x
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QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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o
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF
1934
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Delaware
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98-0568153
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(State
of organization)
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(I.R.S.
Employer Identification No.)
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Large
Accelerated
Filer
o
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Accelerated
Filer
o
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Non-Accelerated
Filer
o
(Do
not check if a smaller
reporting
company)
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Smaller
Reporting Company
x
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ITEM
1.
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FINANCIAL
STATEMENTS
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3
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ITEM
2.
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MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
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10
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ITEM
3.
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QUANTITATIVE
AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
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12
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ITEM
4T.
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CONTROLS
AND PROCEDURES
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12
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PART
II - OTHER INFORMATION
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||
ITEM
1.
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LEGAL
PROCEEDINGS
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13
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ITEM
1A.
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RISK
FACTORS
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13
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ITEM
2.
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UNREGISTERED
SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
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13
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ITEM
3.
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DEFAULTS
UPON SENIOR SECURITIES
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13
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ITEM
4.
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RESERVED
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13
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ITEM
5.
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OTHER
INFORMATION
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13
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ITEM
6.
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EXHIBITS
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13
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SIGNATURES
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14
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EXHIBIT
10.11
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||
EXHIBIT
31.1
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EXHIBIT
32.1
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April 30,
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July 31,
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|||||||
(in
US$)
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2010
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2009
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||||||
(Unaudited)
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(Audited)
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|||||||
Current Assets
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||||||||
Cash
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$ | - | $ | - | ||||
Prepaid
Expense
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– | – | ||||||
Inventory
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– | – | ||||||
Total
Current Assets
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– | – | ||||||
Property
and Equipment (net)
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– | – | ||||||
TOTAL
ASSETS
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$ | - | $ | - | ||||
Current Liabilities
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||||||||
Accounts
Payable
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$ | 1,500 | $ | 1,075 | ||||
Accrued
Interest
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7,181 | 2,763 | ||||||
Notes Due to Related
Parties
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141,125 | 77,653 | ||||||
Total
Current Liabilities
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149,806 | 81,491 | ||||||
Total
Liabilities
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149,806 | 81,491 | ||||||
Stockholders Equity
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||||||||
Preferred
stock, ($.0001 par value, 20,000,000 shares authorized; none
issued and outstanding)
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– | – | ||||||
Common
stock, ($.0001 par value, 100,000,000 shares authorized; 393,169 shares
outstanding as of April 30, 2010 and July 31, 2009)
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2,064 | 2,064 | ||||||
Additional
Paid-in Capital
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71,662 | 71,662 | ||||||
Retained Deficit
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(223,532 | ) | (155,217 | ) | ||||
Total
Stockholders Equity
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(149,806 | ) | (81,491 | ) | ||||
Total
Liabilities & Stockholders Equity
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$ | - | $ | - |
Three Months Ended
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Nine Months Ended
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October 23, 2003 thru
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||||||||||||||||||
April 30,
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April 30,
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April 30,
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April 30,
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April 30, 2010
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||||||||||||||||
(in
US$)
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2010
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2009
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2010
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2009
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Since Inception
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|||||||||||||||
(Unaudited)
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(Unaudited)
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(Unaudited)
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(Unaudited)
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(Unaudited)
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||||||||||||||||
Revenues
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$ | - | $ | - | $ | - | $ | - | $ | - | ||||||||||
Operating Expenses
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||||||||||||||||||||
Amortization
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– | – | – | – | 741 | |||||||||||||||
General
and Administrative
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1,390 | 941 | 3,027 | 2,643 | 29,440 | |||||||||||||||
Management
Fees
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10,000 | 10,000 | 30,000 | 30,000 | 97,500 | |||||||||||||||
Marketing
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– | – | – | – | 11,192 | |||||||||||||||
Professional
Fees
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5,250 | 2,020 | 30,870 | 10,799 | 76,711 | |||||||||||||||
Rent
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– | – | – | – | 767 | |||||||||||||||
Total
Operating Expenses
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16,640 | 12,961 | 63,897 | 43,442 | 216,351 | |||||||||||||||
Other
Expenses
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||||||||||||||||||||
Interest
Expense
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1,876 | 773 | 4,418 | 1,793 | 7,181 | |||||||||||||||
Total
Expenses
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18,516 | 13,734 | 68,315 | 45,235 | 223,532 | |||||||||||||||
Net
Income
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$ | (18,516 | ) | $ | (13,734 | ) | $ | (68,315 | ) | $ | (45,235 | ) | $ | (223,532 | ) | |||||
Basic
Earnings/Loss per share
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$ | (0.05 | ) | $ | (0.03 | ) | $ | (0.17 | ) | $ | (0.12 | ) | ||||||||
Weighted
Average Shares
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393,169 | 393,169 | 393,169 | 393,169 |
Three Months Ended
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Nine Months Ended
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October 23, 2003 thru
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||||||||||||||||||
April 30,
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April 30,
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April 30,
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April 30,
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April 30, 2010
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||||||||||||||||
(in
US$)
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2010
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2009
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2010
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2009
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Since
Inception
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|||||||||||||||
(Unaudited)
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(Unaudited)
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(Unaudited)
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(Unaudited)
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(Unaudited)
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||||||||||||||||
Operating
Activities
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||||||||||||||||||||
Net
Profit (Loss)
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(18,516 | ) | (13,734 | ) | (68,315 | ) | (45,235 | ) | (223,532 | ) | ||||||||||
Amortization
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– | – | – | – | 741 | |||||||||||||||
Change in Operating Assets and
Liabilities:
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||||||||||||||||||||
Change
in Prepaid expense
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– | – | – | – | – | |||||||||||||||
Change
in Inventory
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– | – | – | – | – | |||||||||||||||
Change
in Accounts Payable
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(539 | ) | (55 | ) | 425 | 1,220 | 1,500 | |||||||||||||
Change
in Accrued Liabilities
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– | – | – | – | – | |||||||||||||||
Change in Accrued Interest
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1,876 | 773 | 4,418 | 1,793 | 7,181 | |||||||||||||||
Net
Cash from Operating Activities
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(17,179 | ) | (13,016 | ) | (63,472 | ) | (42,222 | ) | (214,110 | ) | ||||||||||
Investing
Activities
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||||||||||||||||||||
Purchase of Property &
Equipment
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– | – | – | – | (741 | ) | ||||||||||||||
Net
Cash from Investing Activities
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– | – | – | – | (741 | ) | ||||||||||||||
Financing
Activities
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||||||||||||||||||||
Changes
in Notes Due to Related Parties
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17,179 | 13,016 | 63,472 | 42,222 | 141,125 | |||||||||||||||
Common
Stock Issued for Services
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– | – | – | – | 300 | |||||||||||||||
Donated
Capital
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– | – | – | – | 23,636 | |||||||||||||||
Proceeds from Common Stock
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– | – | – | – | 49,790 | |||||||||||||||
Net
Cash from Financing Activities
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17,179 | 13,016 | 63,472 | 42,222 | 214,851 | |||||||||||||||
Net
(decrease) increase in Cash
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– | – | – | – | – | |||||||||||||||
Cash Beginning of Period
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– | – | – | – | – | |||||||||||||||
Cash
End of Period
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$ | - | $ | - | $ | - | $ | - | $ | - |
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*
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Preferred stock, $0.0001 par
value: 20,000,000 shares authorized; -0- shares issued and
outstanding.
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*
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Common stock, $0.0001 par value:
100,000,000 shares authorized; 393,169 shares issued and
outstanding.
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ITEM 2.
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MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
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·
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failure
to make timely filings with the SEC as required by the Exchange Act, which
may also result in suspension of trading or quotation of our stock and
could result in fines and penalties to us under the Exchange
Act;
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·
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curtailing
or eliminating our ability to locate and perform suitable investigations
of potential acquisitions; or
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·
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inability
to complete a desirable acquisition due to lack of funds to pay legal and
accounting fees and acquisition-related
expenses.
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Exhibit
No.
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Description
|
|
10.11
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Supplement
to Fourth Amendment and Restatement of Loan Agreement and Promissory Note,
dated as of April 30, 2010.
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31.1
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Certification
of Principal Executive Officer and Principal Financial Officer filed
pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
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32.1
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Certification
of Principal Executive Officer and Principal Financial Officer furnished
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of
2002.
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BLINK
COUTURE, INC.
|
||
Date:
June 11, 2010
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By:
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/s/ Lawrence D.
Field
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Lawrence
D. Field
|
||
President,
Chief Executive Officer, Chief Financial
Officer
and Secretary
(Principal
Executive Officer and Principal
Financial
Officer)
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BLINK
COUTURE, INC.
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||
By:
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/s/ Lawrence Field
|
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Name:
Lawrence Field
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Title:
President & CEO
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||
REGENT
PRIVATE CAPITAL, LLC
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By:
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/s/ Anurag Agarwal
|
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Name: Anurag
Agarwal
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Title:
Managing Director
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1.
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I
have reviewed this Quarterly Report on Form 10-Q of Blink Couture,
Inc.;
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2.
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Based
on my knowledge, this report does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this
report;
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3.
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Based
on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the
financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this
report;
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4.
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The
registrant’s other certifying officer(s) and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal
control over financial reporting (as defined in Exchange Act
Rules 13a-15(f) and 15d-15(f)) for the registrant and
have:
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a.
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Designed
such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to ensure
that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this report is being
prepared;
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b.
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Designed
such internal control over financial reporting, or caused such internal
control over financial reporting to be designed under our supervision, to
provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting
principles;
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c.
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Evaluated
the effectiveness of the registrant’s disclosure controls and procedures
and presented in this report our conclusions about the effectiveness of
the disclosure controls and procedures, as of the end of the period
covered by this report based on such evaluation;
and
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d.
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Disclosed
in this report any change in the registrant’s internal control over
financial reporting that occurred during the registrant’s most recent
fiscal quarter (the registrant’s fourth fiscal quarter in the case of an
annual report) that has materially affected, or is reasonably likely to
materially affect, the registrant’s internal control over financial
reporting; and
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5.
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The
registrant’s other certifying officer(s) and I have disclosed, based on
our most recent evaluation of internal control over financial reporting,
to the registrant’s auditors and the audit committee of the registrant’s
board of directors (or persons performing the equivalent
functions):
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a.
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All
significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant’s ability to record,
process, summarize and report financial information;
and
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b.
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Any
fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant’s internal control
over financial reporting.
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Date:
June 11, 2010
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/s/ Lawrence D. Field
|
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Lawrence
D. Field
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||
Principal
Executive Officer and Principal Financial
Officer
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1)
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The
Report complies with the requirements of Section 13(a) or 15(d) of the
Securities Exchange Act of 1934;
and
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2)
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The
information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the
Company.
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Date:
June 11, 2010
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/s/
Lawrence D. Field
|
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Lawrence
D. Field
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||
Principal
Executive Officer and Principal Financial
Officer
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