Page
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PART
I - FINANCIAL INFORMATION
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3
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Item
1. Financial Statements
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3
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Item
2. Management’s Discussion and Analysis or Plan of
Operation
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16
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Item
3. Controls and Procedures
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17
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PART
II - Other Information
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18
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Item
6. Exhibits and Reports on Form 8-K
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18
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SIGNATURES
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19
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Page
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Balance
Sheet March 31, 2007 (Unaudited)
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4
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Consolidated
Statements of Operations For The Three Month
|
|
Periods
Ended March 31, 2007 and 2006
|
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and
the Period from September 20, 1996 (Inception) to
|
|
March
31, 2007 (Unaudited)
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5
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Statements
of Cash Flows For The Three Month Periods Ended
|
|
March
31, 2007 and 2006 and the Period from
|
|
September
20, 1996 (Inception) to March 31, 2007
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6
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Notes
to Unaudited Financial Statements
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7
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CONCIERGE
TECHNOLOGIES, INC. AND SUBSIDIARY
|
(A
development stage company)
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CONSOLIDATED
BALANCE SHEET
|
March
31, 2007
|
(UNAUDITED)
|
ASSETS
|
||||
CURRENT
ASSETS:
|
||||
Cash
& cash equivalents
|
$
|
600
|
||
Due
from related party
|
40,479
|
|||
$
|
41,079
|
|||
LIABILITIES
AND STOCKHOLDERS' DEFICIT
|
||||
CURRENT
LIABILITIES:
|
||||
Accounts
payable and accrued expenses
|
$
|
394,635
|
||
Notes
payable - related parties
|
152,500
|
|||
Total
current liabilities
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547,135
|
|||
STOCKHOLDERS'
DEFICIT:
|
||||
Preferred
stock, par value $.001 per share; 10,000,000
|
||||
shares
authorized; none issued
|
-
|
|||
Common
stock, $.001 par value; 190,000,000 shares
|
|
|||
authorized;
issued and outstanding 147,292,747
|
147,293
|
|||
Shares
to be issued
|
50,000
|
|||
Additional
paid in capital
|
3,258,334
|
|||
Deficit
accumulated during the development stage
|
(3,961,683
|
)
|
||
Total
stockholders' deficit
|
(506,056
|
)
|
||
$
|
41,079
|
CONCIERGE
TECHNOLOGIES, INC. AND SUBSIDIARY
|
(A
development stage company)
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CONSOLIDATED
STATEMENTS OF OPERATIONS
|
(UNAUDITED)
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For
the Three Month Periods Ended
March
31,
|
For
the Nine Month Periods Ended
March
31,
|
For
the Period From
September 20, 1996
(Inception) to
March
31,
|
||||||||||||||
2007
|
2006
|
2007
|
2006
|
2007
|
||||||||||||
NET
REVENUES
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
$
|
-
|
||||||
COSTS
OF REVENUES
|
|
|
||||||||||||||
Product
Launch Expenses
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$
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-
|
$
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-
|
$
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-
|
$
|
-
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$
|
1,077,785
|
||||||
GROSS
LOSS
|
-
|
-
|
-
|
-
|
(1,077,785
|
)
|
||||||||||
OPERATING
EXPENSES:
|
||||||||||||||||
Impairment
of Assets
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-
|
-
|
-
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-
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988,443
|
|||||||||||
General
& Administrative Expenses
|
8,993
|
7,368
|
50,775
|
21,756
|
1,522,645
|
|||||||||||
TOTAL
OPERATING EXPENSES
|
8,993
|
7,368
|
50,775
|
21,756
|
2,511,088
|
|||||||||||
OPERATING
LOSS
|
(8,993
|
)
|
(7,368
|
)
|
(50,775
|
)
|
(21,756
|
)
|
(3,588,873
|
)
|
||||||
OTHER
INCOME (EXPENSES)
|
||||||||||||||||
Other
Income
|
-
|
-
|
5
|
-
|
118
|
|||||||||||
Settlement
Income
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-
|
-
|
-
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-
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52,600
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|||||||||||
Litigation
Settlement
|
-
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-
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-
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-
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(135,000
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)
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||||||||||
TOTAL
OTHER INCOME (EXPENSES)
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-
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-
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5
|
-
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(82,282
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)
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||||||||||
NET
LOSS BEFORE INCOME TAXES
|
(8,993
|
)
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(7,368
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)
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(50,770
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)
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(21,756
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)
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(3,671,155
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)
|
||||||
Provision
for Income Taxes
|
-
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-
|
1,600
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1,600
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12,000
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|||||||||||
NET
LOSS
|
$
|
(8,993
|
)
|
$
|
(7,368
|
)
|
$
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(52,370
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)
|
$
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(23,356
|
)
|
$
|
(3,683,155
|
)
|
|
WEIGHTED
AVERAGE SHARES OF
|
||||||||||||||||
COMMON
STOCK OUTSTANDING, BASIC AND DILUTED
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145,607,964
|
142,292,747
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143,950,356
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142,292,747
|
||||||||||||
BASIC
AND DILUTED NET LOSS PER SHARE
|
$
|
(0.00
|
)
|
$
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(0.00
|
)
|
$
|
(0.00
|
)
|
$
|
(0.00
|
)
|
CONCIERGE
TECHNOLOGIES, INC. AND SUBSIDIARY
|
(A
development stage company)
|
CONSOLIDATED
STATEMENTS OF CASH FLOWS
|
(UNAUDITED)
|
For
the period from
|
||||||||||
For
the nine month periods ended
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September
20, 1996
|
|||||||||
March
31,
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March
31,
|
(inception)
to
|
||||||||
2007
|
2006
|
March
31, 2007
|
||||||||
CASH
FLOWS FROM OPERATING ACTIVITIES:
|
||||||||||
Net
loss
|
$
|
(52,370
|
)
|
$
|
(23,356
|
)
|
$
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(3,683,155
|
)
|
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Adjustments
to reconcile net loss to net cash used in
|
||||||||||
operating
activities:
|
||||||||||
Impairment
of asset
|
-
|
-
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742,643
|
|||||||
Depreciation
and amortization
|
-
|
-
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13,155
|
|||||||
Stock
issued for services
|
25,000
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-
|
521,352
|
|||||||
Decrease
in current assets:
|
||||||||||
Prepaid
expense
|
-
|
-
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(245,800
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)
|
||||||
Increase
(decrease) in current liabilities:
|
||||||||||
Notes
Payable
|
22,749
|
-
|
22,749
|
|||||||
Accrued
expenses
|
(8,342
|
)
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(11,732
|
)
|
310,102
|
|||||
Net
cash used in operating activities
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(12,963
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)
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(35,088
|
)
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(2,318,954
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)
|
||||
CASH
FLOWS FROM INVESTING ACTIVITIES:
|
||||||||||
Cash
received on acquisition of subsidiary
|
-
|
-
|
2,912
|
|||||||
Note
receivable - related party
|
(40,319
|
)
|
-
|
(140,319
|
)
|
|||||
Acquisition
of equipment
|
-
|
-
|
(12,910
|
)
|
||||||
Net
cash used in investing activities
|
(40,319
|
)
|
-
|
(150,317
|
)
|
|||||
CASH
FLOWS FROM FINANCING ACTIVITIES:
|
||||||||||
Due
from related party
|
-
|
61
|
(160
|
)
|
||||||
Proceeds
from Issuance of Shares
|
-
|
587,007
|
||||||||
Proceeds
from stock subscription forfeited
|
-
|
-
|
10,000
|
|||||||
Proceeds
from advance subscriptions
|
50,000
|
-
|
1,822,983
|
|||||||
Costs
and expenses of advance subscriptions
|
-
|
-
|
(79,710
|
)
|
||||||
Proceeds
from (payments to) related party loans
|
-
|
38,251
|
129,751
|
|||||||
Net
cash provided by financing activities
|
50,000
|
38,312
|
2,469,871
|
|||||||
NET
INCREASE IN CASH & CASH EQUIVALENTS
|
(3,282
|
)
|
3,224
|
600
|
||||||
CASH
& CASH EQUIVALENTS, BEGINNING BALANCE
|
3,882
|
648
|
-
|
|||||||
CASH
& CASH EQUIVALENTS, ENDING BALANCE
|
$
|
600
|
$
|
3,872
|
$
|
600
|
a.
|
A
brief description of the provisions of this Statement
|
b.
|
The
date that adoption is required
|
c.
|
The
date the employer plans to adopt the recognition provisions of
this
Statement, if earlier.
|
Notes
payable to shareholder, interest rate of 8%, unsecured
|
||||
and
payable on October 1, 2006 (past due)
|
35,000
|
|||
Notes
payable to director/shareholder, non-interest bearing
|
||||
unsecured
and payable on demand
|
8,500
|
|||
Notes
payable to shareholder, interest rate of 10%, unsecured,
|
||||
and
payable on July 31, 2004 (past due)
|
5,000
|
|||
Notes
payable to shareholder, interest rate of 10%, unsecured
|
||||
and
payable on October 1, 2004 (past due)
|
28,000
|
|||
Notes
payable to shareholder, interest rate of 8%, unsecured
|
||||
and
payable on October 1, 2004 (past due)
|
14,000
|
|||
Notes
payable to director/shareholder, interest rate of 8%,
|
||||
unsecured
and payable on September 1, 2004 (past due)
|
3,500
|
|||
|
||||
Notes
payable to shareholder, interest rate of 8%, unsecured
|
||||
and
payable on October 1, 2005
|
20,000
|
|||
Notes
payable to director/shareholder, interest rate of 8%,
|
||||
unsecured
and payable on February 1, 2006
|
5,000
|
|||
Notes
payable to director/shareholder, interest rate of 8%,
|
||||
unsecured
and payable on June 1, 2006
|
5,000
|
|||
Notes
payable to director/shareholder, interest rate of 8%,
|
||||
unsecured
and payable on February 1, 2006
|
2,500
|
|||
Notes
payable to director/shareholder, interest rate of 6%,
|
||||
Unsecured
and payable on September 1, 2007
|
1,000
|
|||
Notes
payable to shareholder, interest rate of 8%, unsecured
|
||||
and
payable on November 1, 2007
|
15,000
|
|||
Note
payable to shareholder, interest rate of 6%, unsecured
|
||||
and
payable on November 1, 2007
|
10,000
|
|||
Total
Notes payable
|
$
|
152,500
|
Allocated
amount
|
||||
Cash
|
$
|
2,912
|
||
Equipment,
net
|
245
|
|||
Goodwill
|
496,843
|
|||
$
|
500,000
|
Consideration
paid
|
||||
10,000,000
shares of common stock
|
$
|
500,000
|
·
|
Activate
Planet Halo as an operating company in the business of designing,
constructing and selling service on wireless broadband networks utilizing
MESH technology. In addition to providing a wireless Internet connection,
Planet Halo envisions use of its Halomail gateway and other software
developments to create a community portal within the bounds of local-area
service provided by its wireless
coverage,
|
·
|
acquire
revenue streams by partnering and other business combinations with
development stage wireless and technology companies seeking marketing
expertise and investment liquidity,
|
·
|
source
a buyer for our PCA pre-paid inventory in bulk form and utilize the
proceeds for working capital.
|
(a)
|
Exhibits
|
Exhibit
|
Item
|
||
2
|
-
|
Stock
Purchase Agreement of March 6, 2000 between Starfest, Inc. and
MAS
Capital, Inc.*
|
|
3.1
|
-
|
Certificate
of Amendment of Articles of Incorporation of Starfest, Inc. and
its
earlier articles of incorporation.*
|
|
3.2
|
-
|
Bylaws
of Concierge, Inc., which became the Bylaws of Concierge Technologies
upon
its merger with Starfest, Inc. on March 20, 2002.*
|
|
3.5
|
-
|
Articles
of Merger of Starfest, Inc. and Concierge, Inc. filed with the
Secretary
of State of Nevada on March 1, 2002.**
|
|
3.6
|
-
|
Agreement
of Merger between Starfest, Inc. and Concierge, Inc. filed with
the
Secretary of State of California on March 20, 2002.**
|
|
3.7
|
-
|
Articles
of Incorporation of Concierge Technologies, Inc. filed with the
Secretary
of State of Nevada on April 20, 2005.+
|
|
3.8
|
-
|
Articles
of Merger between Concierge Technologies, Inc., a California corporation,
and Concierge Technologies, Inc., a Nevada corporation, filed with
the
Secretary of State of Nevada on March 2, 2006 and the Secretary
of State
of California on October 5, 2006.+
|
|
10.1
|
-
|
Agreement
of Merger between Starfest, Inc. and Concierge, Inc.*
|
|
14
|
-
|
Code
of Ethics for CEO and Senior Financial
Officers.***
|
31
|
-
|
Certification
of Chief Executive Officer pursuant to 18 U.S.C. Section 1350,
as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
|
|
31.1
|
-
|
Certification
of Chief Financial Officer pursuant to 18 U.S.C. Section 1350,
as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
|
|
-
|
Certification
of Chief Executive Officer pursuant to 18 U.S.C. Section 1350,
as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
||
32.1
|
-
|
Certification
of Chief Financial Officer pursuant to 18 U.S.C. Section 1350,
as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
CONCIERGE
TECHNOLOGIES, INC.
|
||
|
|
|
By |
/s/
David W. Neibert
|
|
David W. Neibert, Chief Executive Officer |