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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________
 
FORM 10-Q
_______________
 
(Mark One)
 
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended September 30, 2012
 
or
 
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______to______
 
PRACO CORPORATION
 (Exact name of registrant as specified in its charter)
 
Nevada
 
333-169802
 
27-1497347
(State or other jurisdiction of
incorporation or organization)
 
(Commission
File Number)
 
(I.R.S. Employee
Identification No.)

90122 Hoey Road
Chapel Hill, NC 27517
 (Address of principal executive offices and zip codes)
 _______________
 
(919) 889-9461
 (Registrants telephone number, including area code)
_______________

Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company filer. See definition of “large accelerated filer”, “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 (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). Yes x No o
 
Indicate the number of shares outstanding of each of the issuer’s classes of common stock: As of November 13, 2012, there were 6,902,500 shares, par value $0.0001 per share, of Common Stock issued and outstanding.
 


 
 
 
 
 
 
PRACO CORPORATION
QUARTERLY REPORT ON FORM 10-Q
FORM 10-Q
 
September 30, 2012
 
TABLE OF CONTENTS
 
PART I-- FINANCIAL INFORMATION
 
     
Item 1.
Financial Statements
3
     
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
4
     
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
6
     
Item 4.
Controls and Procedures
6
     
PART II--OTHER INFORMATION
 
     
Item 1.
Legal Proceedings
7
     
Item 1A.
Risk Factors
7
     
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
7
     
Item 3.
Defaults Upon Senior Securities
7
     
Item 4.
Mine Safety Disclosures
7
     
Item 5.
Other Information
7
     
Item 6.
Exhibits
8
     
SIGNATURE
9
 
 
2

 
 
ITEM 1. FINANCIAL STATEMENTS
 
PRACO CORPORATION
(F/K/A HUNT FOR TRAVEL, INC.)
(A DEVELOPMENT STAGE COMPANY)

CONTENTS
 
PAGE
F-1
CONDENSED BALANCE SHEETS AS OF SEPTEMBER 30, 2012  (UNAUDITED) AND  JUNE 30, 2012
     
PAGE
F-2
CONDENSED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2012 AND 2011, FOR THE PERIOD FROM DECEMBER 15, 2009 (INCEPTION) TO SEPTEMBER 30, 2012 (UNAUDITED)
     
PAGE
F-3
CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY/(DEFICIENCY)FOR THE PERIOD FROM DECEMBER 15, 2009 (INCEPTION) TO SEPTEMBER 30, 2012 (UNAUDITED)
     
PAGE
F-4
CONDENSED STATEMENTS OF CASH FLOWS FOR THE THREE MONHTS ENDED SEPTEMBER 30, 2012 AND 2011, FOR THE PERIOD FROM DECEMBER 15, 2009 (INCEPTION) TO SEPTEMBER 30, 2012 (UNAUDITED)
     
PAGES
  F-5 - F-11  
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
 
 
3

 
 
Praco Corporation
(f/k/a Hunt for  Travel, Inc.)
(A Development Stage Company)
Condensed Balance Sheets
 
   
September 30,
2012
   
June 30,
2012
 
   
(Unaudited)
       
ASSETS
 
             
Current Assets
           
Cash
  $ 12,667     $ 1,278  
Total Assets
  $ 12,667     $ 1,278  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIENCY)
 
                 
Current Liabilities
               
Accounts Payable
  $ 14,765     $ 6,701  
Notes Payable
    37,500       17,500  
Total  Liabilities
    52,265       24,201  
                 
Commitments and Contingencies (See Note 4)
               
                 
Stockholders' Equity/(Deficiency)
               
Preferred stock, $0.0001 par value; 5,000,000 shares authorized, none issued  and outstanding
    -       -  
Common stock, $0.0001 par value; 100,000,000 shares authorized, 6,902,500 and 6,897,500 shares issued and outstanding, respectively
    690       690  
Additional paid-in capital
    265,718       254,358  
Deficit accumulated during the development stage
    (306,006 )     (277,971 )
Total Stockholders' Equity/(Deficiency)
    (39,598 )     (22,923 )
                 
Total Liabilities and Stockholders' Equity/(Deficiency)
  $ 12,667     $ 1,278  
 
See accompanying notes to condensed unaudited financial statements
 
 
F-1

 
 
Praco Corporation
(f/k/a Hunt for  Travel, Inc.)
(A Development Stage Company)
Condensed Statements of Operations
(Unaudited)
 
   
For the Three Months Ended
September 30,
2012
   
For the Three Months Ended
September 30,
2011
   
For the period from December 15, 2009
(inception) to September 30,
2012
   
                     
Revenue
  $ -     $ 50     $ 1,251    
                           
Operating Expenses
                         
Professional fees
    24,665       25,025       263,505    
General and administrative
    3,309       4,080       43,083    
Total Operating Expenses
    27,974       29,105       306,588    
                           
Loss from Operations
    (27,974 )     (29,055 )     (305,337 )  
                           
Other Expense
                         
Interest Expense
    (61 )     -       (669 )  
                           
Total Other Income / (Expense) - net
    (61 )     -       (669 )  
                           
LOSS FROM OPERATIONS BEFORE INCOME TAXES
    (28,035 )     (29,055 )     (306,006 )  
                           
Provision for Income Taxes
    -       -       -    
                           
NET LOSS
  $ (28,035 )   $ (29,055 )   $ (306,006 )  
                           
Net Loss Per Share  - Basic and Diluted
  $ (0.00 )   $ (0.00 )          
                           
Weighted average number of shares outstanding during the period - Basic and Diluted
    6,900,027       6,887,500            
 
See accompanying notes to condensed unaudited financial statements
 
 
F-2

 
 
Praco Corporation
(f/k/a Hunt for  Travel, Inc.)
(A Development Stage Company)
Condensed Statement of Changes in Stockholders' Equity /(Deficiency)
For the period from December 15, 2009 (Inception) to September 30, 2012
(Unaudited)

   
Preferred Stock
   
Common stock
   
Additional
paid-in
   
Deficit
accumulated
during the
development
    Total
Stockholders'
Equity/
 
   
Shares
   
Amount
   
Shares
   
Amount
   
capital
   
stage
   
(Deficiency)
 
                                           
Balance December 15, 2009
    -     $ -       -     $ -     $ -     $ -     $ -  
                                                         
Common stock issued for services to founder ($0.0001 per share)
    -       -       4,000,000       400       -       -       400  
                                                         
Common stock issued for cash to founder ($0.0001 per share)
                    1,000,000        100        -       -       100  
                                                         
Common stock issued for cash ($0.10/ per share)
    -       -       1,865,000       187       186,313       -       186,500  
                                                         
Stock offering costs
    -       -       -       -       (13,500 )             (13,500 )
                                                         
In kind contribution of services
    -       -       -       -       2,800       -       2,800  
                                                         
Net loss for the period December 15, 2009 (inception) to June 30, 2010
    -       -       -       -       -       (34,895 )     (34,895 )
                                                         
Balance, June 30, 2010
    -       -       6,865,000       687       175,613       (34,895 )     141,405  
                                                         
Common stock issued for cash ($0.10/ per share)
    -       -       22,500       2       2,248       -       2,250  
                                                         
Stock offering costs
    -       -       -       -       (1,825 )     -       (1,825 )
                                                         
In kind contribution of services
    -       -       -       -       5,200       -       5,200  
                                                         
Net loss for the year ended June 30, 2011
    -       -       -       -       -       (128,229 )     (128,229 )
                                                         
Balance, June 30, 2011
    -       -       6,887,500       689       181,236       (163,124 )     18,801  
                                                         
In kind contribution of services and interest
    -       -       -       -       10,613       -       10,613  
                                                         
Payment of accounts payable, debt and interest by shareholders on Company's behalf
    -       -       -       -       52,510       -       52,510  
                                                         
Common stock issued for cash ($1.00/ per share)
    -       -       10,000       1       9,999       -       10,000  
                                                         
Net loss for the  year ended June 30, 2012
    -       -       -       -       -       (114,847 )     (114,847 )
                                                         
Balance, June 30, 2012
    -       -       6,897,500       690       254,358       (277,971 )     (22,923 )
                                                         
In kind contribution of services and interest
    -       -       -       -       1,360       -       1,360  
                                                         
Common stock issued for cash ($2/per share)
    -       -       5,000       -       10,000       -       10,000  
                                                         
Net loss for the three months ended
September 30, 2012
    -       -       -       -       -       (28,035 )     (28,035 )
                                                         
Balance, September 30, 2012
    -     $ -       6,902,500     $ 690     $ 265,718     $ (306,006 )   $ (39,598 )
 
See accompanying notes to condensed unaudited financial statements
 
 
F-3

 
 
Praco Corporation
(f/k/a Hunt for  Travel, Inc.)
(A Development Stage Company)
Condensed Statements of Cash Flows
(Unaudited)
 
   
For the Three Months Ended
September 30, 2012
   
For the Three Months Ended
September 30, 2011
   
For the period from December 15, 2009(inception) to September 30, 2012
 
Cash Flows Used in Operating Activities:
 
Net Loss
  $ (28,035 )   $ (29,055 )   $ (306,006 )
Adjustments to reconcile net loss to net cash used in operations
 
    In-kind contribution of services and interest
    1,360       1,300       19,974  
    Shares issued to founder for services
    -       -       400  
Changes in operating assets and liabilities:
                       
(Increase)/Decrease in accounts receivable
    -       -       -  
(Increase)/Decrease in prepaid expenses
    -       1,500       -  
Decrease/(Increase) in amounts due from customer
    -       3,106       -  
Increase in accounts payable and accrued expenses
    8,064       13,379       14,764  
Net Cash Used In Operating Activities
    (18,611 )     (9,770 )     (270,868 )
                         
Cash Flows From Financing Activities:
                       
Proceeds from a note payable - stockholder
    20,000       -       48,330  
Repayment of note payable - stockholder
    -       -       (10,830 )
Proceeds from issuance of common stock, net of offering costs
    10,000       -       193,525  
Contribution of capital by stockholders
    -       -       52,510  
Net Cash Provided by Financing Activities
    30,000       -       283,535  
                         
Net Increase (Decrease) in Cash
    11,389       (9,770 )     12,667  
                         
Cash at Beginning of Period
    1,278       11,182       -  
                         
Cash at End of Period
  $ 12,667     $ 1,412     $ 12,667  
                         
Supplemental disclosure of cash flow information:
 
                         
Cash paid for interest
  $ -     $ -     $ 195  
Cash paid for taxes
  $ -     $ -     $ -  
 
See accompanying notes to condensed unaudited financial statements
 
 
F-4

 
 
PRACO CORPORATION
(F/K/A HUNT FOR TRAVEL, INC.)
 (A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF SEPTEMBER 30, 2012
(UNAUDITED)
 
NOTE 1         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

(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 and the rules and regulations of the Securities and Exchange Commission for interim financial information.  Accordingly, they do not include all the information necessary for a comprehensive presentation of financial position and results of operations.

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

Hunt for Travel, Inc. (a development stage company) (the "Company") was incorporated in Nevada on December 15, 2009 to design and market enrichment excursions for U.S. travelers. The enrichment component of these trips can be educational, informational or experiential and is tailored to the travelers’ specific interests and tastes. Enrichment travel can also be referred to as adventure travel.

Effective February 21, 2012, the Company filed with the State of Nevada a Certificate of Amendment to the Articles of Incorporation changing the Company’s name from Hunt for Travel, Inc. to Praco Corporation.

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

(B) Use of Estimates

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

(C) Cash and Cash Equivalents

The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents.  At September 30, 2012 and June 30, 2012, the Company had no cash equivalents.
 
 
F-5

 
 
PRACO CORPORATION
(F/K/A HUNT FOR TRAVEL, INC.)
 (A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF SEPTEMBER 30, 2012
(UNAUDITED)
 
(D) Loss Per Share
 
Basic and diluted net loss per common share is computed based upon the weighted average common shares outstanding as defined by FASB ASC No. 260, “Earnings Per Share.”  As of September 30, 2012 and  September 30, 2011 there were no common share equivalents outstanding.

(E) Income Taxes

The Company accounts for income taxes under FASB Codification Topic 740-10-25 (“ASC 740-10-25”).  Under ASC 740-10-25, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  Under ASC 740-10-25, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

(F) Business Segments

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

(G) Accounts Receivable

Accounts receivable represents obligations from customers that are subject to normal collection terms.  The Company periodically evaluates the collectability of its accounts receivable and considers the need to adjust an allowance for doubtful accounts based upon historical collection experience and specific customer information. Actual amounts could vary from the recorded estimates. 

(H) Revenue Recognition

The Company will recognize revenue on arrangements in accordance with FASB ASC No. 605, “Revenue Recognition”.  In all cases, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured. The Company recognizes revenue derived from travel related transactions on the net basis when the Company is not the merchant of record and the prices and services are determined by and provided by third parties.
 
 
F-6

 

PRACO CORPORATION
(F/K/A HUNT FOR TRAVEL, INC.)
 (A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF SEPTEMBER 30, 2012
(UNAUDITED)
 
(I) Concentration of Credit Risk

For the three months ended September 30, 2011, 100% of sales earned were from one Customer.

(J) Fair Value of Financial Instruments
 
The carrying amounts on the Company’s financial instruments including accounts payable and note payable, approximate fair value due to the relatively short period to maturity for these instruments.

(K) Reclassification

Certain amounts from prior periods have been reclassified to conform to the current period presentation.

(L) Recent Accounting Pronouncements

In December 2011, FASB issued Accounting Standards Update 2011-11, Balance Sheet - Disclosures about Offsetting Assets and Liabilities” to enhance disclosure requirements relating to the offsetting of assets and liabilities on an entity's balance sheet. The update requires enhanced disclosures regarding assets and liabilities that are presented net or gross in the statement of financial position when the right of offset exists, or that are subject to an enforceable master netting arrangement. The new disclosure requirements relating to this update are retrospective and effective for annual and interim periods beginning on or after January 1, 2013. The update only requires additional disclosures, as such, we do not expect that the adoption of this standard will have a material impact on our results of operations, cash flows or financial condition.

In July 2012, FASB issued Accounting Standards Update 2012-01, Balance Sheet – Subtopic 954-430, Health Care Entities—Deferred Revenue, requires that a continuing care retirement community recognize a deferral of revenue when a contract between a continuing care retirement community and a resident stipulates that (1) a portion of the advanced fee is refundable if the contract holder’s unit is reoccupied by a subsequent resident, (2) the refund is limited to the proceeds of reoccupancy, and (3) the legal environment and the entity’s management policy and practice support the withholding of refunds under condition (2). Questions have arisen in practice about cases where the refund depends on reoccupancy. The objective of this Update is to clarify the reporting for refundable advance fees received by continuing care retirement communities. The amendments in this update are effective for fiscal periods beginning after December 15, 2013. Early adoption is permitted. The amendments in this Update should be applied retrospectively by recording a cumulative-effect adjustment to opening retained earnings (or unrestricted net assets) as of the beginning of the earliest period presented.
 
 
F-7

 
 
PRACO CORPORATION
(F/K/A HUNT FOR TRAVEL, INC.)
 (A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF SEPTEMBER 30, 2012
(UNAUDITED)
 
In July 2012, FASB issued Accounting Standards Update 2012-02, Balance Sheet- Intangibles- Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment is an Amendment to FASB Accounting Standards Update 2011-08.  The objective of the amendments in this Update is to reduce the cost and complexity of performing an impairment test for indefinite-lived intangible assets by simplifying how an entity tests those assets for impairment and to improve consistency in impairment testing guidance among long-lived asset categories. The amendments permit an entity first to assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test in accordance with Subtopic 350-30, Intangibles—Goodwill and Other—General Intangibles Other than Goodwill. The more-likely-than-not threshold is defined as having a likelihood of more than 50 percent.  The amendments are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted, including for annual and interim impairment tests performed as of a date before July 27, 2012, if a public entity’s financial statements for the most recent annual or interim period have not yet been issued or, for nonpublic entities, have not yet been made available for issuance.
 
NOTE 2         NOTE PAYABLE

On June 5, 2012 the Company received $9,000 from an unrelated party. Pursuant to the terms of the note, the note was non-interest bearing, unsecured and was due on demand. As of September 30, 2012, the Company recorded $202 as an in-kind contribution of interest (See Note 3(B)).

On June 25, 2012 the Company received $8,500 and on September 14, 2012 the Company received $20,000, from an unrelated party. Total balance due is $28,500. Pursuant to the terms of the note, the note was non-interest bearing, unsecured and was due on demand. As of September 30, 2012, the Company recorded $219 as an in-kind contribution of interest (See Note 3(B)).

During the year ended June 30, 2012, the Company received $10,830 from an unrelated party. Pursuant to the terms of the note, the note was non-interest bearing, unsecured and was due on demand.  As of June 30, 2012, a stockholder paid $10,830 of the note payable on the Company's behalf, which was recorded as an in kind contribution of capital (See Note 3(E)).   Interest of $232 was also recorded an in kind contribution (See Note 3(B)).
 
 
F-8

 
 
PRACO CORPORATION
(F/K/A HUNT FOR TRAVEL, INC.)
 (A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF SEPTEMBER 30, 2012
(UNAUDITED)
 
NOTE 3          STOCKHOLDERS’ EQUITY

(A) Common Stock Issued for Cash
 
On August 15, 2012, the Company issued 5,000 shares of common stock for $10,000 ($2/share).

For the year ended June 30, 2012, the Company issued 10,000 shares of common stock for $10,000 ($1/share).

For the year ended June 30, 2011, the Company issued 22,500 shares of common stock for $2,250 ($0.10/share) and paid $1,825 in offering costs.

For the year ended June 30, 2010, the Company issued 1,865,000 shares of common stock for $186,500($0.10/share) and paid $13,500 in offering costs.  The Company also issued 1,000,000 shares of common stock to its founder for $100 ($0.0001 per share) (See Note 5).

(B) In-Kind Contribution of services and interest

For the three months ended September 30, 2012, the Company recorded $60 as an in kind contribution of interest (See Note 2).

For the year ended June 30, 2012, the Company recorded $592 as an in kind contribution of interest (See Note 2).

For the three months ended September 30, 2012, shareholders of the Company contributed services having a fair value of $1,300 (See Note 5).

For the year ended June 30, 2012, shareholders of the Company contributed services having a fair value of $10,021 (See Note 5).

For the year ended June 30, 2011, a shareholder of the Company contributed services having a fair value of $5,200 (See Note 5).

For the year ended June 30, 2010, a shareholder of the Company contributed services having a fair value of $2,800 (See Note 5).

(C) Stock Issued for Services

On December 15, 2009, the Company issued 4,000,000 shares of common stock to its founder having a fair value of $400 ($0.0001/share) based on a recent cash price in exchange for services provided (See Note 5).
 
 
F-9

 
 
PRACO CORPORATION
(F/K/A HUNT FOR TRAVEL, INC.)
 (A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF SEPTEMBER 30, 2012
(UNAUDITED)
 
(D) Amendment to Articles of Incorporation

Effective February 21, 2012, the Company Amended its Certificate of Incorporation to change its name from Hunt for Travel, Inc. to Praco Corporation.

(E) Expenses paid on Company's behalf

For the year ended June 30, 2012, stockholders paid $52,510 of accounts payable, loans payable and accrued interest on the Company’s behalf, which was recorded as an in kind contribution of capital (See Note 5).
 
NOTE 4         COMMITMENTS

On February 8, 2010, the Company entered into a consulting agreement with Europa Capital Investments, LLC to receive administrative and other miscellaneous consulting services.  The Company is required to pay $5,000 a month.  The agreement is to remain in effect unless either party desired to cancel the agreement.  Effective March 1, 2012, the agreement was terminated but services were still provided as a contribution.

On April 1, 2012, the Company entered into a new consulting agreement with Europa Capital Investments, LLC for administrative and other miscellaneous services. The terms of the agreement remain the same as the prior agreement.
 
NOTE 5         RELATED PARTY TRANSACTIONS
 
For the three months ended September 30, 2012, shareholders of the Company contributed services having a fair value of $1,300 (See Note 3(B)).

For the year ended June 30, 2012, shareholders of the Company contributed services and in-kind interest having a fair value of $10,613 (See Note 3(B)).

During the year ended June 30, 2012, the principal stockholder paid $52,510 of accounts payable, loans payable and accrued interest on the Company’s behalf, which was recorded as an in kind contribution of capital (See Note 3(E)).

For the year ended June 30, 2011, a shareholder of the Company contributed services having a fair value of $5,200 (See Note 3(B)).

For the year ended June 30, 2010, a shareholder of the Company contributed services having a fair value of $2,800 (See Note 3(B)).

On December 19, 2009, the Company issued 5,000,000 shares of common stock to its founder having a fair value of $500 ($0.0001/share) in exchange for services and cash (See Note 3 (A) and 3 (C)).
 
 
F-10

 
 
PRACO CORPORATION
(F/K/A HUNT FOR TRAVEL, INC.)
 (A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF SEPTEMBER 30, 2012
(UNAUDITED)
 
NOTE 6         GOING CONCERN

As reflected in the accompanying condensed unaudited financial statements, the Company is in the development stage with minimal operations, used cash in operations of $270,868 from inception and has a net loss since inception of $306,006. The Company also has a working capital deficiency and stockholders’ deficiency of $39,598.  This raises substantial doubt about its ability to continue as a going concern.  The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan.  The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern.
 
 
F-11

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

Plan of Operations

The Company was incorporated on December 15, 2009 as Hunt for Travel, Inc. to design and market travel excursions featuring entertainment, adventure, intellectual stimulation and access to experts on topics related to the destinations they visit.  The Company is now a “shell company” as defined in Rule 12b-2 promulgated under the Exchange Act, as amended, as we have no operations.   Our current intention is to close the Exchange Agreement, as described below.  If the Exchange Agreement closes, we will, through our majority-owned subsidiaries, own and manage real estate around Philadelphia and the Delaware Valley.

On July 3, 2012, the Company entered into an exchange agreement (the “Exchange Agreement”) with Hawk Opportunity Fund, LP, a Delaware limited partnership (“Hawk”), Philly Residential Acquisition LP, a Pennsylvania limited partnership (“Philly”), Green Homes Real Estate, LP, a Pennsylvania limited partnership (“GH”), Nidus, LP, a Delaware limited partnership (“Nidus”), and several other related parties.  Pursuant to the Exchange Agreement, the Company will issue 3,100,000 shares of its common stock, par value $0.0001 per share, to Hawk, and in connection therewith, the Company will receive 89% of the aggregate equity interest of each of Philly, GH, and Nidus.

The closing of the Share Exchange Agreement (the “Closing”) is still subject to certain conditions such as the completion of an audit of Philly, GH, and Nidus, and the approval of the transaction from lenders, if necessary.  These conditions of Closing have not occurred and they may never be fulfilled, so the Exchange Agreement may never close.  As the Closing has not yet occurred, the Company has no interest in Philly, GH, Nidus, or any real estate at this time.
 
Philly, GP, and Nidus own and manage real estate around Philadelphia and the Delaware Valley.  Together these entities own approximately 225 separate properties with a current aggregate market value of approximately $15 million.  These are primarily comprised of residential rental units which provide a steady stream of income.

If and when the Exchange Agreement closes, the Company will be the majority-owner and assume the operations of each of Philly, GP, and Nidus. Through these majority-owned subsidiaries, the Company will own and manage real estate around Philadelphia and the Delaware Valley. The Company no longer operates in the travel industry sector.

Limited Operating History
 
We have generated no independent financial history and have not previously demonstrated that we will be able to expand our business. Our business is subject to risks inherent in growing an enterprise, including limited capital resources and possible rejection of our business model and/or sales methods.
 
For the three Months Ended September 30, 2012 compared to the three Months Ended September 30, 2011
 
Results of Operations
 
For the three ended September 30, 2012, we had $0 in revenue and for the three months ended September 30, 2011 we had $50 in revenue. Operating expenses for the three months ended September 30, 2012 totaled $27,974 and $29,105 for September 30, 2011, resulting in a net loss equal to $28,035 and $29,055, respectively.
 
 
4

 
 
Capital Resources and Liquidity
 
As of September 30, 2012 we had $12,667 cash on hand.
 
The Company does not anticipate generating any revenues until it closes the Exchange Agreement.  After the Closing, if the Closing occurs, the Company will re-position itself as an owner and manager of real estate.  At such time, the Company anticipates that it will generate revenues through rental income from the real property owned by its future majority-owned subsidiaries.
 
We believe that our expenses will be very limited until the Closing and that we will have enough cash to support our daily operations until that time. However, if the Share Exchange Agreement is never consummated, we may have difficulty continuing our daily operations.  Should this occur, we will attempt to combine with another entity.  If this is not possible, we may be forced to suspend or cease operations.

The foregoing represents our best estimate of our cash needs based on current planning and business conditions. We anticipate that depending on market conditions and our plan of operations, we may incur operating losses in the foreseeable future. Therefore, our auditors have raised substantial doubt about our ability to continue as a going concern.
 
Our liquidity may be negatively impacted by the significant costs associated with our public company reporting requirements, costs associated with newly applicable corporate governance requirements, including requirements under the Sarbanes-Oxley Act of 2002 and other rules implemented by the Securities and Exchange Commission. We expect all of these applicable rules and regulations to significantly increase our legal and financial compliance costs and to make some activities more time consuming and costly.

The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan, in particular effecting the Closing. The Company has a working capital deficiency and stockholders’ deficiency of $39,598.  We anticipate that we may incur operating losses in the foreseeable future. Therefore, our auditors have raised substantial doubt about our ability to continue as a going concern.
 
Critical Accounting Policies

Use of Estimates

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

Loss Per Share

Basic and diluted net loss per common share is computed based upon the weighted average common shares outstanding as defined by FASB Accounting Standards Codification Topic 260, “Earnings Per Share.” As of September 30, 2012 and 2011, there were no common share equivalents outstanding.

Income Taxes

The Company accounts for income taxes under FASB Codification Topic 740-10-25 (“ASC 740-10-25”).  Under ASC 740-10-25, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  Under ASC 740-10-25, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.
 
 
5

 
 
Fair Value of Financial Instruments

The carrying amounts reported in the balance sheets for accounts payable and notes payable approximate fair value based on the short-term maturity of these instruments.

Recent Accounting Pronouncements

In December 2011, FASB issued Accounting Standards Update 2011-11, Balance Sheet - Disclosures about Offsetting Assets and Liabilities” to enhance disclosure requirements relating to the offsetting of assets and liabilities on an entity's balance sheet. The update requires enhanced disclosures regarding assets and liabilities that are presented net or gross in the statement of financial position when the right of offset exists, or that are subject to an enforceable master netting arrangement. The new disclosure requirements relating to this update are retrospective and effective for annual and interim periods beginning on or after January 1, 2013. The update only requires additional disclosures, as such, we do not expect that the adoption of this standard will have a material impact on our results of operations, cash flows or financial condition.

In July 2012, FASB issued Accounting Standards Update 2012-01, Balance Sheet – Subtopic 954-430, Health Care Entities—Deferred Revenue, requires that a continuing care retirement community recognize a deferral of revenue when a contract between a continuing care retirement community and a resident stipulates that (1) a portion of the advanced fee is refundable if the contract holder’s unit is reoccupied by a subsequent resident, (2) the refund is limited to the proceeds of reoccupancy, and (3) the legal environment and the entity’s management policy and practice support the withholding of refunds under condition (2). Questions have arisen in practice about cases where the refund depends on reoccupancy. The objective of this Update is to clarify the reporting for refundable advance fees received by continuing care retirement communities. The amendments in this update are effective for fiscal periods beginning after December 15, 2013. Early adoption is permitted. The amendments in this Update should be applied retrospectively by recording a cumulative-effect adjustment to opening retained earnings (or unrestricted net assets) as of the beginning of the earliest period presented.

In July 2012, FASB issued Accounting Standards Update 2012-02, Balance Sheet- Intangibles- Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment is an Amendment to FASB Accounting Standards Update 2011-08.  The objective of the amendments in this Update is to reduce the cost and complexity of performing an impairment test for indefinite-lived intangible assets by simplifying how an entity tests those assets for impairment and to improve consistency in impairment testing guidance among long-lived asset categories. The amendments permit an entity first to assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test in accordance with Subtopic 350-30, Intangibles—Goodwill and Other—General Intangibles Other than Goodwill. The more-likely-than-not threshold is defined as having a likelihood of more than 50 percent.  The amendments are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted, including for annual and interim impairment tests performed as of a date before July 27, 2012, if a public entity’s financial statements for the most recent annual or interim period have not yet been issued or, for nonpublic entities, have not yet been made available for issuance.

Off-Balance Sheet Arrangements
 
We have no off-balance sheet arrangements.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
 
Not applicable to smaller reporting companies.
 
ITEM 4.  CONTROLS AND PROCEDURES
 
a)   Evaluation of Disclosure Controls. Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”), the Company carried out an evaluation, with the participation of the Company’s management, including the Company’s Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) (the Company’s principal financial and accounting officer), of the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures are effective to ensure that disclosures by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.
 
(b)   Changes in internal control over financial reporting. There have been no changes in our internal control over financial reporting that occurred during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. 
 
 
6

 
 
PART II - OTHER INFORMATION
 
ITEM 1.  LEGAL PROCEEDINGS
 
We are currently not involved in any litigation that we believe could have a material adverse effect on our financial condition or results of operations. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our company or any of our subsidiaries, threatened against or affecting our company, our common stock, any of our subsidiaries or of our companies or our subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.
 
ITEM 1A.  RISK FACTORS  

Smaller reporting companies are not required to provide the information required by this item.

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
  
On August 15, 2012, the Company sold 5,000 shares of common stock to an investor for $10,000, pursuant to a subscription agreement.  The securities were offered and sold pursuant to an exemption from the registration requirements under Section 4(2) of the Securities Act of 1933, as amended and Rule 506 of Regulation D promulgated thereunder since, among other things, the transaction did not involve a public offering and the securities were acquired for investment purposes only and not with a view to or for sale in connection with any distribution thereof.
 
ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
 
None

ITEM 4.  MINE SAFETY DISCLOSURES
 
The Company is not required to provide disclosures required by this Item.
 
ITEM 5.  OTHER INFORMATION
 
None
 
 
7

 
 
ITEM 6.  EXHIBITS

(a) 
Exhibits
 
31.1*
Certification of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1+ 
Certification of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 
101.INS **
XBRL Instance Document
101.SCH **
XBRL Taxonomy Schema
101.CAL **
XBRL Taxonomy Calculation Linkbase
101.DEF **
XBRL Taxonomy Definition Linkbase
101.LAB **
XBRL Taxonomy Label Linkbase
101.PRE **
XBRL Taxonomy Presentation Linkbase
 
* Filed herewith
+ In accordance with the SEC Release 33-8238, deemed being furnished and not filed. 
** Furnished herewith. XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
 
 
8

 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
PRACO CORPORATION
   
Date: November 13, 2012
By:  
/s/ Carolyn Hunter
   
Carolyn Hunter
   
President and Chief Financial Officer
(Principal Executive Officer and
Principal Financial and
Accounting Officer)