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EXCEL - IDEA: XBRL DOCUMENT - WORLDNET INC OF NEVADAFinancial_Report.xls
EX-31.1 - CERTIFICATION - WORLDNET INC OF NEVADAwnti_ex311.htm
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EX-32.1 - CERTIFICATION - WORLDNET INC OF NEVADAwnti_ex321.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2013

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: 000-31023
 
WORLDNET, INC. OF NEVADA
(Exact name of registrant as specified in its charter)
 
Nevada
 
88-0247824
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification No.)
     
#281, 369 East 900 South, Salt Lake City, Utah
 
84111
(Address of principal executive offices)
 
(Zip Code)
 
(801) 323-2395
(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 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 The Company does not have a Web site.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer
o
Accelerated filer
o
Non-accelerated filer
o
Smaller reporting company
x

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

The number of shares outstanding of the registrant’s common stock as of August 1, 2013 was 18,500,000.
 


 
 

 
 
TABLE OF CONTENTS
 
PART I – FINANCIAL INFORMATION
         
Item 1.
Financial Statements     9  
 
Condensed Balance Sheets
    4  
 
Condensed Statements of Operations
    5  
 
Condensed Statements of Cash Flows
    6  
 
Notes to the Unaudited Condensed Financial Statements
    7  
           
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
    9  
Item 3.
Quantitative and Qualitative Disclosures about Market Risk
    12  
Item 4.
Controls and Procedures
    12  
   
PART II – OTHER INFORMATION
           
Item 6.
Exhibits     13  
           
Signatures
    14  
 
 
2

 
 
PART I – FINANCIAL INFORMATION
 
ITEM 1. FINANCIAL STATEMENTS
 
WORLDNET, INC. OF NEVADA

(A Development Stage Company)

Financial Statements

June 30, 2013

(Unaudited)
 
 
3

 
 
WorldNet, Inc. of Nevada
 (A Development Stage Company)
Condensed Balance Sheets

   
JUN 30, 2013
   
DEC 31, 2012
 
   
(Unaudited)
       
ASSETS
           
             
CURRENT ASSETS
           
Cash
  $ 275     $ 1,675  
Total current assets
    275       1,675  
                 
TOTAL ASSETS
  $ 275     $ 1,675  
                 
LIABILITIES AND STOCKHOLDERS' DEFICIT
               
                 
CURRENT LIABILITIES
               
Accounts payable
  $ 31,090     $ 20,550  
Accrued Interest
    5,080       --  
Loans payable
    127,600       125,100  
Total current liabilities
    163,770       145,650  
Total liabilities
    163,770       145,650  
STOCKHOLDERS' DEFICIT
               
Common stock, $.001 par value; 25,000,000 shares authorized;18,500,000 shares issued and outstanding
    18,500       18,500  
Additional paid-in capital
    47,500       47,500  
Deficit accumulated during the development stage
    (229,495 )     (209,975 )
Total stockholders' deficit
    (163,495 )     (143,975 )
                 
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT
  $ 275     $ 1,675  
 
The accompanying notes are an integral part of these financial statements.
 
 
4

 
 
WorldNet, Inc. of Nevada
(A Development Stage Company)
Condensed Statements of Operations
(Unaudited)
 
   
FOR THE
THREE MONTHS
ENDED
JUN 30, 2013
   
FOR THE
THREE MONTHS
ENDED
JUN 30, 2012
   
FOR THE
SIX MONTHS
ENDED
JUN 30, 2013
   
FOR THE
SIX MONTHS
ENDED
JUN 30, 2012
   
FROM INCEPTION ON MAR 12, 1986 TO
JUN 30, 2013
 
                               
Revenues
  $ --     $ --     $ --     $ --     $ --  
                                         
Expenses
                                       
General and administrative
    5,561       5,929       14,440       16,406       224,415  
Total expenses
    5,561       5,929       14,440       16,406       224,415  
                                         
Net operating loss before other expense
    (5,561 )     (5,929 )     (14,440 )     (16,406 )     (224,415 )
                                         
Other income (expense)
                                       
Interest expense
    (2,552 )     --       (5,080 )     --       (5,080 )
Total other income (expense)
    (2,552 )     --       (5,080 )     --       (5,080 )
                                         
Loss from operations before income taxes
    (8,113 )     (5,929 )     (19,520 )     (16,406 )     (229,495 )
                                         
Taxes
    --       --       --       --       --  
                                         
Net loss
  $ (8,113 )   $ (5,929 )   $ (19,520 )   $ (16,406 )   $ (229,495 )
                                         
Net loss per share
  $ (0.00 )   $ (0.00 )   $ (0.00 )   $ (0.00 )        
                                         
Weighted average shares outstanding
    18,500,000       18,500,000       18,500,000       18,500,000          
 
The accompanying notes are an integral part of these financial statements.
 
 
5

 
 
WorldNet, Inc. of Nevada
 (A Development Stage Company)
Condensed Statements of Cash Flows
(Unaudited)
 
   
FOR THE
SIX
MONTHS
ENDED
JUN 30, 2013
   
FOR THE SIX MONTHS
ENDED
JUN 30, 2012
   
FROM
INCEPTION ON
MAR 12, 1986
TO
JUN 30, 2013
 
                   
Cash Flows from Operating Activities
                 
Net loss
  $ (19,520 )   $ (16,406 )   $ (229,495 )
Adjustments to reconcile net loss to cash provided (used) by operating activities:
                       
Shares issued for services
    --       --       49,000  
Depreciation and amortization
    --       --       17,000  
Changes in assets and liabilities:
                       
Increase in accounts payable and accrued expenses
    15,620       20,950       36,170  
Net cash provided (used) by operating activities
    (3,900 )     4,544       (127,325 )
                         
Cash Flows from Investing Activities
                       
Net cash provided (used) by investing activities
    --       --       --  
                         
Cash Flows from Financing Activities
                       
Proceeds from notes payable
    2,500       --       127,600  
Net cash provided (used) by financing activities
    2,500       --       127,600  
                         
Increase (decrease) in cash
    (1,400 )     4,544       275  
                         
Cash and cash equivalents at beginning of period
    1,675       318       --  
                         
Cash and cash equivalents at end of period
  $ 275     $ 4,862     $ 275  
                         
Supplemental Cash Flow Information:
                       
Cash paid for interest
  $ --     $ --     $ --  
Cash paid for income taxes
  $ --     $ --     $ --  
                         
Non-Cash Investing and Financing Activities
                       
Stock issued for marketing rights
  $ --     $ --     $ 17,000  
Stock issued for services
  $ --     $ --     $ 49,000  
Converted accounts payable and advances into loans
  $ --     $ --     $ 125,100  
 
The accompanying notes are an integral part of these financial statements.
 
 
6

 
 
WorldNet, Inc. of Nevada
(A Development Stage Company)
Notes to the Financial Statements
June 30, 2013
 
NOTE 1 –
BASIS OF FINANCIAL STATEMENT PRESENTATION
 
 
The accompanying unaudited condensed financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted in accordance with such rules and regulations. The information furnished in the interim condensed financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim condensed financial statements be read in conjunction with the Company’s audited financial statements and notes thereto included in its December 31, 2012 Annual Report on Form 10-K. Operating results for the six months ended June 30, 2013 are not necessarily indicative of the results to be expected for year ending December 31, 2013.
 
NOTE 2 –
GOING CONCERN
 
 
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has limited assets, has incurred losses since inception, has negative cash flows from operations, and has no revenue-generating activities. Its activities have been limited for the past several years and it is dependent upon financing to continue operations. These factors raise substantial doubt about the ability of the Company to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. It is management’s plan to acquire or merge with other operating companies.
 
NOTE 3 –
SUBSEQUENT EVENTS
 
 
The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and has determined that there are no such events that would have a material impact on the financial statements.
 
 
7

 

In this report references to “WorldNet,” “the Company,” “we,” “us,” and “our” refer to WorldNet, Inc. of Nevada.

FORWARD LOOKING STATEMENTS

The U.S. Securities and Exchange Commission (“SEC”) encourages reporting companies to disclose forward-looking information so that investors can better understand future prospects and make informed investment decisions. This report contains these types of statements. Words such as “may,” “expect,” “believe,” “intend,” “anticipate,” “estimate,” “project,” or “continue” or comparable terminology used in connection with any discussion of future operating results or financial performance identify forward-looking statements. You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report. All forward-looking statements reflect our present expectation of future events and are subject to a number of important factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements.
 
 
8

 
 
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Executive Overview

We are a development stage company that has not recorded revenues for the past two fiscal years. We are dependent upon financing to continue basic operations. Management intends to rely upon advances or loans from management, significant stockholders or third parties to meet our cash requirements, but we have not entered into written agreements guaranteeing funds and, therefore, no one is obligated to provide funds to us in the future. These factors raise doubt as to our ability to continue as a going concern. Our plan is to combine with an operating company to generate revenue.

As of the date of this report, our management has not had any 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. Any business combination or transaction may likely result in a significant issuance of shares and substantial dilution to present stockholders of the Company.

We anticipate that the selection of a business opportunity 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 numerous firms seeking 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 securities. 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.

Management anticipates that the struggling global economy will restrict the cash available for business opportunities and restrict the number of such transactions available to us. There can be no assurance in the current economy that we will be able to acquire an interest in an operating company.

If we obtain a business opportunity, then it may be necessary to raise additional capital. We anticipate that we will sell our common stock to raise this additional capital. We expect that we would issue such stock pursuant to exemptions to the registration requirements provided by federal and state securities laws. The purchasers and manner of issuance will be determined according to our financial needs and the available exemptions to the registration requirements of the Securities Act of 1933. We do not currently intend to make a public offering of our stock. We also note that if we issue more shares of our common stock, then our stockholders may experience dilution in the value per share of their common stock.
 
 
9

 

Liquidity and Capital Resources

We have not recorded revenues from operations since inception. We have not established an ongoing source of revenue sufficient to cover our operating costs and we have relied primarily upon related parties to provide loans to fund operations and provide or pay for professional expenses. At June 30, 2013, our cash decreased to $275 from $1,675 at December 31, 2012. Our total liabilities increased from $145,650 at December 31, 2012 to $163,770 at June 30, 2013. This increase primarily represents loans totaling $2,500 and accounts payable of $8,850 for consulting services and administrative and professional services and out-of-pocket costs provided to or paid on behalf of the Company by a shareholder.

We intend to obtain capital from management, significant stockholders or third parties to cover minimal operations; however, there is no assurance that additional funding will be available. Our ability to continue as a going concern during the long term is dependent upon our ability to find a suitable business opportunity and acquire or enter into a merger with such company. The type of business opportunity with which we acquire or merge will affect our profitability for the long term.

During the next 12 months we anticipate incurring additional costs related to the filing of Exchange Act reports. We believe we will be able to meet these costs through funds provided by management, significant stockholders or third parties. We may also rely on the issuance of our common stock in lieu of cash to convert debt or pay for expenses.

Results of Operations

We did not record revenues in 2012 or 2013. General and administrative expense decreased from $16,406 for the six month period ended June 30, 2012 (“2012 six month period”) to $14,440 for the six month period ended June 30, 2013 (“2013 six month period”). General and administrative expense decreased from $5,929 for the quarterly period ended June 30, 2012 (“2012 second quarter”) to $5,561 for the quarterly period ended June 30, 2013 (“2013 second quarter”). The decrease in general and administrative expense for the 2013 interim periods primarily reflects decreased costs for professional and consulting services relied upon for our operations.

Due to conversion of accounts payable and advances into loans totaling $125,100 at December 31, 2012, and additional loans of $2,500 during the 2013 six month period, we recognized interest expense of $ 5,080 for the 2013 six month period and $2,552 for the 2013 second quarter where we did not have any interest expense for the 2012 interim periods.

Accordingly, our net loss increased from $16,406 for the 2012 six month period to $19,520 for the 2013 six month period and increased from $5,929 for the 2012 second quarter to $8,113 for the 2013 second quarter. Management expects net losses to continue until we acquire or merge with a business opportunity.
 
 
10

 

Commitments and Obligations

At June 30, 2013 we recorded loans payable totaling $127,600 representing services received, as well as cash advances received from related and unrelated parties. Prior to December 31, 2012 management intended to issue common stock at some future date to convert $125,100 loans payable; however, it was determined that it was not in the best interests of all parties to issue stock for the advances and, therefore, the parties agreed that these liabilities would be treated as loans effective December 31, 2012. All of the loans are non-collateralized, carry interest at 8% and are due on demand.

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

We qualify as an “emerging growth company” under the recently enacted Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). As a result, we are permitted to, and intend to, rely on exemptions from certain disclosure requirements. For so long as we are an emerging growth company, among other things, we will not be required to:

Have an auditor report on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;

Submit certain executive compensation matters to shareholder advisory votes, such as “say-on-pay” and “say-on-frequency”

Obtain shareholder approval of any golden parachute payments not previously approved; and

Disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the Chief Executives compensation to median employee compensation.

In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefits of this extended transition period. Our financial statements may therefore not be comparable to those of companies that comply with such new or revised accounting standards.

We will remain an “emerging growth company” for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our total annual gross revenues exceed $1 billion; (ii) the date that we become a “large accelerated filer” as defined in Rule 12b-2 under the Securities Exchange Act of 1934, which would occur if the market value of our ordinary shares that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three-year period.
 
 
11

 
 
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable to smaller reporting companies.
 
ITEM 4. CONTROLS AND PROCEDURES
 
Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) or 15d-15(e) under the Exchange Act) that are designed to ensure that information required to be disclosed in our filings under the Exchange Act is recorded, processed, summarized and reported within the periods specified in the rules and forms of the SEC. This information is accumulated to allow timely decisions regarding required disclosure. Our President, who serves as our principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report and he determined that our disclosure controls and procedures were ineffective due to a control deficiency. During the period we did not have additional personnel to allow segregation of duties to ensure the completeness or accuracy of our information. Due to the size and operations of the Company we are unable to remediate this deficiency until we acquire or merge with another company.

Changes to Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act). Management conducted an evaluation of our internal control over financial reporting and determined that there were no changes made in our internal control over financial reporting during the quarter ended June 30, 2013 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.
 
 
12

 
 
PART II – OTHER INFORMATION
 
ITEM 6. EXHIBITS
 
Part I Exhibits
 
No.
 
Description
     
31.1
 
Principal Executive Officer Certification
31.2
 
Principal Financial Officer Certification
32.1
 
Section 1350 Certification
 
Part II Exhibits
 
No.
 
Description
     
3(i)
 
Articles of Incorporation (Incorporated by reference to exhibit 3.1 of Form 10-SB, filed July 14, 2000)
3(ii)
 
Bylaws of WorldNet (Incorporated by reference to exhibit 3.2 to Form 10-SB, filed July 14, 2000)
101.INS**
 
XBRL Instance Document
101.SCH**
 
XBRL Taxonomy Extension Schema Document
101.CAL**
 
XBRL Taxonomy Calculation Linkbase Document
101.DEF**
 
XBRL Taxonomy Extension Definition Linkbase Document
101.LAB**
 
XBRL Taxonomy Label Linkbase Document
101.PRE**
 
XBRL Taxonomy Presentation Linkbase Document
 
** 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.
 
 
13

 
 
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.
 
  WORLDNET, INC. OF NEVADA  
       
Date: August 8, 2013
By:
/s/ Donald R. Mayer
 
   
Donald R. Mayer
President and Director
Principal Financial Officer
 
 
 
 
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