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                     U.S. 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 November 30, 2012

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

    For the transition period from ____________ to ____________

                         Commission File No. 333-165391


                                EARN-A-CAR, INC.
                 (Name of small business issuer in its charter)

                                     Nevada
         (State or other jurisdiction of incorporation or organization)

       Office 1 The Falls Centre, Corner Great North and Webb, Northmead,
                            Benoni 1522, South Africa
                    (Address of principal executive offices)

                                +27 011-425-1666
                           (Issuer's telephone number)

Securities registered pursuant to                      Name of each exchange on
   Section 12(b) of the Act:                               which registered:
   -------------------------                               -----------------
            None                                                 NA

          Securities registered pursuant to Section 12(g) of the Act:
                            Common Stock, $0.0000001

Indicate by checkmark whether the issuer: (1) has 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 filed, an
accelerated filer, a non-accelerated filer, or a smaller reporting company.

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

Indicate by checkmark 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. N/A

Indicate by checkmark whether the issuer has filed all documents and reports
required to be filed by Section 12, 13 and 15(d) of the Securities Exchange Act
of 1934 after the distribution of securities under a plan confirmed by a court.
Yes [ ] No [ ]

Applicable Only to Corporate Registrants

The number of shares outstanding of each of the issuer's common stock, as of
January 8, 2013 was 112,250,000

PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS EARN-A-CAR, INC. (Formerly Victoria Internet Services, Inc.) BALANCE SHEETS (unaudited) NOVEMBER 30, 2012 AND FEBRUARY 29, 2012 November 30, February 29, 2012 2012 ------------ ------------ ASSETS Current Assets Cash and cash equivalents $ 791,103 $ 171,354 Receivables, net 591,533 99,721 ------------ ------------ Total Current Assets 1,382,636 271,075 ------------ ------------ Property and equipment, net 27,368 14,242 ------------ ------------ Revenue-earning vehicles, net 4,408,459 2,982,060 ------------ ------------ Other Assets Loans to shareholders 0 0 Loan receivable 18,032 15,312 ------------ ------------ Total Other Assets 18,032 15,312 ------------ ------------ TOTAL ASSETS $ 5,836,495 $ 3,282,689 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES Current Liabilities Accounts payable $ 329,326 $ 292,447 Accrued expenses 17,100 51,747 Current portion of leases payable 453,116 593,533 Current portion of loans payable 710,736 152,243 ------------ ------------ Total Current Liabilities 1,510,278 1,089,970 ------------ ------------ Long-term Debt Loans from shareholders 0 1,000 Leases payable 762,324 741,582 Loans payable 2,361,753 726,808 ------------ ------------ Total Long-term Debt 3,124,077 1,469,390 ------------ ------------ Total Liabilities 4,634,355 2,559,360 ------------ ------------ Stockholders' Equity Common stock, $0.0000001 par value, 250,000,000 shares authorized, 112,250,000 and 112,250,000 shares issued and outstanding, respectively 11 11 Additional paid in capital 5,423 5,423 Accumulated other comprehensive (loss) (201,296) (35,278) Retained earnings 1,398,002 753,173 ------------ ------------ Total Stockholders' Equity 1,202,140 723,329 ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 5,836,495 $ 3,282,689 ============ ============ See accompanying notes to financial statements. 2
EARN-A-CAR, INC. (formerly Victoria Internet Services, Inc.) STATEMENTS OF OPERATIONS (unaudited) FOR THE THREE AND NINE MONTHS ENDED NOVEMBER 30, 2012 AND 2011 For the For the For the For the three months three months nine months nine months ended ended ended ended November 30, November 30, November 30, November 30, 2012 2011 2012 2011 ------------ ------------ ------------ ------------ Revenues Vehicle rentals $ 1,049,340 $ 640,583 $ 2,802,702 $ 1,870,343 Other 2,076 1,979 5,464 8,579 ------------ ------------ ------------ ------------ Total Revenues 1,051,416 642,562 2,808,166 1,878,922 ------------ ------------ ------------ ------------ Expenses Direct vehicle and operating 277,377 203,293 972,885 713,157 Vehicle depreciation and lease charges 284,613 155,913 665,290 452,466 Selling, general and administrative 142,857 107,486 355,374 306,011 Interest expense 85,411 58,587 185,847 136,199 ------------ ------------ ------------ ------------ Total Expenses 790,258 525,279 2,179,296 1,607,833 ------------ ------------ ------------ ------------ Operating Income 261,158 117,283 628,770 271,089 ------------ ------------ ------------ ------------ Other Income (Expense) Interest income 2,380 47 21,268 48 Gain / (loss) from asset disposal (6,056) 0 (5,209) 0 ------------ ------------ ------------ ------------ Total other income (expense) (3,676) 47 16,059 48 ------------ ------------ ------------ ------------ Net Income Before Provision for Income Taxes 257,482 117,330 644,829 271,137 Provision for Income Taxes 0 0 0 0 ------------ ------------ ------------ ------------ Net Income $ 257,482 $ 117,330 $ 644,829 $ 271,137 ============ ============ ============ ============ Earnings per Share $ 0.00 $ 0.00 $ 0.01 $ 0.01 ============ ============ ============ ============ Weighted Average Common Shares Outstanding 112,250,000 44,951,923 112,250,000 18,003,000 ============ ============ ============ ============ See accompanying notes to financial statements. 3
EARN-A-CAR, INC. (Formerly Victoria Internet Services, Inc.) STATEMENTS OF OTHER COMPREHENSIVE INCOME (LOSS) (unaudited) FOR THE THREE AND NINE MONTHS ENDED NOVEMBER 30, 2012 AND NOVEMBER 30, 2011 For the For the For the For the three months three months nine months nine months ended ended ended ended November 30, November 30, November 30, November 30, 2012 2011 2012 2011 ---------- ---------- ---------- ---------- Net Income $ 257,482 $ 117,330 $ 644,829 $ 271,137 ---------- ---------- ---------- ---------- Foreign Currency Translation Change in cumulative translation adjustment (56,824) (98,358) (166,018) (94,618) ---------- ---------- ---------- ---------- Total $ (56,824) $ (98,358) $ (166,018) $ (94,618) ========== ========== ========== ========== See accompanying notes to financial statements. 4
EARN-A-CAR, INC. (Formerly Victoria Internet Services, Inc.) STATEMENT OF STOCKHOLDERS' EQUITY (unaudited) AS OF NOVEMBER 30, 2012 Accumulated Common stock Other Retained -------------------- Paid in Comprehensive Earnings Shares Amount Capital Income (Loss) (Deficit) Total ------ ------ ------- ------------- --------- ----- Balance February 28, 2009 100 $ 10 $ -- $ 29,931 $ (229,369) $ (199,428) (Loss) on currency translation -- -- -- (41,796) -- (41,796) Net earnings -- -- -- -- 266,416 266,416 ----------- ------- ------- ---------- ---------- ---------- Balance February 28, 2010 100 10 -- (11,865) 37,047 25,192 Common stock issued for cash at par 400 50 -- -- -- 50 Gain on currency translation -- -- -- 6,073 -- 6,073 Net earnings -- -- -- -- 400,720 400,720 ----------- ------- ------- ---------- ---------- ---------- Balance, February 28, 2011 500 60 -- (5,792) 437,767 432,035 (Loss) on currency translation -- -- -- (29,486) -- (29,486) Reorganization adjustment 233,749,500 (35) 5,409 -- -- 5,374 Cancellation of stock-former CEO (121,500,000) (14) 14 -- -- -- Net income -- -- -- -- 315,406 315,406 ----------- ------- ------- ---------- ---------- ---------- Balance, February 29, 2012 112,250,000 11 5,423 (35,278) 753,173 723,329 (Loss) on currency translation -- -- -- (166,018) -- (166,018) Net income -- -- -- -- 644,829 644,829 ----------- ------- ------- ---------- ---------- ---------- Balance, November 30, 2012 112,250,000 $ 11 $ 5,423 $ (201,296) $1,398,002 $1,202,140 =========== ======= ======= ========== ========== ========== See accompanying notes to financial statements. 5
EARN-A-CAR, INC. (Formerly Victoria Internet Services, Inc.) STATEMENTS OF CASH FLOWS (unaudited) FOR THE NINE MONTHS ENDED NOVEMBER 30, 2012 AND NOVEMBER 30, 2011 For the For the nine months nine months ended ended November 30, November 30, 2012 2011 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES Net income and other comprehensive income $ 644,829 $ 271,137 Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: Change in cumulative translation adjustment (166,018) (94,618) Depreciation 665,290 452,466 Net (Gain) losses from disposition of revenue-earning vehicles 5,209 17,569 Change in Assets and Liabilities: (Increase) decrease in receivables (491,812) (2,330) Increase (decrease) in accounts payables 36,879 (46,554) Increase (decrease) in accrued expenses (34,647) (844) ------------ ------------ CASH FLOWS PROVIDED BY OPERATING ACTIVITIES 659,730 596,826 ------------ ------------ CASH FLOWS FROM INVESTING ACTIVITIES Revenue-earning vehicles: Purchases (2,137,593) (610,280) Proceeds from sales 40,695 0 Property, equipment and software: Purchases (13,126) (1,108) Loans (extended) collected (2,720) (175,344) ------------ ------------ CASH FLOWS PROVIDED USED) BY INVESTING ACTIVITIES (2,112,744) (786,732) ------------ ------------ CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from (Payments on) leases payable (net) (119,675) 471,943 Proceeds from (Payments on) loans payable (net) 2,193,438 (89,022) Proceeds from (Payments on) shareholder loans (net) (1,000) (97,879) ------------ ------------ CASH FLOWS PROVIDED (USED) BY FINANCING ACTIVITIES 2,072,763 285,042 ------------ ------------ NET (DECREASE) IN CASH AND CASH EQUIVALENTS 619,749 95,136 Cash, beginning of period 171,354 69,480 ------------ ------------ Cash, end of period $ 791,103 $ 164,616 ============ ============ SUPPLEMENTAL CASH FLOW INFORMATION: Cash paid for interest $ 185,847 $ 136,199 ============ ============ Cash paid for income taxes $ 0 $ 0 ============ ============ See accompanying notes to financial statements. 6
EARN-A-CAR, INC. (Formerly Victoria Internet Services, Inc.) NOTES TO FINANCIAL STATEMENTS NOVEMBER 30, 2012 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Business - Earn-A-Car, Inc. (formerly Victoria Internet Services, Inc.) was incorporated in the State of Nevada on October 9, 2009. The company was organized to operate as an online tax preparation service in the North American market. On December 7, 2011, prior to commencing those operations, the company has opted to change its business focus to the daily rental of vehicles in the South African market. On December 7, 2011, a simultaneous execution and closing was held under an Agreement and Plan of Reorganization (the Plan"), by and among Victoria Internet Services, Inc. (the "Company" "us" "we" ), Leon Golden (our then principal shareholder) ("Golden") and Earn-A-Car (PTY), LTD., a corporation organized under the laws of the Republic of South Africa ("EAC") and Depassez Investments Ltd, a Seychelles corporation ("DPL"), owned by Graeme Hardie (our new principal shareholder) ("Hardie"). Under the Plan DPL acquired 78,500,000 shares of our common stock from Golden for $150,000 and the balance of Golden's 205,000,000 shares were submitted to the transfer agent for cancellation and DPI contributed all of the shares of EAC to the Company so that EAC became a wholly owned subsidiary of the Company and the business of the Company is now the business of EAC. Mr. Golden also resigned as an officer and director of the Company and John Storey ("Storey") and Hardie were elected as directors and Storey was appointed CEO and President with Hardie being appointed Chairman of the board. On February 10, 2012 the Company filed an amendment with the Secretary of State for Nevada to gain permission to change its name from Victoria Internet Services, Inc. to Earn-A-Car, Inc. In conjunction with the name change the Company also filed to have a new symbol on the Over The Counter Bulletin Board (OTCBB). As of March 8, 2012 the Company no longer is listed with the symbol VRIS, and is now listed on the OTCBB as EACR. Earn-A-Car (PTY) LTD - The wholly owned subsidiary was incorporated in South Africa on July 2, 2005, and is primarily engaged in the business of the daily rental of vehicles to business and leisure customers through company-owned stores in the country of South Africa. On July 18, 2011, its name was changed from "EasyCars Rental and Sales (PTY) Ltd." to "Earn-A-Car (PTY) Ltd.". Earn-A-Car Assets (Pty) LTD. - The wholly owned subsidiary was incorporated in South Africa on August 8, 2011 under the name Civiwize (Pty) Ltd. Currently the name is in the process of being changed to Earn-A-Car Assets (Pty) Ltd. This company operates as the holding company for all vehicles purchased using specific bank funding and will lease those vehicles solely to the parent company. Basis of Presentation- The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and are presented in U.S. Dollars. In the opinion of management, all adjustments necessary in order for the financial statements to be not misleading have been reflected herein. The Company has selected a February 28 year end. Estimates - The preparation of the Company's consolidated 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 and disclosures in the consolidated financial statements. Actual results could differ materially from those estimates. Cash and Cash Equivalents - Cash and cash equivalents include cash on hand and on deposit, including highly liquid investments with initial maturities of three months or less. At November 30, 2012 and February 29, 2012 the Company had $791,103 and $171,354 in cash and cash equivalents, respectively. 7
EARN-A-CAR, INC. (Formerly Victoria Internet Services, Inc.) NOTES TO FINANCIAL STATEMENTS NOVEMBER 30, 2012 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Allowance for Doubtful Accounts - An allowance for doubtful accounts is generally established during the period in which receivables are recorded. The allowance is maintained at a level deemed appropriate based on loss experience and other factors affecting collectability. As at November 30, 2012 and February 29, 2012 the Company had $228,627 and $264,189 in impaired receivables, respectively. The allowance for these impaired receivables was $164,295 for fiscal year ended February 29, 2012. Financing Issue Costs - Financing issue costs related to vehicle debt are deferred and amortized to interest expense over the term of the related debt using the effective interest method. Receivables and Payables- Trade receivables and payables are measured at initial recognition at fair value, and are subsequently measured using the effective interest rate method of valuation. Appropriate allowances for estimated uncollectible receivable balances are recognized in profit or loss when there is evidence of impairment. Revenue-Earning Vehicles and Related Vehicle Depreciation Expense - Revenue-earning vehicles are stated at cost, net of related discounts. The Company must estimate what the residual values of these vehicles will be at the expected time of disposal to determine monthly depreciation rates. The estimation of residual values requires the Company to make assumptions regarding the age and mileage of the car at the time of disposal, as well as the general used vehicle auction market. The Company evaluates estimated residual values periodically, and adjusts depreciation rates accordingly, on a prospective basis. Differences between actual residual values and those estimated by the Company result in a gain or loss on disposal and are recorded as an adjustment to depreciation expense. Actual timing of disposal either shorter or longer than the life used for depreciation purposes could result in a loss or gain on sale. Generally, the average holding term for vehicles is approximately 7 years. Property and Equipment - Property and equipment are recorded at cost and are depreciated using principally the straight-line method over the estimated useful lives of the related assets. Estimated useful lives generally range from ten to thirty years for buildings and improvements and two to seven years for furniture and equipment. Leasehold improvements are amortized over the estimated useful lives of the related assets or leases, whichever is shorter. The average useful lives of fixed assets are as follows: Motor vehicles 6 years Computer equipment 3 years Computer software 2 years Leased assets - motor vehicles 6 years Long-Lived Assets - The Company reviews the value of long-lived assets, including software, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable based upon estimated future cash flows and records an impairment charge, equaling the excess of the carrying value over the estimated fair value, if the carrying value exceeds estimated future cash flows. Foreign Currency Translation - The Company's functional currency is the South African Rand, the translation into US dollars is the presentation bases of these financial statements. Foreign assets and liabilities are translated using the exchange rate in effect at the balance sheet date, and results of operations are translated using an average rate for the period. Translation adjustments are accumulated and reported as a component of accumulated other comprehensive income or loss. 8
EARN-A-CAR, INC. (Formerly Victoria Internet Services, Inc.) NOTES TO FINANCIAL STATEMENTS NOVEMBER 30, 2012 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Revenue Recognition - Revenues from vehicle rentals are recognized as earned on a daily basis under the related rental contracts with customers. We also charge upfront administrative fees, which are non-refundable and fully earned at inception of the rental period, and which are recorded as income at the start of the rental period which is month to month. Advertising Costs - Advertising costs are primarily expensed as incurred. During the nine months ended November 30, 2012 and November 30, 2011, the Company incurred advertising expense of $66,802 and $9,714, respectively. Income Taxes - The Company has provided for income taxes on its separate taxable income or loss and other tax attributes. Deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of the Company's assets and liabilities. The Company has no tax liability in the United States. Earnings Per Share - Basic earnings per share ("EPS") is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted EPS is based on the combined weighted average number of common shares and common share equivalents outstanding which include, where appropriate, the assumed exercise of options. There were no such common stock equivalents outstanding at November 30, 2012. Earnings per share and weighted average shares outstanding as of November 30, 2011 have been adjusted in these financial statements to reflect the November 14, 2011 stock split. Other Comprehensive Income (Loss) - Comprehensive income (loss) consists of net income (loss) and other gains and losses affecting stockholder's equity that, under GAAP, are excluded from net income (loss), including foreign currency translation adjustments, gains and losses related to certain derivative contracts, and gains or losses, prior service costs or credits, and transition assets or obligations associated with pension or other postretirement benefits that have not been recognized as components of net periodic benefit cost. Stock-Based Compensation- Stock-based compensation is accounted for at fair value in accordance with SFAS No. 123 and 123 (R) (ASC 718). To date, the Company has not adopted a stock option plan and has not granted any stock options. New Accounting Standards - The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company's results of operations, financial position or cash flow. 2. REVENUE-EARNING VEHICLES Revenue-earning vehicles consist of the following: November 30, February 29, 2012 2012 ------------ ------------ Revenue-earning vehicles $ 5,675,646 $ 4,028,709 Less accumulated depreciation (1,267,187) (1,046,649) ------------ ------------ $ 4,408,459 $ 2,982,060 ============ ============ Rent expense for vehicles leased under operating leases was $0 and $0 for the nine months ending November 30, 2012 and November 30, 2011, respectively, and is included in vehicle depreciation and lease charges, net. 9
EARN-A-CAR, INC. (Formerly Victoria Internet Services, Inc.) NOTES TO FINANCIAL STATEMENTS NOVEMBER 30, 2012 3. PROPERTY AND EQUIPMENT Major classes of property and equipment consist of the following: November 30, February 29, 2012 2012 ------------ ------------ Computer equipment $ 30,379 $ 17,757 Computer software 4,840 5,649 ------------ ------------ 35,219 23,406 Less accumulated depreciation (7,851) (9,164) ------------ ------------ $ 27,368 $ 14,242 ============ ============ During the nine months ended November 30, 2012 and 2011, the Company recorded no provisions for the impairment of assets. 4. LOANS RECEIVABLE At November 30, 2012 and February 29, 2012, the Company has a receivable due under a settlement agreement with a former employee with a balance of $18,032 and $15,312, respectively. This loan is to be repaid with interest of 10% in 48 equal installments of about $425; the payments began in March, 2011. 10
EARN-A-CAR, INC. (Formerly Victoria Internet Services, Inc.) NOTES TO FINANCIAL STATEMENTS NOVEMBER 30, 2012 5. DEBT AND OTHER OBLIGATIONS Debt and other obligations consist of the following: November 30, February 29, 2012 2012 ---------- ---------- Loan payable - individual - unsecured, interest bearing, $ 22,744 $ 26,546 no fixed repayment terms Loan payable - individual - unsecured, interest bearing, no fixed repayment terms 11,372 -- Loan payable - individual - unsecured, interest bearing, no fixed repayment terms 56,859 66,366 Loan payable - individual - unsecured, interest bearing, no fixed repayment terms 43,781 90,257 Loan payable - individual - unsecured, interest bearing, no fixed repayment terms 71,795 104,373 Loan payable - other - unsecured, interest bearing, no fixed repayment terms 204,317 252,488 Loan payable - bank- Secured by company vehicles, bearing an interest rate of JIBAR plus 5% per annum, payable in quarterly installments beginning 9/30/12 2,606,034 -- Loan payable - Jay & Jayendra (Pty) Ltd. Secured by company vehicles, bearing an interest rate of the prime rate, payable within 12 months -- 159,278 Loan payable - other - unsecured, 2% per month interest, repayable within 60 days after year end, subject to default immediate repayment stipulation -- 119,458 Loan payable - other - unsecured, interest bearing, no fixed repayment terms 28,087 60,285 Loan payable- other- from EAC Inc per trial balance PBC 27,500 0 ---------- ---------- Total $3,072,489 $ 879,051 Current portion of loans payable 710,736 152,243 ---------- ---------- Long-term portion of loans payable $2,361,753 $ 726,808 ========== ========== 11
EARN-A-CAR, INC. (Formerly Victoria Internet Services, Inc.) NOTES TO FINANCIAL STATEMENTS NOVEMBER 30, 2012 5. DEBT AND OTHER OBLIGATIONS (continued) Expected maturities of debt and other obligations outstanding at November 30, 2012 are as follows: Loan Amounts Lease Amounts Total ------------ ------------- ---------- Year ending November 30, 2013 $ 710,736 $ 453,116 $1,163,852 Year ending November 30, 2014 975,147 362,987 1,338,134 Year ending November 30, 2015 947,648 291,215 1,238,863 Year ending November 30, 2016 -- 108,122 108,122 Year ending November 30, 2017 -- -- -- Thereafter 438,958 -- 438,958 ---------- ---------- ---------- Total $3,072,489 $1,215,440 $4,287,929 ========== ========== ========== Installment sales and lease contracts are secured by installment sales and finance lease agreements over revenue generating vehicles, having 2012 carrying values of $1,961,559 and $370,640 respectively. These installment sales and lease contracts are repayable in monthly installments for 2012 of $16,704 and $1,115 respectively. 6. PROVISION FOR INCOME TAXES The Company has no obligation for any federal or state income taxes in the United States. Further, no provision has been made for taxes in South Africa, which has a corporate income tax rate of 28%, for the years ended February 29, 2012 and February 28, 2011 because the taxable losses and loss carryovers exceed the income in those years. At February 29, 2012 and February 28, 2011, respectively, the Company had net losses of approximately $379,175 and $431,567 available in South Africa that can be carried forward to offset future taxable income. Due to the uncertainty of future taxable income, the Company has recorded a valuation allowance of 100% of the deferred tax asset, so that our deferred tax asset at both November 30, 2012 and February 29, 2012 was $0. 7. EQUITY On November 14, 2011 the Company filed a certificate of amendment to the articles of incorporation which caused a 50 for 1 forward common stock split and an increase in authorized common shares to 250,000,000. On January 19, 2012 the Company cancelled 121,500,000 shares of common stock that were held by Leon Golden, the former owner of Victoria Internet Services, Inc. As of November 30, 2012 and February 29, 2012 there were 112,250,000 and 112,250,000 common shares outstanding, respectively. The Company is authorized to issue 20,000,000 preferred shares of stock. As of November 30, 2012 and February 29, 2012 there were no (0) shares outstanding. 8. COMMITMENTS AND CONTINGENCIES OPERATING LEASES The Company operates from various leased premises under operating leases with terms up to 5 years. Some of the leases contain renewal options. No contingent rent is payable. 12
EARN-A-CAR, INC. (Formerly Victoria Internet Services, Inc.) NOTES TO FINANCIAL STATEMENTS NOVEMBER 30, 2012 Expenses incurred under operating leases for the period were as follows: November 30, February 29, 2012 2012 -------- -------- Operating leases: Premises $ 45,108 $ 6,487 Motor vehicles -- 6,965 -------- -------- $ 45,108 $ 13,452 ======== ======== 8. COMMITMENTS AND CONTINGENCIES (CONTINUED) Future minimum rentals and fees under non-cancelable operating leases for the 12 month periods are presented in the following table: November 30, 2013 $65,633 November 30, 2014 $65.633 November 30, 2015 $65,633 November 30, 2016 $65,633 November 30, 2017 $65,633 At November 30, 2012, the Company had no outstanding vehicle purchase commitments over the next twelve months. 9. RELATED PARTY TRANSACTIONS The Company engages in activities with parties who hold ownership in the Company. The Company borrows funds from related parties and pays consulting fees to related parties. The related party transactions are as follows: November 30, February 29, 2012 2012 -------- -------- Loans payable to shareholders: Cobalt Capital (Pty) Ltd. $ 0 $ 0 G. Yannakopoulos 0 0 G. Hardie 0 1,000 -------- -------- Total loans payable to related parties $ 0 $ 1,000 ======== ======== Loans receivable from shareholders Cobalt Capital (Pty) Ltd. $ 0 $ 0 M. DuPlessis 0 0 G. Yannakopoulos 0 0 -------- -------- Total loans receivable from related parties $ 0 $ 0 ======== ======== Compensation paid to directors M. DuPlessis 0 52,482 G. Yannakopoulos 0 52,482 -------- -------- $ 0 $104,964 ======== ======== 13
EARN-A-CAR, INC. (Formerly Victoria Internet Services, Inc.) NOTES TO FINANCIAL STATEMENTS NOVEMBER 30, 2012 10. SUBSEQUENT EVENTS The Company has analyzed its operations subsequent to November 30, 2012 through the date these financial statements were issued, and has determined that it does not have any material subsequent events to disclose. 14
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION MANAGEMENTS DISCUSSION AND ANALYSIS FORWARD LOOKING STATEMENTS This Quarterly Report on Form 10-Q contains "forward-looking" statements as such term is defined in the Private Securities Litigation Reform Act of 1995 and information relating to the Company that is based on the beliefs of the Company's management as well as assumptions made by and information currently available to the Company's management. When used in this report, the words "anticipate," "believe," "estimate," "expect" and "intend" and words or phrases of similar import, as they relate to the Company or Company management, are intended to identify forward-looking statements. Such statements reflect the current risks, uncertainties and assumptions related to certain factors including, without limitations, competitive factors, general economic conditions, customer relations, relationships with vendors, the interest rate environment, governmental regulation and supervision, seasonality, distribution networks, product introductions and acceptance, technological change, changes in industry practices, onetime events and other factors described herein and in other filings made by the Company with the Securities and Exchange Commission. Based upon changing conditions, should any one or more of these risks or uncertainties materialize, or should any underlying assumptions prove incorrect, actual results may vary materially from those described herein as anticipated, believed, estimated, expected or intended. The Company does not intend to update these forward-looking statements. RESULTS OF OPERATIONS OVERVIEW Our plan of operation for 2013 is to continue to expand our business to meet demand for our services. We have purchased an additional 81 vehicles in the last quarter and the fleet size at the end of the quarter was 636 vehicles (2012 08: 577) of which 553 were rented out (2012 08:460). The additional vehicles have substantially increased our annuity and revenues. Management believe the increase in fleet size will increase income over the next few quarters and expect to continue to regularly increase the fleet through 2013. QUARTER ENDED NOVEMBER 30, 2012 V. QUARTER ENDED NOVEMBER 30, 2011 Revenues increased from $642,562 in Q3 of FY 2012 to $1,051,416 in Q3 of FY 2013 an increase of $408,854 or 64 %. Our operating expenses went from $525,279 in Q3 of FY 2012 to $790,258 in Q2 of FY 2013 an increase of $264,979 or 50%. Expenses rose largely as a consequence of the direct costs related to the purchasing of vehicles and the additional depreciation on vehicles due to the increased fleet size. Net income increased from $117,330 in Q3 of FY 2012 to $257,482 in Q3 of FY 2013. The company will seek additional funding in last quarter of 2013, to enable the company to continue to grow in the next year. LIQUIDITY AND CAPITAL RESOURCES We had total current assets of $1,382,636 at November 30, 2012. The bulk of our assets are $4,408,459 in revenue earning vehicles. We believe that our business will continue to grow over the next quarters as a result of additional fund raising over the last quarter of 2012 and in the beginning of 2013. 15
Management does not expect to have to dilute the 112,500,000 issued shares in the near future. Instead we intend to continue to make use of asset based financing to grow our fleet of rental cars. CRITICAL ACCOUNTING POLICIES Financial Reporting Release No. 60 of the SEC encourages all companies to include a discussion of critical accounting policies or methods used in the preparation of the financial statements. There are no current revenue generating activities that give rise to significant assumptions or estimates. Our financial statements filed as part of our Current Report on Form 8-K, dated December 7, 2011; include a summary of the significant accounting policies and methods used in the preparation of our financial statements. OFF-BALANCE SHEET ARRANGEMENTS We have never entered into any off-balance sheet financing arrangements and have not formed any special purpose entities. We have not guaranteed any debt or commitments of other entities or entered into any options on non-financial assets. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The information called for by this item is not required as we are a smaller reporting company. ITEM 4T. CONTROLS AND PROCEDURES (a) Evaluation of Disclosure Controls and Procedures We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Securities Exchange Act reports 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 our management, including our Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, as ours are designed to do, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. As of November 30, 2012, we carried out an evaluation, under the supervision and with the participation of our management, including our Principal Financial Officer of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934. Based upon that evaluation, our Principal Financial Officer concluded that our disclosure controls and procedures are effective in enabling us to record, process, summarize and report information required to be included in our periodic SEC filings within the required time period. (b) Changes in Internal Controls There were no changes in our internal controls and procedures in internal control over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially 16
affect, our internal control over financial reporting. We continue to rely on the members of the Board of Directors to provide assurance that our entity-level controls remain effective and we believe our process-level controls remain effective. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS The Company is not currently a party to any legal proceedings. ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS None ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. MINE SAFETY DISCLOSURES Not Applicable. ITEM 5. OTHER INFORMATION None. ITEM 6. EXHIBITS The following documents are filed as part of this Report. Exhibit Number Exhibit Description ------ ------------------- 31.1 Certification of the Chief Executive Officer pursuant to Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of the Chief Financial Officer pursuant to Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certifications of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2 Certifications of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 101 Interactive data files pursuant to Rule 405 of Regulation S-T. 17
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 on January 11, 2013. Earn-A-Car, Inc. By: /s/ John Storey -------------------------------------------- John C Storey Chief Executive Officer (Principal Executive Officer) By: /s/ Bruce J Dunnington -------------------------------------------- Bruce J Dunnington Chief Financial Officer (Principal Financial and Accounting Officer) 1