     (315 )
Shares issued for cash
                                               
at $0.02 per share
    267,500       268       5,082       0       0       5,350  
Shares issued for cash
                                               
at $0.04 per share
    566,250       566       22,084       0       0       22,650  
Shares issued for future
                                               
services at $0.133 per
                                               
share (Note E)
    1,500,000       1,500       198,500       (200,000 )     0       0  
Unearned capital amortized
    0       0       0       100,000       0       100,000  
Net loss for year ended
                                               
December 31, 2010
    0       0       0       0       (129,577 )     (129,577 )
Balances - December 31,
                                               
2010
    5,899,250       5,899       262,342       (100,000 )     (170,133 )     (1,892 )
Unearned capital amortized
                                               
(unaudited)
    0       0       0       100,000       0       100,000  
Net loss for period ended
                                               
September 30, 2011 (unaudited)
    0       0       0       0       (127,321 )     (127,321 )
Balances - September 30,
                                               
2011 (unaudited)
    5,899,250     $ 5,899       $262,342     $ 0     $ (297,454 )   $ (29,213 )

The accompanying notes are an integral part of these financial statements.
 
 
6

 
 
Credex Corporation
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
For Periods from Inception [September 2, 2005] to September 30, 2011
[Unaudited]
 
         
Cumulative from
 
   
Nine Months Ended
   
Inception to
 
   
September 30
   
September 30,
 
   
2011
   
2010
   
2011
 
                   
CASH FLOWS FROM OPERATING ACTIVITIES
                 
Net loss
  $ (127,321 )   $ (52,248 )   $ (297,454 )
Add non-cash expenses to Net Loss:
                       
Professional fees from consulting
                       
agreement (see Note E)
    100,000       40,000       200,000  
Adjustments to reconcile net loss to net cash
                       
Used by operations:
                       
Increase (decrease) in
                       
accounts payable
    13,328       0       17,414  
Increase (decrease) in
                       
accrued interest payable
    553       0       553  
Net Cash Used by Operating
                       
Activities
    (13,440 )     (12,248 )     (79,487 )
                         
CASH FLOWS FROM FINANCING ACTIVITIES
                       
Proceeds from note payable issued
    5,000       0       5,000  
Proceeds from stockholder loan
    6,300       0       53,128  
Repayment of stockholder loan
    0       0       (28,897 )
Sale of common stock
    0       18,350       50,310  
Net Cash Provided by Financing
                       
Activities
    11,300       18,350       79,541  
Net Increase (Decrease) in Cash
    (2,140 )     6,102       54  
Cash and Equivalents,
                       
Beginning of Period
    2,194       2,185       0  
Cash and Equivalents,
                       
End of Period
  $ 54     $ 8,287     $ 54  
                         
SIGNIFICANT NON-CASH ACTIVITIES:
                       
Stockholder loan contributed to
                       
Capital for Common stock
  $ 0     $ 0     $ 17,931  
Interest expense paid as part of a
                       
Stockholder Loan Payable
  $ 1,000     $ 0     $ 1,000  
Common stock issued as collateral for
future services/additional capital
not earned
  $ 0     $ 200,000     $ 200,000  
 
The accompanying notes are an integral part of these financial statements.

 
7

 

Credex Corporation
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2011, (Unaudited) and December 31, 2010

NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 
1.
Organization and Purpose

Credex Corporation, (the “Company”) was incorporated in the State of Florida on September 2, 2005.  The Company is presently engaged in market research regarding the cost and availability of non-performing credit card portfolios including current market prices for the sales of portfolios deemed non-collectable at the time of sale.  The Company is exploring avenues for raising capital in order to put its business plan into effect.  The Company has a December 31 year-end.  The Company’s principal office is in Palm Beach Gardens, Florida.

 
2.
Basis of Presentation

The accompanying financial statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X, and, therefore, do include all information and footnotes necessary for a complete presentation of financial position, results of operations, cash flows, and stockholders’ equity in conformity with accounting principles generally accepted in the United States of America.  In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.

These financial statements should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s Form 10-K filed on March 16, 2011.  The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.  Notes to the financial statements, which would substantially duplicate the disclosure contained in the audited financial statements for fiscal year 2010 as reported in Form 10-K, have been omitted.

 
3.
Development Stage

The Company is currently a development stage entity as defined under accounting standards, as it continues development activities related to non-performing credit card portfolios.  As required for development stage enterprises, the statements of operations, cash flows and changes in stockholders’ equity (deficit) are presented on a cumulative basis from inception.
 
 
8

 
 
 
4.
Revenue Recognition

The Company recognizes revenue from purchased non-performing receivables in accordance with accounting standards on the accounting for certain loans or debt securities acquired in a transfer.  The Company will use the cost recovery method and recognize income only after it has recovered its carrying value of purchased non-performing receivables.  There can be no assurance as to when or if the carrying value will be recovered. Recognition of income using the interest method would be dependent on the Company having the ability to develop reasonable expectations of both the timing and amount of cash flows to be collected.  Due to uncertainties related to the expected timing of the collections of older non-performing receivables purchased as a result of the economic environment and the lack of validation of certain account components, the Company determined that it will not have the ability to develop reasonable expectations of timing of cash flows to be collected.

 
5.
Cash and Equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid investments with original maturities of less than three months to be cash equivalents.

 
6.
Financial Instruments

Financial instruments consist of bank deposits.  The carrying amount of financial instruments approximates fair value due to short-term maturities and market interest rates.

 
7.
Advertising

The Company expenses advertising and promotions costs as they are incurred.

 
8.
Concentrations of Credit Risk

The Company maintains its cash in a bank deposit account insured by the Federal Deposit Insurance Corporation (FDIC).  As of September 30, 2011 (unaudited) and December 31, 2010, the Company had no balances in excess of federally insured limits.

 
9.
Earnings per Share

Basic earnings per share is computed by dividing net income or loss available to common stockholders by the weighted average number of common stock shares outstanding during the year.  Diluted EPS is computed by dividing net income available to common stockholders by the weighted average number of common stock shares outstanding during the year plus potential dilutive instruments such as stock options and warrants.  The Company has no dilutive instruments outstanding.
 
 
9

 
 
 
10.
Income Taxes
 
The Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns.

Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.  Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized.  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.  The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Operations in the period that includes the enactment date.

The Company follows section 740-10-25 of the Codification (“Section 740-10-25”) which addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements.  Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position.  The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement.  Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures.  The Company had no material adjustments to its liabilities for unrecognized income tax benefits according to the provisions of Section 740-10-25.

 
11.
Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 period.  Actual results could differ from those estimates.
 
 
10

 

 
12.
Recently Issued Accounting Standards
 
In September 2011, the FASB issued an amendment to Topic 350, Intangibles—Goodwill and Other, which simplifies how entities test goodwill for impairment. Previous guidance under Topic 350 required an entity to test goodwill for impairment using a two-step process on at least an annual basis.  First, the fair value of a reporting unit was calculated and compared to its carrying amount, including goodwill.  Second, if the fair value of a reporting unit was less than its carrying amount, the amount of impairment loss, if any, was required to be measured.  Under the amendments in this update, an entity has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads the entity to determine that it is more likely than not that its fair value is less than its carrying amount.  If after assessing the totality of events or circumstances, an entity determines that it is not more likely than not that the fair value of the reporting unit is less than its carrying amount, then the two-step impairment test is unnecessary.  If the entity concludes otherwise, then it is required to test goodwill for impairment under the two-step process as described under paragraphs 350-20-35-4 and 350-20-35-9 under Topic 350.  The amendments are effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011 and early adoption is permitted.  The Company is currently evaluating the new standard.
 
NOTE B – STOCKHOLDERS’ EQUITY (DEFICIT)

At inception on September 2, 2005, the Company was authorized to have outstanding 10,000 shares of common stock at $0.10 par value per share. On October 24, 2007, the Company amended its Articles of Incorporation to increase the maximum number of authorized common shares to 100,000,000 and changed the par value to $0.001 per share, which has been retro-actively restated to $0.001 in the accompanying financial statements.

The Company has forty stockholders of record as of September 30, 2011 (unaudited) and December 31, 2010.  As of September 30, 2011 (unaudited) and December 31, 2010, the outstanding shares were 5,899,250.  Share transactions during the year ended December 31, 2010, resulted in a increase in shares outstanding of 2,333,750 shares as follows:
 
Shares issued for cash at $0.02 per share
    267,500  
Shares issued for cash at $0.04 per share
    566,250  
Shares issued to Cypress Bend Executive
       
Services, LLC (“Cypress”) for future services
       
to be performed valued at $200,000 ($0.133 per
       
share)
    1,500,000  
      2,333,750  

Additionally, ownership of 694,445 shares was transferred from a past officer/director to Cypress.  This former officer/director is a member of Cypress.  Another past officer/director who is deceased passed to his heirs 1,705,555 shares of which his heirs transferred 764,180 shares to Cypress.  A total of 2,958,625 shares have been transferred to Cypress under a consulting management agreement with the Company.  Upon completion of its services, Cypress is to be paid $200,000 by the Company at which time Cypress will return these shares.  (Refer to Note E – Related Party)
 
 
11

 
 
NOTE C – INCOME TAXES

Deferred income taxes result from temporary differences between the basis of assets and liabilities recognized for differences between the financial statements and tax basis thereon, and for the expected future tax benefits to be derived from net operations losses and tax credit carry-forwards. The Company has net operating losses and has recorded a valuation allowance equal to the tax benefit of the accumulated net operating losses, since it is uncertain that future taxable income will be realized during the applicable carry-forward periods.  These benefits expire between 2025 and 2030.
 
The Company’s deferred tax assets were as follows:
 
             
   
September 30,
   
December 31,
 
   
2011
   
2010
 
   
(Unaudited)
       
Deferred tax asset
  $ 112,000     $ 64,000  
Valuation allowance
    (112,000 )     (64,000 )
Net Deferred Tax Asset
  $ 0     $ 0  
 
NOTE D – GOING CONCERN

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company’s financial position and operating results raise substantial doubt about its ability to continue as a going concern.  As of September 30, 2011 (unaudited) and December 31, 2010, the Company was in the development stage and has sustained losses of $297,454 and $170,133, respectively, since inception which 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 upon expanding operations and obtaining additional capital and financing. Management’s plan in this regard is to implement the Company’s business plan and to secure additional funds through equity or debt financing.  The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
 
 
12

 
 
NOTE E – RELATED PARTY

A past shareholder of the Company had received fees for service in the year ended December 31, 2010 in the amount of $2,400.

A shareholder of the Company, Globex Transfer, LLC, a stock transfer agent, was engaged in November 2010 to provide stock transfer services.  As of December 31, 2010, $5,500 expenses were incurred with an outstanding balance payable of $2,500.  In July 2011 the Company received a $300 billing for services received causing the outstanding balance as of September 30, 2011 (unaudited) to be $2,800.

On July 9, 2010, the Company entered into an agreement for services with Cypress, a related party, whereby Cypress acts as consultant to:

1.  Raise the necessary money for the Company to operate in the short term,
2.  Prepare and file documents with the SEC to take the Company public,
3.  Secure a transfer agent and market maker broker-dealer for the Company’s stock,
4.  Secure the necessary audits for the required filing documents, and
5.  Provide day-to-day operational management of the Company.
 
In exchange for these services, which the Company anticipated would last for a ten month period and included assisting the Company and its shareholders to move forward as determined for the Company’s best interest, the Company agreed to pay Cypress cash fees of $200,000 as well as provide Cypress with 2,958,625 shares of its stock, which effectively transfers control of the Company to Cypress during this period.  Because the consulting services began August 1, 2010, amortization into Professional Fees was $100,000 in 2011 and $100,000 in 2010 resulting in net unearned capital of $0 and $100,000 as of September 30, 2011 (unaudited) and December 31, 2010, respectively.  Upon receipt of the cash payment of $200,000, Cypress is to return the shares to the Company’s treasury.  [Refer to Note B – Stockholders’ Equity (Deficit)]  Also, as part of the contract with Cypress, the Company is responsible for normal operating costs, which Cypress was providing.  For the nine months ended September 30, 2011 (unaudited), the costs in operations paid to Cypress amounted to $5,517 [Office Expenses - $540; Professional Fees for secretarial costs - $2,099; Rent - $2,659; and Telephone - $219].  Cumulative through December 31, 2010, the costs in operations paid to Cypress amounted to $8,910 [Office Expenses - $1,346; Professional Fees for secretarial costs - $3,818; Rent - $3,325; and Telephone - $421].

 
13

 
 
On January 31, 2011, two shareholders of the Company loaned $2,000 for additional funding to assist the Company in accomplishing its operating goals.  On March 21, 2011, May 2, 2011, and August 19, 2011, respectively, other shareholders of the Company loaned $700, $600 and $3,000, respectively, for additional funding to assist the Company in accomplishing its operating goals.  All these loans have twelve (12%) percent per annum interest rate with the loans payable when funds are available.  As of September 30, 2011 (unaudited), accrued interest on these loans amounted to $236.
 
NOTE F – FILING WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION (UNAUDITED)

There are no pending comments on the Company’s SEC filings. The Company filed an S-1 (with amendments) Registration Statement pursuant to the 1933 Act.  This registration became effective April 13, 2011.  The S-1 registered the 2,940,625 shares in the hands of current shareholders (except for Cypress Bend’s shares – refer to Note E – Related Party) for trading.

NOTE G – NOTES PAYABLE (UNAUDITED)

On March 21, 2011, the Company received a loan of $5,000 for additional funding to assist the Company in accomplishing its operating goals.  This note has twelve (12%) percent per annum interest rate with the note payable when funds are available.  As of September 30, 2011, accrued interest from this loan amounted to $317.
 
NOTE H – SUBSEQUENT EVENT (UNAUDITED)

In the beginning of November 2011, the Company received additional paid-in capital for the purpose of paying off all of the Company’s liabilities.  This event only changed the balance sheet of the Company.  The schedule below reflects the balance sheet as of September 30, 2011 had the transaction occurred on or before the end of third quarter period.
 
 
 
[Intentionally Left Blank]
 
 
 
14

 
 
Statement of Unaudited Balance Sheet Ended September 30, 2011:
 
                   
   
Reported
   
Net Change
   
Pro-Forma
 
ASSETS
 
CURRENT ASSETS:
                 
Cash
  $ 54     $ 0     $ 54  
Total Assets
  $ 54     $ 0     $ 54  
                         
LIABILITIES AND STOCKHOLDERS' DEFICIT
 
                         
CURRENT LIABILITIES:
                       
Accounts payable
  $ 17,414     $ (17414 )   $ 0  
Accrued interest payable
    553       (553 )     0  
Notes payable
    5,000       (5,000 )     0  
Stockholder loans payable
    6,300       (6,300 )     0  
Total Current Liabilities
    29,267       (29,267 )     0  
STOCKHOLDERS' EQUITY (DEFICIT):
                       
Common stock, $0.001 par value;
                       
100,000,000 authorized shares, 5,899,250
                       
shares issued and outstanding at
                       
September 30, 2011
    5,899       0       5,899  
Additional paid-in capital
    262,342       29,267       291,609  
Accumulated deficit during the
                       
development stage
    (297,454 )     0       (297,454 )
Total Stockholders' Equity
                       
(Deficit)
    (29,213 )     29,267       54  
Total Liabilities and
                       
Stockholders' Deficit
  $ 54     $ 0     $ 54  
 
The shareholders of the Company are currently negotiating the sale and transfer of control of the Company to an unrelated party for $230,000.  As of this filing date of November 18, 2011, this transaction has not been completed.  It is expected to be completed in the near future.


 
[Intentionally Left Blank]
 
 
 
15

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

BACKGROUND

The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes, and other financial information contained in this prospectus.

Overview

We are a development stage company.  Although Credex has not operated pursuant to its business plan, in 2005 Credex purchased a portfolio of defaulted credit card debt to test the feasibility of its business plan. On a trial basis accounts from the portfolio were collected.  The remainder of the portfolio was then sold. These transactions are shown in the statement of operations in Item 1 of this quarterly report.  Our auditors have raised substantial doubt as to our ability to continue as a going concern.  We need a minimum of approximately $100,000 during the next 12 months to implement our business plan.

Since our inception, we have devoted our activities to the following:
 
Purchasing a debt portfolio;
Obtaining bids from professional collectors to collect the portfolio;
Developing contacts from whom to purchase portfolios;
Contracting for operational support; and
Securing enough capital to carry out these activities.

Plan of Operations
 
As discussed above we have not operated pursuant to our business plan since inception and have generated no revenue in the three and nine months ended September 30, 2011 and 2010.

Development stage operating expenditures during the period from inception on September 2, 2005 to September 30, 2011 were $319,351 which consisted primarily of general and administrative expenses related to legal, accounting and other fees related to our formation and this offering.  Our net loss was $127,321 and $52,248 for the nine months ended September 30, 2011 and 2010, respectively, and $297,454 net loss from inception through September 30, 2011.  The cumulative income to date was $23,450 including finance income of $15,417, consulting income of $8,000 and interest income of $33.
 
 
16

 
 
Liquidity and Capital Resources

Our capital resources have been acquired through the sale of shares of our common stock.

At September 30, 2011 and December 31, 2010, we had total assets of $54 and $2,194, respectively, consisting of cash.

At September 30, 2011 and December 31, 2010, our total liabilities were $29,267 and $4,086, respectively, consisting of amounts payable for accounts payable and loans for additional funding.
 
We anticipate taking the following actions during the next 12 months, assuming we receive the required funding:
 
Find and Lease a location for company offices
Purchase office equipment
Hire employees and begin training
Begin Operations
Start Marketing Phase Develop Sales Materials and Presentations.
 
Cash Requirements
 
We intend to provide funding for our activities, if any, through a combination of the private placement of the Company’s equity securities and the public sales of equity securities.

We have no agreement, commitment or understanding to secure any funding from any other source.

Off-Balance Sheet Arrangements

We do not have any off balance sheet arrangements.

Credex has never been in bankruptcy or receivership.  The Company is a new venture.

Credex's executive office is located at 9266 Keating Drive, Palm Beach Gardens, FL 33410.  The telephone number is (386) 871-0934, and has no fax number.

Credex is not operating its business until such time as capital is raised for operations. To date its operation has involved only selling stock to meet expenses.

To date its operation has involved only selling stock to meet expenses.

 
17

 

Disclosure of Contracted Obligations

On July 9, 2010, the Company entered into a agreement for services with Cypress Bend Executive Services, LLC (“Cypress”), a related party, whereby Cypress acts as consultant to:

1.      Raise the necessary money for the Company to operate in the short term,
2.      Prepare and file documents with the SEC to take the Company public,
3.      Secure a transfer agent and market maker broker-dealer for the Company’s stock,
4.      Secure the necessary audits for the required filing documents, and
5.      Provide day-to-day operational management services to the Company.
 
In exchange for these services, which the Company anticipated would last for a ten month period and included assisting the Company and its shareholders to move forward as determined for the Company’s best interest, the Company agreed to pay Cypress cash fees of $200,000 as well as provide Cypress with 2,958,625 shares of its stock, which effectively transfers control of the Company to Cypress during this period.  Also, as part of the contract Steven G. Salmond, a member of Cypress Bend was installed as Secretary, Treasurer, CFO and Director of Credex. Because the consulting services began August 1, 2010, amortization into Professional Fees was $100,000 in 2011 and $100,000 in 2010 resulting in net unearned capital of $0 and $100,000 as of September 30, 2011 and December 31, 2010, respectively. Upon receipt of the cash payment of $200,000, Cypress is to return the shares to the Company’s treasury.
 
Proposed Business

The Company intends to purchase portfolios with all rights, title and interest of non-performing accounts receivable (credit card debt) at deeply discounted rates, (approximately 3% or less of face values), outsource the collection process, develop a portfolio of restructured debt and sell the residual portfolio.

Non-performing portfolios accumulate in the normal course of operations, when a credit grantor from time to time charges-off from its books, accounts which are delinquent.  Because the outstanding balance remains the obligation of the defaulting customer, a group of charged-off accounts (a portfolio) contains a value which can be obtained through various collection techniques.  This value or yield is dependent upon several variables such as creditor standards, geographical stratification of the portfolio, age of the charge-offs, stages of internal and external collection efforts, elapsed time since collection was last worked, elapsed time since last activity, past recovery obtained from collection efforts and whether the debt is within the statute of limitations.  These portfolios may be acquired at significant discounts of their face value, ranging from $0.01 to $0.07 on the dollar, with an expected return of 10% to 12% of the face value of the portfolios.  The Company intends to purchase portfolios of Primary, Secondary and Tertiary distressed credit card debt from distressed debt wholesalers and re-sellers because they offer smaller portfolios for sale and re-purchase. These portfolios usually sell for $0.01 to $0.03 per dollar of face value. The prices stated are for 2009.  On average, approximately $800,000 of face value defaulted credit card debt can be purchased with $12,000.
 
 
18

 

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Because the company is in the development stage and has no operations with related markets, no market risks exist to be reported in this filing.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

The Company is in the process of implementing disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 (the ‘‘Exchange Act’’), that are designed to ensure that information required to be disclosed in the Company’s Exchange Act reports are recorded, processed, summarized, and reported within the time periods specified in rules and forms of the Securities and Exchange Commission, and that such information is accumulated and communicated to our Chief Executive and Financial Officers to allow timely decisions regarding required disclosure.

As of September 30, 2011, the Chief Executive and Financial Officers carried out an assessment of the effectiveness of the design and operation of our disclosure controls and procedures and concluded that the Company’s disclosure controls and procedures were not effective as of September 30, 2011, because of material weaknesses described below.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis.

The material weaknesses identified during management's assessment was (1) lack of a functioning audit committee due to a lack of a majority of independent members and a lack of outside directors on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives; and (3) ineffective controls over period end financial disclosure and reporting processes.

These control deficiencies did not result in adjustments to the Company’s interim financial statements. However, these control deficiencies could result in a material misstatement of significant accounts or disclosures that would result in a material misstatement to the Company’s interim or annual financial statements that would not be prevented or detected. Accordingly, management has determined that these control deficiencies constitute material weaknesses.
 
 
19

 

The Chief Executive and Financial Officers performed additional accounting and financial analyses and other post-closing procedures including detailed validation work with regard to balance sheet account balances, additional analysis on income statement amounts and managerial review of all significant account balances and disclosures in the Quarterly Report on Form 10-Q, to ensure that the Company’s Quarterly Report and the financial statements forming part thereof are in accordance with accounting principles generally accepted in the United States of America.  Accordingly, management believes that the financial statements included in this Quarterly Report fairly present, in all material respects, the Company’s financial condition, results of operations, and cash flows for the periods presented.

Changes in Internal Control over Financial Reporting

During the three months ended September 30, 2011 there were no changes in our system of internal controls over financial reporting.

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings.

Credex is not involved in any litigation or any material legal proceeding.  No Officer or Director is involved in any litigation or any material legal proceeding.

Item 1A. Risk Factors

None

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.

The authorized equity of Credex Corporation consists of 100 million Shares, $.001 par value per share, of which 5,899,250 Shares are issued and outstanding to officers and directors for cash and services rendered from inception (September 2, 2005) through September 30, 2011.



[Intentionally left blank]
 
 
 
20

 
 
Credex Corporation
Sale of Investment
 
Title of
     
Shares
 
Share
 
Amount
         
Stock
 
Date
 
Issued
 
Price
 
Paid
 
Subscribed
 
Services
 
Common
 
09/09/2005
 
10,000
 
$0.100
 
$1,000
         
Common
 
10/24/2007
 
2,240,000
 
$0.010
 
$16,131
         
Common
 
10/24/2007
 
250,000
 
$0.010
 
$1,800
         
Common
 
04/04/2008
 
50,000
 
$0.020
 
$1,000
         
Common
 
07/07/2008
 
25,000
 
$0.020
 
$500
         
Common
 
07/28/2008
 
25,000
 
$0.020
 
$500
         
Common
 
08/16/2008
 
15,000
 
$0.020
 
$300
         
Common
 
09/06/2008
 
50,000
 
$0.020
 
$1,000
         
Common
 
09/21/2008
 
10,000
 
$0.020
 
$200
         
Common
 
10/01/2008
 
10,000
 
$0.020
 
$200
         
Common
 
10/17/2008
 
15,000
 
$0.020
 
$300
         
Common
 
12/31/2008
 
150,000
 
$0.020
 
$3,000
         
Common
 
06/22/2009
 
10,000
 
$0.020
 
$200
         
Common
 
06/22/2009
 
10,000
 
$0.020
 
$200
         
Common
 
06/29/2009
 
50,000
 
$0.020
 
$1,000
         
Common
 
06/29/2009
 
50,000
 
$0.020
 
$1,000
         
Common
 
06/29/2009
 
100,000
 
$0.020
 
$2,000
         
Common
 
06/29/2009
 
50,000
 
$0.020
 
$1,000
         
Common
 
06/29/2009
 
50,000
 
$0.020
 
$1,000
         
Common
 
06/29/2009
 
100,000
 
$0.020
 
$2,000
         
Common
 
07/22/2009
 
10,000
 
$0.020
 
$200
         
Common
 
08/04/2009
 
100,000
 
$0.020
 
$2,000
         
Common
 
09/19/2009
 
10,000
 
$0.020
 
$200
         
Common
 
10/07/2009
 
10,000
 
$0.020
 
$200
         
Common
 
10/07/2009
 
50,000
 
$0.020
 
$1,000
         
Common
 
10/07/2009
 
50,000
 
$0.020
 
$1,000
         
Common
 
11/19/2009
 
45,500
 
$0.020
 
$910
         
Common
 
12/15/2009
 
20,000
 
$0.020
 
$400
         
Common
 
02/22/2010
 
30,000
 
$0.020
 
$600
         
Common
 
03/16/2010
 
12,500
 
$0.020
 
$250
         
Common
 
04/14/2010
 
100,000
 
$0.020
 
$2,000
         
Common
 
04/30/2010
 
125,000
 
$0.020
 
$2,500
         
Common
 
07/12/2010
 
1,500,000
 
$0.113
 
$0
 
$0
 
$200,000
*
Common
 
08/30/2010
 
12,500
 
$0.040
 
$500
         
Common
 
08/30/2010
 
25,000
 
$0.040
 
$1,000
         
Common
 
08/23/2010
 
125,000
 
$0.040
 
$5,000
         
Common
 
09/03/2010
 
25,000
 
$0.040
 
$1,000
         
Common
 
09/03/2010
 
62,500
 
$0.040
 
$2,500
         
Common
 
09/03/2010
 
25,000
 
$0.040
 
$1,000
         
Common
 
09/03/2010
 
25,000
 
$0.040
 
$1,000
         
Common
 
09/03/2010
 
25,000
 
$0.040
 
$1,000
         
Common
 
10/05/2010
 
56,250
 
$0.040
 
$2,250
         
Common
 
10/05/2010
 
10,000
 
$0.040
 
$400
         
Common
 
11/04/2010
 
150,000
 
$0.040
 
$6,000
         
Common
 
11/05/2010
 
25,000
 
$0.040
 
$1,000
         
                           
       
5,899,250
     
$68,241
$
0
 
$200,000
*
 
Stock issued as part of a service agreement for future services with Cypress Bend Executive Services, LLC.  Refer to “Part I – Item 2: Disclosure of Contracted Obligations.”
 
 
21

 
 
Such shares were issued pursuant to the exemption from registration contained in Section 4(2) of the Securities Act or under regulation D rule 504.  All of the purchasers were officers, directors or persons personally known to the officers or directors.

Item 3.  Defaults Upon Senior Securities.

None

Item 5.  Other Information.

None

Item 6.  Exhibits.
 
Exhibit 3.(i)
-
Amended and Restated Articles of Incorporation
Exhibit 3.(ii)
-
Bylaws of Credex Corporation
Exhibit 31.1
-
Certification of Chief Executive Officer of Credex Corporation required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 31.2
-
Certification of Chief Financial Officer of Credex Corporation required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 32.1
-
Certification of Chief Executive Officer of Credex Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63.
Exhibit 32.2
-
Certification of Chief Executive Officer of Credex Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63.
 
 
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.

Credex Corporation

By: 
/s/ Denise Leonardo
 
Date:
November 18, 2011
 
Denise Leonardo,
     
 
Chief Executive Officer
     
 
 
22