Form 10-Q Renewable Energy Acquisi For: Jun 30
|
Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 |
|
For the quarterly period ended |
|
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
|
For the transition period from ______________ to _____________ |
|
|
(State of incorporation) |
(IRS Employer ID Number) |
Large accelerated filer |
¨ |
Accelerated filer |
¨ |
|
¨ |
Smaller reporting company |
|
|
|
Emerging growth company |
|
Title of Each Class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
None |
|
None |
|
None |
|
|
June 30, |
|
|
|
|
||
|
|
2022 (Unaudited) |
|
|
December 31, 2021 |
|
||
ASSETS |
|
|
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
|
|
|
$ |
|
|
Other receivable, net of allowance for doubtful accounts of $ |
|
|
|
|
|
|
|
|
Total Current Assets |
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' DEFICIT |
|
|
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
|
|
Cash overdraft |
|
$ |
|
|
|
$ |
|
|
Accounts payable - trade |
|
|
|
|
|
|
|
|
Short-term advances |
|
|
|
|
|
|
|
|
Notes payable to stockholders |
|
|
|
|
|
|
|
|
Notes payable |
|
|
|
|
|
|
|
|
Accrued interest payable - stockholders |
|
|
|
|
|
|
|
|
Accrued interest payable - other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Current Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commitments and Contingencies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders' Deficit |
|
|
|
|
|
|
|
|
Preferred stock - $ |
|
|
|
|
|
|
|
|
Common stock - $ |
|
|
|
|
|
|
|
|
Additional paid-in capital |
|
|
|
|
|
|
|
|
Accumulated deficit |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
Total Stockholders' Deficit |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
Total Liabilities and Stockholders’ Deficit |
|
$ |
|
|
|
$ |
|
|
|
|
For the Three Months Ended June 30, |
|
|
For the Six Months Ended June 30, |
|
||||||||||
|
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Revenues |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Professional fees |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bad debt expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income-Standstill Payments |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses |
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from operations |
|
|
( |
) |
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Interest expense - related party |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Total other expenses: |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income / (Loss) before provision for income taxes |
|
|
( |
) |
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income / (loss) |
|
$ |
( |
) |
|
$ |
|
|
|
$ |
( |
) |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per weighted-average share of common stock outstanding - basic and diluted |
|
$ |
( |
) |
|
$ |
|
|
|
$ |
( |
) |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average number of shares of common stock outstanding - basic and diluted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock |
|
|
Additional |
|
|
|
|
|
|
|
||||||||
|
|
Shares |
|
|
Amount |
|
|
paid in capital |
|
|
Accumulated deficit |
|
|
Total |
|
|||||
Balance at March 31, 2021 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
( |
) |
|
$ |
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at June 30, 2021 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
( |
) |
|
$ |
( |
) |
|
|
Common Stock |
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
Shares |
|
|
Amount |
|
|
paid in capital |
|
|
Accumulated deficit |
|
|
Total |
|
|||||
Balance at March 31, 2022 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
( |
) |
|
$ |
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at June 30, 2022 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
( |
) |
|
$ |
( |
) |
|
|
Common Stock |
|
|
Additional |
|
|
|
|
|
|
|
||||||||
|
|
Shares |
|
|
Amount |
|
|
paid in capital |
|
|
Accumulated deficit |
|
|
Total |
|
|||||
Balance at January 1 , 2021 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
( |
) |
|
$ |
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at June 30, 2021 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
( |
) |
|
$ |
( |
) |
|
|
Common Stock |
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
Shares |
|
|
Amount |
|
|
paid in capital |
|
|
Accumulated deficit |
|
|
Total |
|
|||||
Balance at January 1, 2022 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
( |
) |
|
$ |
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at June 30, 2022 |
|
|
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
( |
) |
|
$ |
( |
) |
For the Six Months Ended June 30, |
|
|||||||
2022 |
|
|
2021 |
|
||||
Cash Flows from Operating Activities |
|
|
|
|
|
|
|
|
Net income / (loss) |
|
$ |
( |
) |
|
$ |
|
|
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities |
|
|
|
|
|
|
|
|
Bad debt expense |
|
|
|
|
|
|
|
|
Changes in operating assets and liabilities: increase / (decrease) |
|
|
|
|
|
|
|
|
Decrease in Other receivable |
|
|
( |
) |
|
|
( |
) |
Cash overdraft |
|
|
|
|
|
|
|
|
Accounts payable - trade |
|
|
|
|
|
|
( |
) |
Accrued interest payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in operating activities |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
Cash Flows from Financing Activities |
|
|
|
|
|
|
|
|
Repayment of short-term advances |
|
|
|
|
|
|
|
|
Cash received from notes payable |
|
|
|
|
|
|
|
|
Cash received from notes payable - stockholder |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
De crease in cash and cash equivalents |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period |
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
Supplemental Disclosure of Interest and Income Taxes Paid |
|
|
|
|
|
|
|
|
Interest paid during the period |
|
$ |
|
|
|
$ |
|
|
Income taxes paid during the period |
|
$ |
|
|
|
$ |
|
|
June 30, | December 31, | |||||||
2022 | 2021 | |||||||
Notes payable | $ | $ | ||||||
Accrued interest payable | ||||||||
Total due stockholders | $ | $ |
(1) |
Caution Regarding Forward-Looking Information |
(2) |
General |
(3) |
Results of Operations |
(4) |
Plan of Business |
· |
Wind electric generation, distribution and transmission; |
· |
Solar power; |
· |
Co-generation; |
· |
Bio-mass; |
· |
Synthetic gas production, distribution and transmission; |
· |
Energy efficiency and energy conservation related products and services; |
· |
Alternative transportation technologies; |
· |
Steam generation and distribution; |
· |
Alternative transportation technologies; |
· |
Energy storage technologies; |
· |
Other alternative and renewable energy technologies; and |
· |
The development, installation, financing, or manufacturing of any of the above. |
· |
Potential for growth, indicated by new technology, anticipated market expansion or new products; |
· |
Competitive position as compared to other firms of similar size and experience within the industry segment as well as within the industry as a whole; |
· |
Strength and diversity of management, either in place or scheduled for recruitment; |
· |
Capital requirements and anticipated availability of required funds, to be provided from operations, through the sale of additional securities, through joint ventures or similar arrangements, or from other sources; |
· |
The cost of participation by us as compared to the perceived tangible and intangible values and potentials; |
· |
The extent to which the business opportunity can be advanced; |
· |
The accessibility of required management expertise, personnel, raw materials, services, professional assistance, and other required items; and |
· |
Other relevant factors. |
(5) |
Liquidity and Capital Resources |
(6) |
Critical Accounting Policies |
(a) |
Evaluation of Disclosure Controls and Procedures |
(b) |
Changes in Internal Controls |
101 |
Interactive data files pursuant to Rule 405 of Regulation S-T. |
|
|
|
Renewable Energy Acquisition Corp. |
|
|
|
|
Dated: |
August 15, 2022 |
|
/s/ Craig S. Laughlin |
|
|
|
Craig S. Laughlin |
|
|
|
President, Chief Executive Officer |
|
|
|
and Chief Financial Officer (Principal Executive and Financial Officer) |
EXHIBIT 31.1
CERTIFICATION OF PRINCIPAL EXECUTIVE AND FINANCIAL OFFICER
I, Craig Laughlin, certify that:
1. | I have reviewed this quarterly report on Form 10-Q of Renewable Energy Acquisition Corp.; |
2. | 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; |
3. | 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; |
4. | The registrant’s other certifying officers 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: |
a. | 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; |
b. | 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; |
c. | 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 |
d. | 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 |
5. | The registrant’s other certifying officers 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 registrant’s board of directors (or persons performing the equivalent functions): |
a. | 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 |
b. | any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting. |
August 15, 2022 | By: | /s/ Craig Laughlin | |
Craig Laughlin | |||
President, Chief Executive Officer and Chief Financial Officer | |||
(Principal Executive and Financial Officer) |
EXHIBIT 32.1
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report on Form 10-Q of Renewable Energy Acquisition Corp. (the “Company”) for the period ended June 30, 2022, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Craig Laughlin, Chief Executive Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
1. | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and |
2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
August 15, 2022 | By: | /s/ Craig Laughlin | |
Craig Laughlin | |||
Chief Executive Officer | |||
(Principal Executive Officer) |
The foregoing certification is not deemed filed with the Securities and Exchange Commission for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), and is not to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing. A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
Serious News for Serious Traders! Try StreetInsider.com Premium Free!
You May Also Be Interested In
- Biophytis Announces Ratio Change Under its American Depositary Receipt (“ADR”) Program
- Nomad Raptor, Nomad Internet’s Fastest Modem Yet, is Now Available for Just $25 a Month
- Biophytis Announces Ratio Change Under its American Depositary Receipt (“ADR”) Program
Create E-mail Alert Related Categories
SEC FilingsSign up for StreetInsider Free!
Receive full access to all new and archived articles, unlimited portfolio tracking, e-mail alerts, custom newswires and RSS feeds - and more!