QUARTERLY REPORT OF. Guard Dog, Inc. FOR THE QUARTER ENDED SEPTEMBER 30, 2015 A NEVADA CORPORATION. 769 Basque Way Suite 300 Carson City, NV.

Transcription

1 QUARTERLY REPORT OF Guard Dog, Inc. FOR THE QUARTER ENDED SEPTEMBER 30, 2015 A NEVADA CORPORATION 769 Basque Way Suite 300 Carson City, NV (562)

2 TABLE OF CONTENTS ITEM 1. EXACT NAME OF THE ISSUER AND ITS PREDECESSOR... 2 ITEM 2. ADDRESS OF THE ISSUER S PRINCIPAL EXECUTIVE OFFICES.. 2 ITEM 3. SECURITY INFORMATION ITEM 4. ISSUANCE HISTORY.. 3 ITEM 5. FINANCIAL STATEMENTS ITEM 6. DESCRIBE THE ISSUER S BUSINESS OPERATIONS ITEM 7. DESCRIBE THE ISSUER S FACILITIES ITEM 8. OFFICERS, DIRECTORS AND CONTROL PERSONS ITEM 9. THIRD PARTY PROVIDERS ITEM 10. OTHER INFORMATION ITEM 11. EXHIBITS ITEM 12. CERTIFICATIONS

3 ITEM 1. EXACT NAME OF THE ISSUER AND ITS PREDECESSORS Exact Company Name: GUARD DOG, INC. (hereinafter referred to as we, us, or our or the Issuer ). Name used by predecessor entities in the past five years: Formerly known as: FSBO Media Holdings, Inc. until Formerly known as: Discover Capital Holdings Corp. until Formerly known as: Technologies Corp. until Formerly known as: Concepts, Inc. to ITEM 2. ADDRESS OF THE ISSUER S PRINCIPAL EXECUTIVE OFFICES A. Company Headquarters Our principal executive and administrative offices are located at 769 Basque Way Suite 300 Carson City, NV billgrdo@yahoo.com Website: B. IR Contact 769 Basque Way Suite 300 Carson City, NV Phone: (562) billgrdo@yahoo.com Website: ITEM 3. SECURITY INFORMATION Trading symbol: GRDO CUSIP: 40121V 109 Exact title and class of securities outstanding: As of the period ended September 30, 2015 the capital stock of the company was as follows: Class A: Common stock, $ par value; 2

4 Number of shares authorized: 5,950,000,000; Number of shares outstanding: 2,382,589,568; Freely tradable shares: 2,371,589,568; Total number of shareholders of record: 416 Class A: Preferred stock $ par value; Number of shares authorized 24,000,000 Number of shares outstanding; 500,000 Class B: Preferred stock, $ par value; Number of shares authorized: 1,500,000; Number of shares outstanding: 163,478; Class C: Preferred stock, $ par value; Number of shares authorized: 5,000,000; Number of shares outstanding: 1,000,000; Class D: Preferred stock, $ par value; Number of shares authorized: 5,000,000; Number of shares outstanding: 626,413; Transfer Agent: Madison Stock Transfer, Inc East 16th Street Brooklyn, NY Telephone: (718) Is the transfer agent registered under the Exchange Act? Yes. List any restrictions on the transfer of security: None. Describe any trading suspension orders issued by the SEC in the past 12 months: None. ITEM 4. ISSUANCE HISTORY The company has not executed any securities offering, either public or private, since December,

5 ITEM 5. FINANCIAL STATEMENTS: GUARD DOG, INC. Financial Statements Balance Sheet September 30, 2015 and December 31, 2014 Unaudited ASSETS September 30, Dec. 31, Current Assets Cash on hand Total Current Assets Property, Plant & Equipment 0 0 Other Assets Investment - Parker Technologies 80,000 80,000 Total Other Assets 80,000 80,000 Total Assets 80,330 80,500 See accountants' report and notes to financial statements 4

6 GUARD DOG, INC. Balance Sheet September 30, 2015 and December 31, 2014 Unaudited LIABILITIES Current Liabilities LIABILITIES AND STOCKHOLDERS' EQUITY September 30, Dec. 31, Accounts payable - - Total current liabilities - - Long-term Liabilities 845, ,000 Notes payable 845, ,000 Total liabilities STOCKHOLDERS' EQUITY Common stock, par value $.0001, 5,950,000,000 authorized; 2,382,589,568 issued & outstanding at 9/30/15 & 12/31/14 238, ,259 Series A preferred, par value $.0001, 24,000,000 authorized; 500,000 issued and outstanding at 9/30/15 & 12/31/ Series B preferred, par value $.0001, 1,500,000 authorized; 163,478 issued and outstanding at 9/30/15 & 12/31/ Series C preferred, par value $.0001; 5,000,000 authorized; 1,000,000 issued and outstanding at 9/30/15 & 12/31/ Series D preferred, par value $.0001; 5,000,000 authorized; 626,413 issued and outstanding at 9/30/15 & 12/31/ Additional paid in capital (486,892) (486,892) Accumulated deficit (381,096) (300,196) Current earnings (135,170) (80,900) Total Stockholders' equity (764,670) (629,500) Total Liabilities & Stockholders' Equity 80,330 80,500 See accountants' report and notes to financial statements 5

7 GUARD DOG, INC. Statement of Income and Retained Earnings (Deficit) For the Nine Months Ended September 30, 2015 and September 30, 2014 Revenue Unaudited Nine Months Ended September 30, September 30, Lease and Rental Income - - Total Revenue - - Cost of Goods Sold - - Total Cost of Goods Sold - - Gross Income - - Expenses Transfer fees - - Consulting fees 135,000 45,000 Registration fees, etc. - - Investor relations - - Office expense Total Expenses 135,170 45,140. Net earnings (Loss) (135,170) (45,140) Retained earnings (Deficit); Beginning of period (381,096) (300,196) End of Period $ (516,266) $ (345,336) See accountants report and notes to financials 6

8 GUARD DOG, INC. Statement of Cash Flows For the Nine Months Ended September 30, 2015 and September 30, 2014 Unaudited OPERATING ACTIVITIES Net Income (Loss) $(135,170) $ (45,140) Adjustments to reconcile net Income (Loss) to net cash provided by operations Prepaid consulting Other liabilities Accounts payable Net cash provided by operating activities (135,170) (45,140) Investing Activities Investment - Parker Technologies - - Note payable 135,000 45,000 Net cash provided by investment activity - 45,000 Financing Activities Net stock proceeds - - Paid in capital Net cash from financing activity Net increase (decrease) for period (170) - Cash at beginning of period Cash at end of period See accountants report and notes to financials 7

9 GUARD DOG, INC. Statement of Stockholder's Equity September 30, 2015 Unaudited Total Common Stock Paid in Accum. Stockholders' Shares Amount Capital Earnings Equity Dec. 31, ,057,589,568 $ 205,759 $ (405,308) $ (239,796) (439,345) Net income (loss) - Dec. 31, 2013 (60,400) (60,400) Balance - 12/31/13 2,057,589, ,759 (405,308) (300,196) (499,745) Parker Tech. investment 200,000,000 20,000 (81,584) (61,584) Stock compensation 125,000,000 12,500 12,500 Net income (loss) - Dec. 31, 2014 (80,900) (80,900) Balance - 12/31/14 2,382,589, ,259 (486,892) (381,096) (629,729) Net Income (loss) - September 30, 2015 (135,170) (135,170) Balance - 6/30/15 2,382,589, ,259 (486,892) (516,266) (764,899) See accountants report and notes to financial statements 8

10 GUARD DOG, INC. NOTES TO FINANCIAL STATEMENTS NOTE 1- NATURE OF OPERATIONS Nature of Operations The Company was incorporated in the state of Nevada in September 27, The Company is a holding company organized with a goal of acquiring and managing a diversified portfolio of profitable, growth-oriented companies. NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation These financial statements unaudited and are presented in United States dollars and have been prepared in accordance with generally accepted accounting principles in the United States of America. The Company believes that these financial statements present fairly, in all material respects, the financial position of the Company and the results of its operations and cash flows for the periods presented. The Company has a calendar year-end accounting period. NOTE 3-STOCKHOLDERS EQUITY The company s capitalization is 2,382,589,568 common shares with a par value of $.0001 per share; 24,000,000 Series A preferred shares with a par value of $.0001; 1,500,000 Series B preferred shares with a par value of $.0001; 5,000,000 Series C preferred shares with a par value of $.0001; 5,000,000 Series D preferred shares with a par value of $.0001; NOTE 4 LONG-TERM DEBT As of September 30, 20154, the Company has notes payable to consultants in the amount of $845,000 as follows: Vic Devlaemink $270,000 ( ), Wayne Gullick, $120,000 ( ): Cutting edge, $100,000 ( ), Steve Nickell $75,000 ( ), Law Offices of Joseph L Pittera $85,000 (2014): H. Mori, $105,000 ( ). Icon Partners Ltd, $90,000 (2014). 9

11 ITEM 6. DESCRIBE THE ISSUER S BUSINESS, PRODUCTS AND SERVICES. A. DESCRIPTION OF ISSUER S BUSINESS OPERATIONS. The Company is engaged in the identification, acquisition and development of businesses in the energy industry. The Company expects to acquire and develop a suitable target in the very near future. B. DATE AND STATE OF INCORPORATION The Company was incorporated in the State of Nevada on September 27, C. PRIMARY AND SECONDARY SIC CODES The Company s primary (and only) SIC code is Help supply services. D. THE COMPANY S FISCAL YEAR END DATE The Company s fiscal year ends on December 31. E. PRINCIPAL PRODUCTS OR SERVICES AND THEIR MARKETS The Company focuses its efforts on acquisition and development of various oil and gas businesses. The Company is actively pursuing acquisition and development of target businesses and expects to secure an acquisition in the near future. Because of management expertise and business alliances the Company expects to succeed in future ventures in growth industries with vast potential within the domestic U.S. market. F. RESULTS OF OPERATIONS FOR THE PERIOD ENDED SEPTEMBER 30, 2015 COMPARED TO THE PERIOD ENDED SEPTEMBER 30, 2014: Revenues: The Company had no revenue for the periods ended September 30, 2015 and September 30, Cost of Revenues: The Company did not incur any costs of sales for the periods ended September 30, 2015 or September 30, Gross Profit: The Company had no gross profit or loss for the period ended September 30, 2015 or the period ended September 30,

12 Operating Costs: Operating costs consist of the Company s administrative expenses before depreciation and interest. Operating costs for the period ended September 30, 2015, totaled $135170, compared to operating costs for the period ended September 30, 2014 of $45,140. Operating Gain (Loss): The Company produced an operating loss for the period ended September 30, 2015 of $135,170, compared to a loss of $45,140 for the period ended September 30, Net Gain (Loss) Before Income Taxes: Net gain or loss before income taxes represents operating gain or loss plus other (non-operating) gain or loss. For the period ended September 30, 2015, the company had a net loss of $135,170, compared to a loss of $45,140 for the period ended September 30, Liquidity and Capital Resources: During the period ended September 30, 2015, the Company did not produce any cash or cash equivalents from operations. G. OFF-BALANCE SHEET ARRANGEMENTS The Company did not engage in any off-balance sheet arrangements during the fiscal quarter ended September 30, ITEM 7. DESCRIBE THE ISSUER S FACILITIES At this time the Company does not have any significant tangible assets and is in the process of identifying suitable targets for acquisition. The Company does not own or lease any real estate. ITEM 8. OFFICERS, DIRECTORS AND CONTROL PERSONS A. NAMES OF OFFCERS, DIRECTORS AND CONTROL PERSONS The current president and secretary of the Company Bill Schaefer, was hired on September 2, Mr. Schaefer is also the chairman and sole current member of the Board of Directors of the Company. B. LEGAL/DISCIPLINARY HISTORY Please identify whether any of the foregoing persons have, in the last five years, been the subject of: 11

13 1. A conviction in a criminal proceeding or named as a defendant in a pending criminal proceeding (excluding traffic violations and other minor offenses): NO. The entry of an order, judgment, or decree, not subsequently reversed, suspended or vacated, by a court of competent jurisdiction that permanently or temporarily enjoined, barred, suspended or otherwise limited such person s involvement in any type of business, securities, commodities or banking activities: NO. 2. A finding or judgment by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission, the Commodity Futures Trading Commission or a state securities regulator of a violation of federal or state securities or commodities law, which finding or judgment has not been reversed, suspended or vacated: NO. 3. The entry of an order by a self-regulatory organization that permanently or temporarily barred, suspended or otherwise limited such person s involvement in any type of business or securities activities: NO. C. BENEFICIAL SHAREHOLDERS None. ITEM 9. THIRD PARTY PROVIDERS A. Legal Counsel Vic Devlaeminck N.E. Hazel Dell Avenue Suite 317 Vancouver, WA PH: (503) vic@vicdevlaeminck.com 12

14 B. Accountant or Auditor C. Investor Relations Consultant D. E. Other Advisor(s) None. ITEM 10. OTHER INFORMATION None. ITEM 11. EXHIBITS N/A ITEM 12. CERTIFICATIONS I, Bill Schaefer, certify that: 1. I have reviewed this amended quarterly disclosure statement of Guard Dog, Inc. 2. Based on my knowledge, this disclosure statement 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 disclosure statement; and 3. Based on my knowledge, the financial statements and other financial information included or incorporated by reference in this disclosure statement, fairly present, in all material respects, the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this disclosure statement. /s/bill Schaefer Bill Schaefer, CEO/President Dated Nov /10/