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EX-31.1 - CERTIFICATION - Clone Algo Inc.f10q1212ex31i_corridor.htm
EX-32.1 - CERTIFICATION - Clone Algo Inc.f10q1212ex32ii_corridor.htm


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 December 31, 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

Commission File Number: 000-54083

CORRIDOR VENTURES I ACQUISITION CORP.
(Exact name of registrant as specified in its charter)

Nevada
 
27-3183663
(State or other jurisdiction of
 
(I.R.S. Employer Identification No.)
incorporation or organization)
   

1 Changi North Street 1, Singapore
 
100027
(Address of principal executive offices)
 
(Zip Code)
 
+(65) 8688 5566
(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Date 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, or a non-accelerated filer or a smaller reporting company. See definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o
Accelerated filer o
Non-accelerated filer o
Smaller reporting company x
(Do not check if a smaller reporting company)
 
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x No o

As of February 14, 2013, there were 2,000,000 shares of company common stock issued and outstanding.
 
 
 

 
 
CORRIDOR VENTURES I ACQUISITION CORP.
Quarterly Report on Form 10-Q
TABLE OF CONTENTS

Cautionary Note Regarding Forward-Looking Statements
   
     
PART I – FINANCIAL INFORMATION
   
       
Item 1.
Financial Statements.
  1
     
 
Balance Sheets as of September 30, 2012 and March 31, 2012 (unaudited)
  2
     
 
Statements of Operations for the and three months ended September 30, 2012 and 2011, and for the period from inception (February 22, 2010) through September 30, 2012 (unaudited)
  3
     
 
Statements of Cash Flows for the three months ended September 30, 2012 and 2011, and for the period from inception (February 22, 2010) through September 30, 2012(unaudited)
  4
     
 
Notes to Financial Statements for the three months ended September 30, 2012 and 2011, and for the period from inception (February 22, 2010) through September 30, 2012 (unaudited)
  5
     
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations.
  8
       
Item 3.
Quantitative and Qualitative Disclosures About Market Risk.
  9
       
Item 4.
Controls and Procedures.
  9
     
PART II – OTHER INFORMATION
   
     
Item 1.
Legal Proceedings.
  10
       
Item 1A.
Risk Factors.
  10
       
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds.
  10
       
Item 3.
Defaults Upon Senior Securities.
  10
       
Item 4.
Mine Safety Disclosures.
  10
       
Item 5.
Other Information.
  10
       
Item 6.
Exhibits.
  10
     
SIGNATURES
  11

 
 

 

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of such terms or other comparable terminology. Forward-looking statements are speculative and uncertain and not based on historical facts. Because forward-looking statements involve risks and uncertainties, there are important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements, including those discussed under “Description of Business” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. These uncertainties and other factor include, but are not limited to: our ability to locate a business opportunity for merger; the terms of our acquisition of or participation in a business opportunity; and the operating and financial performance of any business combination with us.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements, and the reader is advised to consult any further disclosures made on related subjects in our future SEC filings.

 
 

 

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

Corridor Ventures I Acquisition Corp.
(A Development Stage Company)
December 31, 2012
(unaudited)
 
 
Index
   
Balance Sheets
2
   
Statements of Operations
3
   
Statements of Cash Flows
4
   
Notes to the Financial Statements
5
 
 
1

 

CORRIDOR VENTURES I ACQUISITION CORP.
(A Development Stage Company)
Balance Sheets
Unaudited
(Expressed in U.S. dollars)

   
December 31,
2012
   
March 31,
2012
 
             
ASSETS
           
             
Cash
  $     $  
                 
Total assets
  $     $  
                 
LIABILITIES
               
                 
Current liabilities
               
                 
Accounts payable and accrued liabilities
  $ 3,083     $ 2,000  
Due to related parties
    4,163        
                 
Total liabilities
    7,246       2,000  
                 
STOCKHOLDERS’ DEFICIT
               
                 
Preferred Stock
               
Authorized: 10,000,000 preferred shares with a par value of $0.001 per share
               
Issued and outstanding: nil preferred shares
           
                 
Common Stock
               
Authorized: 200,000,000 common shares with a par value of $0.001 per share
               
Issued and outstanding: 2,000,000 common shares
    2,000       2,000  
                 
Additional Paid-In Capital
    20,575       6,075  
                 
Accumulated Deficit during the Development Stage
    (29,821 )     (10,075 )
                 
Total stockholders’ deficit
    (7,246 )     (2,000 )
                 
Total liabilities and stockholders’ deficit
  $     $  
 
(The accompanying notes are an integral part of these financial statements)
 
 
2

 

CORRIDOR VENTURES I ACQUISITION CORP.
(A Development Stage Company)
Statements of Operations
(Expressed in U.S. dollars)
(unaudited)

   
For the Three Months Ended
December 31,
   
For the Nine Months Ended
December 31,
   
From inception
 ( February 22, 2010)
to December 31,
 
   
2012
   
2011
   
2012
   
2011
   
2012
 
                               
Revenues
  $     $     $     $     $  
                                         
Operating expenses
                                       
                                         
General and administrative
    4,359             19,746       5,270       29,821  
                                         
Total operating expenses
    4,359             19,746       5,270       29,821  
                                         
Net loss
  $ (4,359 )   $     $ (19,746 )   $ (5,270 )   $ (29,821 )
                                         
Net Earnings per share – Basic
  $ (0.00 )   $ (0.00 )   $ (0.01 )   $ (0.00 )        
                                         
Weighted average number of common shares outstanding – Basic
    2,000,000       2,000,000       2,000,000       2,000,000          

(The accompanying notes are an integral part of these financial statements)
 
 
3

 
 
CORRIDOR VENTURES I ACQUISITION CORP.
(A Development Stage Company)
Statements of Cash Flows
(Expressed in U.S. dollars)
(unaudited)

   
For the Nine Months Ended
December 31,
2012
   
For the Nine Months Ended
December 31,
2011
   
From inception (February 22, 2010)
to December 31,
2012
 
                   
Cash flows from operating activities
                 
                   
Net loss for the period
  $ (19,746 )   $ (5,270 )   $ (29,821 )
                         
Adjustments to reconcile net loss to net cash used in operating activities:
                       
                         
Common stock issued to founder for services
                1,000  
                         
Changes in operating assets and liabilities:
                       
                         
Increase in accounts payable and accrued liabilities
    1,083       2,000       3,083  
Increase in due to related party
    4,163             4,163  
                         
Net cash used in operating activities
    (14,500 )     (3,270 )     (21,575 )
                         
Cash flows from financing activities:
                       
                         
Contribution from shareholder
    14,500       3,270       21,575  
                         
Net cash provided by financing activities
    14,500       3,270       21,575  
                         
Change in cash
                 
 
                       
Cash – Beginning of period
                 
                         
Cash – End of period
  $     $     $  
                         
Non-cash investing and financing activities
                       
                         
Waiver of loan by shareholder
  $ 14,500     $ 6,075     $ 20,575  
                         
Supplemental disclosures
                       
                         
Interest paid
  $     $     $  
Income tax paid
  $     $     $  

(The accompanying notes are an integral part of these financial statements)
 
 
4

 
 
CORRIDOR VENTURES I ACQUISITION CORP.
(A Development Stage Company)
Notes to the Financial Statements
December 31, 2012
 
1.  
Nature of Operations and Continuance of Business
 
Corridor Ventures I Acquisition Corp. (the “Company”), a Nevada “blank check” Company, was incorporated on February 22, 2010. The Company intends to seek a vehicle to effect an asset acquisition, merger, exchange of capital stock or other business combination with a domestic or foreign business. The Company currently has no operations. The Company is a development stage company as defined by FASB guidelines as defined by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 915, Development Stage Entities.
 
Going Concern
 
These financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. As at December 31, 2012, the Company has a working capital deficit of $7,246 and an accumulated deficit of $29,821. The continuation of the Company as a going concern is dependent upon the continued financial support from its management, and its ability to identify future investment opportunities and obtain the necessary debt or equity financing, and generating profitable operations from the Company’s future operations. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern.  These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
 
2.
Summary of Significant Accounting Policies
 
 
a)
Basis of Presentation
 
The financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“US GAAP”) and are expressed in U.S. dollars. The Company’s fiscal year end is March 31.
 
 
b)     Use of Estimates
 
The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to the deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.
 
 
c)      Interim Financial Statements
 
These interim financial statements have been prepared on the same basis as the annual financial statements and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s financial position, results of operations and cash flows for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for a full year or for any future period.
 
 
5

 
 
CORRIDOR VENTURES I ACQUISITION CORP.
(A Development Stage Company)
Notes to the Financial Statements
December 31, 2012
 
2.
Summary of Significant Accounting Policies (continued)
 
 
d) 
 Cash and cash equivalents
 
The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents.  As at December 31, 2012 and March 31, 2012, the Company had no cash equivalents.
 
 
e)      Basic and Diluted Net Loss per Share
 
The Company computes net loss per share in accordance with ASC 260, Earnings per Share. ASC 260 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive.  The accompanied financials statements show only basic EPS as the company does not have any potentially dilutive securities as at December 31, 2012 and March 31, 2012.
 
 
f)       Financial Instruments
 
Pursuant to ASC 820, Fair Value Measurements and Disclosures, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value:
 
Level 1
 
Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.
 
Level 2
 
Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.
 
Level 3
 
Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.
 
The Company’s financial instruments consist principally of cash, accounts payable and accrued liabilities, and amounts due to related party.  Pursuant to ASC 820, the fair value of our cash is determined based on “Level 1” inputs, which consist of quoted prices in active markets for identical assets. We believe that the recorded values of all of our other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.
 
 
6

 
 
CORRIDOR VENTURES I ACQUISITION CORP.
(A Development Stage Company)
Notes to the Financial Statements
December 31, 2012
 
2.
Summary of Significant Accounting Policies (continued)
 
 
g)
Recent Accounting Pronouncements
 
The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
 
3.      Related Party Transactions
 
a)      
As at December 31, 2012, the Company owes $4,163 (March 31, 2012 - $nil) to the President and CEO of the Company. The amounts owed are unsecured, non-interest bearing, and due on demand.
 
b)     
On June 30, 2012, the amount of $14,500 due to a shareholder was forgiven and credited to additional paid-in capital.

4.      Subsequent events
 
We have evaluated subsequent events through the date of issuance of the financial statements, and did not have any material recognizable subsequent events.
 
 
7

 

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

We were organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings. We will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.

We do not currently engage in any business activities that provide cash flow. During the next 12 months we anticipate incurring costs related to filing Exchange Act reports and investigating, analyzing and consummating an acquisition. Currently, our ability to continue as a going concern is dependent upon our ability to generate future profitable operations following a reverse merger transaction and, before such time, to obtain loans or other financing from our sole officer and director, Yana Slatina, one of its or Ms. Slatina’s affiliates, or from third parties. We have not identified any third parties that may be willing to make us loans or provide us with other financing and we believe that it is unlikely that we will be able to identify third parties willing to make loans to us or provide us with other financing at any time prior to a reverse merger transaction with an operating company. We have not identified any sources of liquidity that can pay for these costs that we expect to incur during the next 12 months other than funds that may be loaned to us or invested in us by Ms. Slatina or her affiliates. Ms. Slatina has indicated that she intends to pay for the expenses necessary for us to operate, including the expenses necessary to file reports with the SEC and to seek out an acquisition target, until we consummate a business combination. Although Ms. Slatina has made such indication, she is not legally committed to make any further loan or investment to us and if she were to stop making loans or investments in amounts necessary to cover our expenses, we would have no other known source of liquidity and would likely have to wind down all operations.

In reviewing potential acquisition targets, we may consider a business which has recently commenced operations, is a developing company in need of additional funds for expansion into new products or markets, is seeking to develop a new product or service, or is an established business which may be experiencing financial or operating difficulties and is in need of additional capital. In the alternative, a business combination may involve the acquisition of, or merger with, a company which does not need substantial additional capital but which desires to establish a public trading market for its shares while avoiding, among other things, the time delays, significant expense, and loss of voting control which may occur in a public offering.

Our management has not had any preliminary contact or discussions with any representative of any other entity regarding a business combination with us. Any target business that is selected may be a financially unstable company or an entity in its early stages of development or growth, including entities without established records of sales or earnings. In that event, we will be subject to numerous risks inherent in the business and operations of financially unstable and early stage or potential emerging growth companies. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks.

Our management anticipates that it will likely be able to effect only one business combination, due primarily to our limited financing and the dilution of interest for present and prospective stockholders, which is likely to occur as a result of our management’s plan to offer a controlling interest to a target business in order to achieve a tax-free reorganization. This lack of diversification should be considered a substantial risk in investing in us, because it will not permit us to offset potential losses from one venture against gains from another.
 
We anticipate that the selection of a business combination will be complex and extremely risky. Because of general economic conditions, rapid technological advances being made in some industries and shortages of available capital, our management believes that there are firms seeking even the limited additional capital which we will have and/or the perceived benefits of becoming a publicly traded corporation. Such perceived benefits of becoming a publicly traded corporation include, among other things, facilitating or improving the terms on which additional equity financing may be obtained, providing liquidity for the principals of and investors in a business, creating a means for providing incentive stock options or similar benefits to key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the like through the issuance of stock. Potentially available business combinations may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.

 
8

 
 
Off-Balance Sheet Arrangements

We have not entered into any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources and would be considered material to investors.

Critical Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires the Company’s management to make assumptions, estimates and judgments that affect the amounts reported in the financial statements, including the notes thereto, and related disclosures of commitments and contingencies, if any. The Company considers its critical accounting policies to be those that require the more significant judgments and estimates in the preparation of financial statements, including the following:

Estimates

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

Income Taxes

The Company has adopted the provisions of FASB ASC 740 “Accounting for Income Taxes", which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.

Item 3. Quantitative And Qualitative Disclosures About Market Risk.

Pursuant to Item 305(e) of Regulation S-K, we are not required to provide the information required by this Item as we are a “smaller reporting company.”

Item 4. Controls And Procedures.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act). Disclosure controls and procedures refer to controls and other procedures designed to ensure that information required to be disclosed in the reports we file or submit under the Securities Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

As required by Rule 13a-15(e), our management has carried out an evaluation, with the participation and under the supervision of Yana Slatina, our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disc
 
Changes in Internal Control over Financial Reporting
 
During the fiscal quarter ended December 31, 2012, there were no changes in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
 
 
9

 
 
PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

From time to time, we may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm business. We are currently not aware of any such legal proceedings or claims that will have, individually or in the aggregate, a material adverse effect on our business, financial condition or operating results.

Item 1A. Risk Factors.

As a smaller reporting company, we are not required to make disclosures under this Item 1A.

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

(a)  
Exhibits

Exhibit
Number
 
Description of Exhibit
     
31.1
 
Certification of Principal Executive Officer and Principal Accounting Officer pursuant to Section 302 of the Sarbanes - Oxley Act of 2002.
32.1*
 
Certification of 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 Extension Schema Document
101.CAL**
 
XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF**
 
XBRL Taxonomy Extension Definition Linkbase Document
101.LAB**
 
XBRL Taxonomy Extension Label Linkbase Document
101.PRE**
 
XBRL Taxonomy Extension Presentation Linkbase Document
 
* The certification attached as Exhibit 32.1 accompanying this Quarterly Report on Form 10-Q and are not deemed filed with the Securities and Exchange Commission.

** 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.

 
10

 

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.

 
CORRIDOR VENTURES I ACQUISITION CORP.
 
       
Date: February 15, 2013
By:
/s/Yana Slatina
 
   
Yana Slatina
 
   
Chief Executive Officer, Chief Financial Officer and Director
 
   
(Principal Executive Officer and Principal Accounting Officer)
 
 
 
11