SEC Filing Summary: Broadleaf Capital Partners, Inc. (10-Q)
Business Context and Reporting Period
This Form 10-Q covers the quarterly periods ended March 31, June 30, and September 30, 2008. Broadleaf Capital Partners, Inc. is a Nevada corporation operating as a diversified investment holding company. The Company's primary active asset is a 1% limited partnership interest in Canyon Shadows, a real estate project. Most other subsidiaries are inactive. The filing was signed on September 19, 2011, indicating a significant delay in reporting.
Key Financial Metrics (As of September 30, 2008)
- Revenue: $5,697 for the nine months ended September 30, 2008 (derived from investment distributions).
- Net Loss: $(28,664) for the nine months ended September 30, 2008.
- Cash and Cash Equivalents: $1,259.
- Total Assets: $123,044 (primarily $121,785 in investments).
- Total Liabilities: $1,416,417.
- Stockholders' Deficit: $(1,293,373).
- Accumulated Deficit: $(15,298,752).
- Debt: $1,047,954 in notes payable (all classified as current); $118,473 in accrued interest.
- Liquidity: Current liabilities exceed current assets by $1,293,373.
Material Changes vs. Prior Period
- Revenue: Remained virtually flat compared to the prior year ($5,697 in 2008 vs. $5,700 in 2007).
- Expenses: General and administrative expenses increased to $14,969 for the nine months ended September 30, 2008, compared to $8,169 in the prior year period. This increase was attributed to administrative wage costs for strategic planning and write-off expenses.
- Net Loss: The net loss increased to $(28,664) for the nine months ended September 30, 2008, compared to $(21,861) in the prior year, driven by the rise in G&A expenses.
- Debt Status: The Company remained in default on two notes payable during the period, though creditors had not pursued legal action. Accrued interest continued to accumulate.
Outlook, Risks, and Contingencies
- Going Concern: The filing explicitly states that recurring losses and negative cash flows raise substantial doubt about the Company's ability to continue as a going concern. Continued operations depend on obtaining adequate capital.
- Management Plans: Management intends to raise capital through common stock sales, convert promissory notes to stock, or enter into acquisition agreements with profitable entities.
- Internal Controls: Management concluded that disclosure controls and internal controls over financial reporting were ineffective due to limited resources, lack of segregation of duties, and absence of an audit committee.
- Legal Proceedings: No open legal proceedings were reported, though the Company carries liabilities for past judgments totaling approximately $39,372.
- Risk Factors: The stock is classified as a "penny stock," limiting liquidity. The Company has never paid dividends and does not intend to do so.
Investor Verification Checklist
- Verify the current status of the $1,047,954 in defaulted notes payable and whether any legal action has been initiated since the filing date.
- Confirm the valuation of the $121,785 investment in Canyon Shadows, as it is the sole significant asset.
- Assess the Company's ability to meet the "Going Concern" requirements and secure the additional financing mentioned in management's plans.
- Review the effectiveness of internal controls given the admitted material weaknesses and lack of an audit committee.
- Check for any subsequent filings or 8-K reports regarding the delayed submission of this 10-Q (signed in 2011 for 2008 data).