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EXCEL - IDEA: XBRL DOCUMENT - Concrete Leveling Systems IncFinancial_Report.xls
EX-32 - Concrete Leveling Systems Incex32.txt
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EX-31.1 - Concrete Leveling Systems Incex31-1.txt

                                 UNITED STATES
                       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 April 30, 2012

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

    For the transition period from ___________ to ___________

                       Commission file number 000-53048


                         Concrete Leveling Systems, Inc.
        (Exact name of small business issuer as specified in its charter)

           Nevada                                                28-0851977
  (State or other jurisdiction                                 (IRS Employer
of incorporation or organization)                            Identification No.)

                     5046 E. Boulevard, NW, Canton, OH 44718
                    (Address of principal executive officer)

                                 (330) 966-8120
                           (Issuer's telephone number)

              (Former name, former address and former fiscal year,
                         if changed since last report)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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 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 (ss.232.405 of
this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files). YES [X] NO [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer (as defined in Rule 12b-2 of the
Exchange Act).

Large accelerated filer [ ]                        Accelerated filer [ ]
Non-accelerated filer [ ]                          Smaller reporting company [X]

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

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

Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. YES [ ] 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: 5,585,418

PART I - FINANCIAL INFORMATION ITEM 1 - FINANCIAL STATEMENTS Concrete Leveling Systems Inc. Balance Sheets April 30, 2012 and July 31, 2011 April 30 July 31 ---------- ---------- (Unaudited) (Audited) ASSETS CURRENT ASSETS Cash in bank $ -- $ 19,710 Accounts receivable 796 365 Current portion of notes receivable 23,397 18,538 Inventory 13,372 262 ---------- ---------- Total Current Assets 37,565 38,875 ---------- ---------- PROPERTY, PLANT AND EQUIPMENT Equipment 1,900 1,900 Less: Accumulated depreciation (1,900) (1,900) ---------- ---------- Total Property, Plant and Equipment -- -- ---------- ---------- OTHER ASSETS Notes receivable, net of current portion 29,269 38,450 Deposits 10 10 ---------- ---------- 29,279 38,460 ---------- ---------- TOTAL ASSETS $ 66,844 $ 77,335 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) CURRENT LIABILITIES Accounts payable $ 124,138 $ 60,475 Cash overdraft 41 -- Notes payable - stockholders 60,250 48,550 Other accrued expenses 17,662 14,088 ---------- ---------- Total Current Liabilites 202,091 123,113 ---------- ---------- Stockholders' Equity (Deficit) Common stock (par value $0.001) 100,000,000 shares authorized: 5,585,418 shares issued and outstanding at April 30, 2012 and July 31, 2011 5,585 5,585 Additional paid-in capital 244,165 244,165 Retained (deficit) (384,997) (295,528) ---------- ---------- Total Stockholders' Equity (Deficit) (135,247) (45,778) ---------- ---------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) $ 66,844 $ 77,335 ========== ========== See notes to financial statements. 2
Concrete Leveling Systems Inc. Statements of Income For the Three and Nine Months Ended April 30, 2012 (Unaudited) 3 Months 9 Months Ended Ended April 30, 2012 April 30, 2012 -------------- -------------- Equipment and parts sales $ 467 $ 467 ---------- ---------- Cost of Sales 299 299 ---------- ---------- Gross Margin 168 168 ---------- ---------- Expenses Selling, general and administration 24,059 87,210 Depreciation -- -- ---------- ---------- Total Expenses 24,059 87,210 ---------- ---------- (Loss) from Operations (23,891) (87,042) Other Income (Expense) Interest income 680 2,223 Interest expense (1,615) (4,650) ---------- ---------- Total Other Income (Expense) (935) (2,427) ---------- ---------- Net (Loss) Before Income Taxes (24,826) (89,469) Provision for Income Taxes -- -- ---------- ---------- Net (Loss) $ (24,826) $ (89,469) ========== ========== Net (Loss) per Share - Basic and Fully Diluted $ (0.00) $ (0.02) ========== ========== Weighted average number of common shares outstanding - basic and fully diluted 5,585,418 5,585,418 ========== ========== See notes to financial statements. 3
Concrete Leveling Systems Inc. Statements of Income For the Three and Nine Months Ended April 30, 2011 (Unaudited) 3 Months 9 Months Ended Ended April 30, 2011 April 30, 2011 -------------- -------------- Equipment and parts sales $ -- $ 416 ---------- ---------- Cost of Sales -- 183 ---------- ---------- Gross Margin -- 233 ---------- ---------- Expenses Selling, general and administration 23,413 83,390 Depreciation 158 476 ---------- ---------- Total Expenses 23,571 83,866 ---------- ---------- (Loss) from Operations (23,571) (83,633) Other Income (Expense) Interest income 1,384 3,471 Interest expense (2,007) (4,251) ---------- ---------- Total Other Income (Expense) (623) (780) ---------- ---------- Net (Loss) Before Income Taxes (24,194) (84,413) Provision for Income Taxes -- -- ---------- ---------- Net (Loss) $ (24,194) $ (84,413) ========== ========== Net (Loss) per Share - Basic and Fully Diluted $ (0.00) $ (0.02) ========== ========== Weighted average number of common shares outstanding - basic and fully diluted 5,315,418 5,195,597 ========== ========== See notes to financial statements. 4
Concrete Leveling Systems, Inc. Statements of Cash Flows For the Nine Months Ended April 30, 2012 and 2011 (Unaudited) 2012 2011 -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES Net (loss) $(89,469) $(84,413) Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation -- 476 (Increase) Decrease in accounts receivable (431) (371) Decrease (Increase) in inventory (13,110) (10,657) Increase (Decrease) in accounts payable 63,663 56,065 Increase in cash overdraft 41 -- Increase (Decrease) in other accrued expenses 3,576 2,860 -------- -------- Net cash from (used by) operating activities (35,730) (36,040) -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES Payments on notes receivable 4,320 3,111 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES Loans from (payments to) stockholders 11,700 31,550 -------- -------- Net Increase (decrease) in cash (19,710) (1,379) Cash and equivalents - beginning 19,710 2,426 -------- -------- Cash and equivalents - ending $ -- $ 1,047 ======== ======== SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION Interest $ 229 $ 243 ======== ======== Income Taxes $ -- $ -- ======== ======== See notes to financial statements. 5
Concrete Leveling Systems, Inc. Notes to Financial Statements April 30, 2012 NOTE A - BASIS OF PRESENTATION The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10?Q and Article 8 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For further information, refer to the financial statements and footnotes thereto included in the Concrete Leveling Systems, Inc. Form 10-K filing for the period ended July 31, 2011. NOTE B - GOING CONCERN As shown in the financial statements, the Company incurred a net loss of $24,826 for the three months ended April 30, 2012, and has incurred substantial net losses since its inception. At April 30, 2012, current liabilities exceed current assets by $164,526. These factors raise substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue existence. 6
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Concrete Leveling Systems, Inc. ("CLS" or "The Company") became an operating company in 2009. As of April 30, 2012, CLS has no cash assets and has outstanding notes receivable from the sale of concrete leveling service units in the amount of $52,666. As of April 30, 2012, the Company was carrying inventory valued at $13,372. The Company's cash flow is currently not sufficient to maintain operations. However, the Company is receiving monthly payments from the self financed sale of its concrete leveling service units, which creates some cash flow for the Company. During the past quarter, CLS has been in serious discussions with several individuals to purchase concrete leveling service units. Management has received indications from potential purchasers that financing arrangements may be put into place during the current fiscal quarter. CLS's efforts in marketing its service units to the public have created national exposure for its products. The Company has determined that it must maintain an inventory of at least one (1) concrete leveling service unit in order to demonstrate its capabilities to potential customers. Over the past months, CLS has borrowed funds to fabricate a new unit, which will soon be completed. In the past, financing issues have prevented potential purchasers from buying a service unit, however, CLS has recently been able to locate a company that should be in the position to commence financing service unit purchases. In the event one or more purchase contracts are entered into, management believes that these units will be fabricated and sold by the end of the Company's fiscal year. CLS continues to have cash flow issues. As of April 30, 2012, it had total current liabilities of $202,091. The increase in the accounts payable over the Company's year end balance sheet is partially due to the Company seeking to fabricate a new service unit for inventory purposes. The Company did not sell any service units during the past quarter. It continues to experience negative income figures for the quarter, but is hopeful that with the commencement of the new season, interest in the service units will increase. There are no off balance sheet arrangements involving CLS at this time. Liquidity Issues. Since its inception, the Company has experienced continued need for additional liquidity in order to provide for operating expenses and to purchase components for the assembly of its product. The sale of concrete leveling units on credit created a small amount of cash flow to the Company during the quarter ended April 30, 2012. The amount received, however, is not sufficient to sustain operations of the Company and the Company has been accruing liabilities during the quarter. Capital Resources. CLS has made no material commitments for capital expenditures as of the end of its fiscal quarter ending April 30, 2012 and does not anticipate any immediate need for material capital expenditures over the next quarter. The major shareholder of the Company has lent funds to the Company during the past quarter in order to fabricate a concrete leveling service unit for sale. Result of Operations. During the three months ending April 30, 2012, CLS did not sell any concrete leveling service units. At present, the Company is negotiating for sales with two interested customers. The customers are waiting to view the service unit in operation, prior to making a purchase decision. The Company is currently completing fabrication of the service unit so it can be demonstrated to the potential purchasers. Management of the Company has located a potential financing source for its customers. At present, applications are being placed with the financing source by individuals interested in purchasing a concrete leveling service unit. The Company is hopeful that as the economy rebounds, credit will become more readily available, resulting in additional concrete leveling unit sales. 7
ITEM 4 - CONTROLS AND PROCEDURES Disclosure Controls and Procedures. Pursuant to Rule 13a-15(b) of the Securities Exchange Act of 1934 ("Exchange Act"), the Company carried out an evaluation, with the participation of the Company's management, which consists of the Company's Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the effectiveness of the Company's disclosure controls and procedures (as defined under Rule 13a-15(e) of the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Company concluded that the Company's disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time period specified by the United States Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to the Company's management, including the Company's CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure. Changes in Internal Control Over Financial Reporting. There are no changes in the Company's internal controls over financial reporting that occurred during the three months ended April 30, 2012 that have materially effected, or are reasonably likely to materially effect, the internal controls over financial reporting. PART II - OTHER INFORMATION ITEM 1 - LEGAL PROCEEDINGS To the best of its knowledge, management of CLS is not aware of any legal proceedings in which CLS is currently involved. ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS There were no unregistered sales of equity securities during this quarter. ITEM 3 - DEFAULTS UPON SENIOR SECURITIES There are no defaults upon any senior securities. ITEM 4 - MINE SAFETY DISCLOSURES Not Applicable. ITEM 5 - OTHER INFORMATION There are no items of information required to be disclosed pursuant to this item at this time. ITEM 6 - EXHIBITS A. The following are filed as Exhibits to this report. The numbers refer to the exhibit table of Item 601 of regulation S-K: Reference is hereby made to the exhibits contained in the registration statement (Form SB-2) filed by Concrete Leveling Systems, Inc. Exhibit 31.1 - Rule 13a-14(a)/15d-14(a) - Certification Exhibit 31.2 - Rule 13a-14(a)/15d-14(a) - Certification Exhibit 32 - Section 1350 - Certification Exhibit 101 - Interactive Data Files Pursuant to Rule 405 of Regulation S-T 8
SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CONCRETE LEVELING SYSTEMS, INC. Date: June 11, 2012 By: /s/ Edward A. Barth --------------------------------------------- Edward A. Barth, Principal Executive Officer Date: June 11, 2012 By: /s/ Suzanne I. Barth --------------------------------------------- Suzanne I. Barth, Principal Financial Officer