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EEDG > SEC Filings for EEDG > Form 10-Q on 6-Sep-2013All Recent SEC Filings




Quarterly Report


In this report, unless the context indicates otherwise, the terms "Energy Edge," "Company," "we," "us," and "our" refer to Energy Edge Technologies Corporation, a New Jersey corporation, and its wholly-owned subsidiaries.

Note regarding forward-looking statements

This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, or the "Securities Act," and Section 21E of the Securities Exchange Act of 1934 or the "Exchange Act." These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or anticipated results.

In some cases, you can identify forward looking statements by terms such as "may," "intend," "might," "will," "should," "could," "would," "expect," "believe," "anticipate," "estimate," "predict," "potential," or the negative of these terms. These terms and similar expressions are intended to identify forward-looking statements. The forward-looking statements in this report are based upon management's current expectations and belief, which management believes are reasonable. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor or combination of factors, or factors we are aware of, may cause actual results to differ materially from those contained in any forward looking statements. You are cautioned not to place undue reliance on any forward-looking statements. These statements represent our estimates and assumptions only as of the date of this report. Except to the extent required by federal securities laws, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

You should be aware that our actual results could differ materially from those contained in the forward-looking statements due to a number of factors, including:

new competitors are likely to emerge and new technologies may further increase competition;

our operating costs may increase beyond our current expectations and we may be unable to fully implement our current business plan;

our ability to obtain future financing or funds when needed;

our ability to successfully obtain and maintain our diverse customer base;

our ability to protect our intellectual property through patents, trademarks, copyrights and confidentiality agreements;

our ability to attract and retain a qualified employee base;

our ability to respond to new developments in technology and new applications of existing technology before our competitors;

acquisitions, business combinations, strategic partnerships, divestures, and other significant transactions may involve additional uncertainties; and

our ability to maintain and execute a successful business strategy.

Other risks and uncertainties include such factors, among others, as market acceptance and market demand for our products and services, pricing, the changing regulatory environment, the effect of our accounting policies, potential seasonality, industry trends, adequacy of our financial resources to execute our business plan, our ability to attract, retain and motivate key technical, marketing and management personnel, and other risks described from time to time in periodic and current reports we file with the United States Securities and Exchange Commission, or the "SEC." You should consider carefully the statements under "Item 1A. Risk Factors" and other sections of this report, which address additional factors that could cause our actual results to differ from those set forth in the forward-looking statements and could materially and adversely affect our business, operating results and financial condition. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the applicable cautionary statements.

Critical Accounting Policies and Estimates

Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States ("US GAAP"). US GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenues and expenses amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use of estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.


We believe the following is among the most critical accounting policies that impact our consolidated financial statements. We suggest that our significant accounting policies, as described in our consolidated financial statements in the Summary of Significant Accounting Policies, be read in conjunction with this Management's Discussion and Analysis of Financial Condition and Results of Operations.

We recognize revenue in accordance with Staff Accounting Bulletin ("SAB") No.
104. All of the following criteria must exist in order for us to recognize revenue:

1. Persuasive evidence of an arrangement exists;

2. Delivery has occurred;

3. The seller's price to the buyer is fixed or determinable; and

4. Collectability is reasonably assured.

The majority of the Company's revenue results from sales contracts with direct customers and revenues are generated upon the shipment of goods and/ or delivery of services. The Company's pricing structure is fixed and there are no rebate or discount programs. Management conducts credit background checks for new customers as a means to reduce the subjectivity of assuring collectability. Based on these factors, the Company believes that it can apply the provisions of SAB 104 with minimal subjectivity.

Recent Accounting Pronouncements

The Company does not expect that the adoption of any recent accounting pronouncements will have any material impact on its financial statements.


Results of Operations - Six Months Ended June 30, 2013 as Compared to Six Months Ended June 30, 2012 and Three Months Ended June 30, 2013 Compared to Three Months Ended June 30, 2012

The following table summarizes the results of our operations during the three-month period ended June 30, 2013 and 2012, and provides information regarding the dollar and percentage increase (or decrease) from the respective periods.

                                       Six Months ended June 30,
                                          2013              2012         (decrease)       % Change
Revenue                             $       2,040       $  354,046      $ (352,006 )           (99 )%
Cost of sales                               2,472          235,611        (233,139 )           (99 )%
Gross profit                                 (432 )        118,435        (118,867 )            (0 )%
General & Administrative &
Professional Fees                         162,155           71,342          90,813             127 %
Wages & Consulting Fees                   708,892           64,270         644,622            1003 %
Income (Loss) from operations            (871,479 )        (17,177 )      (854,302 )         (1131 )%
Other expense                             (47,126 )         (2,774 )       (44,352 )         (1599 )%
Provision for taxation                         -                -               -               -

Net loss                            $    (918,605 )     $  (19,951 )    $ (898,654 )         (2730 )%

                                       Three Months ended June 30,
                                          2013               2012          (decrease)       % Change
Revenue                             $            0       $   207,975      $ (207,975 )          (100 )%
Cost of sales                                    0           117,624        (117,624 )          (100 )%
Gross profit                                     0            90,351         (90,351 )            (0 )%
General & Administrative &
Professional Fees                           21,825            47,686         (25,861 )           (54 )%
Wages & Consulting Fees                    590,807            47,455         543,352            1145 %
Income (Loss) from operations             (612,632 )          (4,790 )      (607,842 )         (1091 )%
Other expense                              (45,747 )          (1,500 )       (44,247 )         (2950 )%
Provision for taxation                          -                 -               -               -

Net loss                            $     (658,379 )     $    (6,290 )    $ (652,089 )         (4041 )%


Sales revenue decreased from $207,975 in the three months ended June 30, 2012 to $-0- in the same period in 2013, representing a 100% decrease. The decrease in revenue was mainly due to potential projects from the current sales pipeline not closing in the second quarter.

Cost of sales and gross margin

Cost of sales decreased from $117,624 in the three months ended June 30, 2012 to $-0- in the same period in 2013, representing a 100% decrease. The decrease was mainly attributable to the absence of projects sold in the second quarter of 2013. The gross profit percent decreased from 43.4% in the three months ended June 30, 2012 to (0)% in the same period in 2013.

Wages & Consulting Fees

Wages & Consulting Fees were $590,807 in the three months ended June 30, 2013 as compared to $47,455 in the three months ended June 30, 2012. The increase was due to an increase in the amortization of pre-paid consulting fees and stock based compensation issued in 2nd quarter 2013.


General and administrative & Professional Fees

General and administrative and professional fees decreased from $47,686 in the three months ended June 30, 2012 to $21,825 for the same period in 2013, representing a decrease of $25,861 or 54%. The decrease was mainly attributable to a reduction in grand opening event expenses and marketing costs for The Gourmet Wing Company.

Net income (loss)

Net loss for the three months ended June 30, 2013 was $658,379 as compared to a net loss of $6,290 in the same period of 2012. The increase in net loss was mainly attributable to the stock based compensation for executives of the company and to the lack of revenue in 2013.

Liquidity and Capital Resources

For the six months ended June 30, 2013, we used $305,722 in cash flow for operating activities compared to the use of $25,558 in cash flow for the six months ended June 30, 2012. This increase in operating cash requirements occurred for a number of reasons. During the period the Company issued stock based compensation in the amount of $719,276. The Company recorded no change in contract receivables, in billings in excess of costs, or accounts receivable-other. The Company also recorded a decrease of $68,759 in prepaid expenses, a decrease of $54,595 in accounts payable, and a decrease of $28,198 in other current liabilities, all of which impacted cash used by operating activities. Intangible assets were acquired in the amount of $10,636 primarily relating to the loan fees associated with the convertible promissory note dated May 13, 2013. Financing activities generated $50,000 from the proceeds from the promissory note, and $289,113 proceeds from the sale of common stock.

On May 13, 2013 the company entered into a 6% convertible redeemable note payable with a maturity date of May 14, 2015, loan costs associated with securing the loan were capitalized and will be amortized over the loan period.

Cash and cash equivalents were $25,527 as of June 30, 2013 compared to $18,553 as of December 31, 2012.

We have no material commitments for capital expenditures and know of no trends, demands, commitments, or events that will result in our liquidity changing in a material way for the foreseeable future.

Off-Balance Sheet Arrangements

We do not have any off balance sheet arrangements


Inflation has not had a material impact on our business and we do not expect inflation to have an impact on our business in the near future

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