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LLTP > SEC Filings for LLTP > Form 10-K on 29-Oct-2012All Recent SEC Filings

Show all filings for LIGHTLAKE THERAPEUTICS INC.

Form 10-K for LIGHTLAKE THERAPEUTICS INC.


29-Oct-2012

Annual Report


ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

We have generated no revenue since our inception on June 21, 2005 and have incurred $23,886,576 in operating expenses, which have resulted in overall accumulated losses of $23,928,895 through July 31, 2012.

The following table provides selected financial data about our company for the years ended July 31, 2012 and 2011.

                 Balance Sheet Data:        07/31/12       7/31/11

                 Cash                      $   20,423     $   51,789
                 Total assets              $   44,976     $   77,715
                 Total liabilities         $  663,694     $  416,232
                 Shareholders' (deficit)   $ (618,718 )   $ (416,232 )

There was $3,460,402 provided by financing activities for the year ended July 31, 2012.

GOING CONCERN

Lightlake Therapeutics Inc. is a Development Stage Enterprise. Our independent auditor has issued an audit opinion, which includes a statement expressing substantial doubt as to our ability to continue as a going concern.

LIQUIDITY AND CAPITAL RESOURCES

Our cash balance at July 31, 2012 was $20,423together with $663,694 outstanding liabilities. If we experience a shortage of funds prior to generating revenues from operations we may utilize funds from our Director, who has informally agreed to advance funds to allow us to pay for operating costs, however he has no formal commitment, arrangement or legal obligation to advance or loan funds to us. Management believes that our current cash balance will not be sufficient to fund our operations for the next twelve months.

PLAN OF OPERATION

Our plan of operation for the next twelve months is to pursue the Phase II clinical trials in Helsinki, Finland on the user patents that were acquired August 24, 2009, as well commence Phase II trials of on an opioid antagonist-based treatment for Bulimia Nervosa

In the first quarter of 2011, we commenced a randomized, double blind placebo controlled trial in Helsinki, Finland to investigate the use of naloxone intra-nasally as a treatment for Binge Eating Disorder. We expect that these trials will take six months to complete and we aim for these trials to be FDA compliant. Patient selection for the Phase II trial was completed, with a total of 127 individuals recruited.

We intend to collaborate with other parties to progress to and fund Phase III. We anticipate that the Phase III trials will be held at centers in North America and at Imperial College London, United Kingdom and other international institutions, including. We currently have agreements to collaborate with Celesio AG and Lloyds Pharmacy, and we will further pursue similar relationships over the next 12 months that will provide funding and strategic relationships to help us reach key milestones. At this point the team will be strengthened accordingly. During the next year we aim to broaden our product pipeline, and anticipate acquiring additional patents that relate to the use of opioid antagonists.

In particular, we anticipate launching Phase II trials to investigate the application of our technology as a treatment for Bulimia Nervosa, and we are seeking funding to facilitate these trials launch. We have made arrangements with Kings College London, UK, to conduct these trials at the institution.

We anticipate that additional funding will be required in the form of equity financing from the sale of our common stock or loans from our directors or shareholders. However, we may not be able to raise sufficient funding from the sale of our common stock to fund any future development.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.


Table of Contents

ITEM 8. FINANCIAL STATEMENTS

Lightlake Therapeutics, Inc.
(Formerly Known as Madrona Ventures, Inc.)
(a Development Stage Enterprise)

Financial Statements

For the years ended
July 31, 2012 and 2011
and
From Inception (July 21, 2005)
to July 31, 2012


Table of Contents

Lightlake Therapeutics, Inc.
Index to Financial Statements
July 31, 2012 and 2011

Page Number Financial Statements:

Report of Independent Registered Public F-2 Accounting Firm

Balance Sheets as of July 31, 2012 and 2011 F-3

Statements of Operations for the years ended F-4 July 31, 2012 and 2011 and from Inception (July 25, 2005) to July 31, 2012

Statement of Shareholders' Equity (Deficit) and F-5 from Inception (July 25, 2005) to July 31, 2012

Statement of Cash Flows for the years ended F-6 July 31, 2012 and 2011 and from Inception (July 25, 2005) to July 31, 2012

Notes to Financial Statements F-7 to F-19

F-1

Table of Contents

Peter Messineo
Certified Public Accountant
[[Image Removed]] 1982 Otter Way Palm Harbor FL 34685 peter@pm-cpa.com T 727.421.6268 F 727.674.0511

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and
Stockholders of Lightlake Therapeutics, Inc.:

I have audited the balance sheets of Lightlake Therapeutics, Inc. as of July 31, 2012 and 2011 and the related statement of operations, changes in stockholder's deficit, and cash flows for the years then ended and for the period June 21, 2005 (date of inception) through July 31, 2012. These financial statements are the responsibility of the Company's management. My responsibility is to express an opinion on these financial statements based on my audits.

I conducted my audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements were free of material misstatement. The Company was not required to have, nor was I engaged to perform, an audit of its internal control over financial reporting. My audit included consideration of internal control over financial reporting as a basis for designing audit procedures that were appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, I express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion.

In my opinion, the financial statements, referred to above, present fairly, in all material respects, the financial position of Lightlake Therapeutics, Inc. as of July 31, 2012 and 2011, and the results of its operations and its cash flows for the years then ended and for the period June 21, 2005 (date of inception) through July 31, 2012, in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has no revenues from operation, has not emerged from the development stage, has had recurring losses resulting in accumulated deficit, negative cash flows from operations and is requiring additional traditional financing or equity funding to commence its operating plan. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Further information and management's plans in regard to this uncertainty were also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Peter Messineo, CPA
Palm Harbor, Florida
October 29, 2012

F-2

Table of Contents

Lightlake Therapeutics, Inc.
( a Development Stage Enterprise)

Balance Sheets
As of
 July 31,



                                                                2012              2011
                         Assets
Current assets
Cash and cash equivalents                                   $      20,423     $      51,789
  Total current assets                                             20,423            51,789

Other assets
Patents and patent applications (net of accumulated
amortization)                                                      24,553            25,926

  Total assets                                              $      44,976     $      77,715

          Liabilities and Shareholders' Deficit
Liabilities
Accounts payable and accrued liabilities                    $      55,497     $     104,136
Accrued salaries and wages                                         56,300             4,127
Due to related party                                              136,412           307,969
Convertible notes payable (Net of Debt Discounts)                 223,693                 -
Derivative liability                                              191,792                 -
  Total liabilities                                               663,694           416,232


Stockholders' equity (deficit)
Common stock; par value $0.001; 200,000,000 shares
authorized;
  126,083,416 shares issued and outstanding at July 31,
2012 and
  76,976,333 shares issued and outstanding at July 31,
2011                                                              126,083            76,976
Additional paid-in capital                                     23,184,094        11,092,214
Accumulated deficit during the development stage              (23,928,895 )     (11,507,707 )
  Total stockholders' equity (deficit)                           (618,718 )        (338,517 )
  Total liabilities and stockholders' equity(deficit)       $      44,976     $      77,715

The accompanying notes are an integral part of these unaudited financial statements.

F-3

Table of Contents

     Lightlake Therapeutics, Inc.
     (a Development Stage Enterprise)

     Statements of Operations
     For the years ended, July 31, 2012 and 2011 and the period
                        From inception (June 21, 2005) to July 31, 2012



                                                             For the                  From Inception
                                                           Years Ended               (June 21, 2005)
                                                             July 31,                  to July 31,
                                                      2012              2011               2012

Revenues                                          $           -     $          -     $              -

Operating expenses
General and administrative                           11,829,537        9,435,787           23,341,392
Research and development                                506,169                               506,169
Mineral interests                                             -                -               39,015
Total operating expenses                             12,335,706        9,435,787           23,886,576

Income (loss) from operations                       (12,335,706 )     (9,435,787 )        (23,886,576 )

Other income (expense)
Interest expense                                         (3,997 )              -               (3,997 )
Interest expense on debt discounts                      (57,392 )              -              (57,392 )
Change in derivative                                    (24,093 )                             (24,093 )
Debt forgiveness                                              -                -               43,163
Total other income (expense)                            (85,482 )              -              (42,319 )

Income (loss) before provision for income taxes     (12,421,188 )     (9,435,787 )        (23,928,895 )

Provision for income taxes                                    -                -                    -

Net income (loss)                                 $ (12,421,188 )   $ (9,435,787 )   $    (23,928,895 )

Basic loss per common share:
Earnings (loss) per common share                  $       (0.12 )   $      (0.14 )
Basic weighted average
  common shares outstanding                         103,881,283       67,163,719

The accompanying notes are an integral part of these unaudited financial statements.

F-4

Table of Contents

            Lightlake Therapeutics, Inc.
            ( a Development Stage Enterprise)

            Statement of Stockholders' Equity (Deficit)
            For the period from Inception (June 21, 2005)
             to July 31, 2012



                                                                                           Deficit
                                                     Additional                          During the
                          Common Stock                Paid In           Treasury         Development
                     Shares           Amount          Capital            Stock              Stage             Total

Balance at
June 21, 2005                 -               -                -                  -                 -                 -

Balance at
July 31, 2005                 -               -                -                  -                 -                 -

Common shares
issued for
cash
 March 2006 at
$0.001 per
share                 5,000,000           5,000                -                  -                 -             5,000
 March 2006 at
$0.01 per
share                 1,300,000           1,300           11,700                  -                 -            13,000
 April 2006 at
$0.01 per
share                    75,000              75            7,425                  -                 -             7,500
 May 2006 at
$0.01 per
share                   150,000             150           29,850                  -                 -            30,000

Net income
(loss)                                                                                        (32,125 )         (32,125 )

Balance at
July 31, 2006         6,525,000           6,525           48,975                  -           (32,125 )          23,375

Net income
(loss)                                                                                        (33,605 )         (33,605 )

Balance at
July 31, 2007         6,525,000           6,525           48,975                  -           (65,730 )         (10,230 )

Net income
(loss)                                                                                        (17,924 )         (17,924 )

Balance at
July 31, 2008         6,525,000           6,525           48,975                  -           (83,654 )         (28,154 )

Net income
(loss)                        -               -                -                  -            28,444            28,444

Balance at
July 31, 2009         6,525,000           6,525           48,975                  -           (55,210 )             290

Forward Stock
Split : 20 for
1                   130,500,000         130,500         (130,500 )                -                 -                 -

Stock issued
for
acquisition of
patent               20,333,333          20,333                -                  -                 -            20,333

Cancellation
of shares          (100,000,000 )      (100,000 )        100,000                  -                 -                 -

Stock issued
for services          4,150,000           4,150        1,354,650                  -                 -         1,358,800

Net income
(loss)                        -               -                -                  -        (2,016,710 )      (2,016,710 )

Balance at
July 31, 2010        61,508,333          61,508        1,373,125                  -        (2,071,920 )        (637,287 )

Warrants
issued for
acquisition of
patent                        -               -            7,117                  -                 -             7,117

Sales of
common stock          5,640,000           5,640        3,072,380                  -                 -         3,078,020

Stock issued
for services          9,828,000           9,828        6,108,342                  -                 -         6,118,170

Stock based
compensation
from issuance
of stock
options                       -               -          531,250                  -                 -           531,250

Net (loss)                    -               -                -                  -        (9,435,787 )      (9,435,787 )

Balance at
July 31, 2011        76,976,333          76,976       11,092,214                  -       (11,507,707 )        (338,517 )

Sales of
common stock          8,438,572           8,439          794,490                  -                 -           802,929

Stock issued
for services         37,555,668          37,556       10,011,301                  -                 -        10,048,857

Conversion of
Convertible
Notes Payable
to Common
Stock                 3,332,843           3,332           96,668                  -                 -           100,000

Cancellation
of shares              (220,000 )          (220 )            220                  -                 -                 -

Stock based
compensation
from issuance
of stock
options                       -               -        1,027,501                  -                 -         1,027,501
Stock based
compensation
from issuance
of stock
warrants                      -               -          161,700                  -                 -           161,700

Net (loss)                    -               -                -                  -       (12,421,188 )     (12,421,188 )

Balance at
July 31, 2012       126,083,416         126,083       23,184,094                  -       (23,928,895 )        (618,718 )

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