10-Q 1 cabinet310qhoriz.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2010 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-31389 CABINET ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 52-2257550 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1830 South Alma School Road Suite 114 Mesa, Arizona 85210 (Address of principal executive offices) (zip code) Issuer's Telephone Number: 480/374-7451 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer Accelerated Filer Non-accelerated filer Smaller reporting company (do not check if a smaller reporting company) Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes X No Indicate the number of shares outstanding of each of the issuer's classes of stock, as of the latest practicable date. Class Outstanding at April 30, 2010 Common Stock, par value $0.0001 3,500,000 Documents incorporated by reference: None PART I -- FINANCIAL INFORMATION CABINET ACQUISITION CORPORATION (A DEVELOPMENT STAGE COMPANY) CONTENTS PAGE 1 CONDENSED BALANCE SHEETS AS OF MARCH 31, 2010 (UNAUDITED) AND DECEMBER 31, 2009 PAGE 2 CONDENSED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2010 AND 2009 AND FOR THE PERIOD FROM MARCH 24, 1999 (INCEPTION) TO MARCH 31, 2010 (UNAUDITED) PAGE 3 CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT FOR THE PERIOD MARCH 24, 1999 (INCEPTION) TO MARCH 31, 2010 (UNAUDITED) PAGE 4 CONDENSED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2010 AND 2009 AND FOR THE PERIOD FROM MARCH 24, 1999 (INCEPTION) TO MARCH 31, 2010 (UNAUDITED) PAGES 5 - 9 NOTES TO FINANCIAL STATEMENTS AS OF MARCH 31, 2010 (UNAUDITED) CABINET ACQUISITION CORPORATION (A DEVELOPMENT STAGE COMPANY) CONDENSED BALANCE SHEETS As of March 31, 2010 and December 31, 2009 ASSETS ------

See accompanying notes to condensed financial statements. 1

See accompanying notes to condensed financial statements. 2 CABINET ACQUISITION CORPORATION (A DEVELOPMENT STAGE COMPANY) CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT For the Period From March 24, 1999 (Inception) to March 31, 2010 (Unaudited)

See accompanying notes to condensed financial statements 3

See accompanying notes to condensed financial statements 4 CABINET ACQUISITION CORPORATION (A DEVELOPMENT STAGE COMPANY) NOTES TO CONDENSED FINANCIAL STATEMENTS MARCH 31, 2010 (Unaudited) NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (A) Organization and Business Operations Cabinet Acquisition Corporation (a development stage company) ("the Company") was incorporated in Delaware on March 24, 1999 to serve as a vehicle to effect a merger, exchange of capital stock, asset acquisition or other business combination with a domestic or foreign private business. As of March 31, 2010, the Company had not yet commenced any formal business operations, and all activity to date relates to the Company's formation, and the change of stockholder control and management in October 2009 as further discussed in Note 2(B). The Company's fiscal year end is December 31. The Company's ability to commence operations is contingent upon its ability to identify a prospective target business. (B)Interim Financial Statements The accompanying unaudited condensed balance sheet of Cabinet Acquisition Corporation as of March 31, 2010, and the unaudited condensed statements of operations and the unaudited condensed statements of cash flows for the three months ended March 31, 2010 and 2009, and for the period from March 24, 1999 (Inception) to March 31, 2010 reflect all material adjustments which, in the opinion of management, are necessary for a fair presentation of results for the interim periods. Certain information and footnote disclosures required under generally accepted accounting principles have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission, although the Company believes that the disclosures are adequate to make the information presented not misleading. The condensed balance sheet information as of December 31, 2009 was derived from the audited financial statements included in the Company's Annual Report on Form 10-K. These condensed financial statements should be read in conjunction with the year-end audited financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2009, as filed with the Securities and Exchange Commission on April 15, 2010. The results of operations for the three months ended March 31, 2010 and 2009 are not necessarily indicative of the results to be expected for the entire fiscal year or for any other period. (C) Use of Estimates The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. 5 CABINET ACQUISITION CORPORATION (A DEVELOPMENT STAGE COMPANY) NOTES TO CONDENSED FINANCIAL STATEMENTS MARCH 31, 2010 (Unaudited) (D) Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. (E) Taxes Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 740-10-50-2 requires deferred tax assets and liabilities be recognized for future tax consequence attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statement of income in the period that includes the enactment date. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future deductibility is uncertain. Losses incurred by Company in prior years provide for a net operating loss carry-forward. However, due to the unpredictability of the Company's future net income, the asset's balance has been fully reserved for. (F) Going Concern The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern. The Company has no operations and continues to incur on-going professional fees to maintain its current filings with the SEC. The Company has an accumulated deficit of $10,651 and a working capital deficit of $6,839 as of March 31, 2010. The future success of the Company is dependent on its ability to find and successfully merge with a target business. There can be no assurance that the Company will be successful in completing a merger, or that it will continue to receive funding from its President. 6 CABINET ACQUISITION CORPORATION (A DEVELOPMENT STAGE COMPANY) NOTES TO CONDENSED FINANCIAL STATEMENTS MARCH 31, 2010 (Unaudited) (G) Earnings Per Share Basic earnings per share are computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. There were no potentially dilutive securities for the three months ended March 31, 2010 and 2009. (H) Fair Value of Financial Instruments Financial Accounting Standards Board ("FASB") Accounting Standard Codification ("ASC") 820, "Fair Value Measurements and Disclosures," establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. These tiers include: Level 1 defined as observable inputs such as quoted prices in active markets; Level 2 defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3 defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The carrying amounts of certain financial instruments, including cash and cash equivalents, accounts payable and accrued liabilities approximate their fair values because of the short-term maturity of these instruments. (I) Recent Accounting Pronouncements In January 2010, the FASB issued ASU 2010-06, "Fair Value Measurements and Disclosures (Topic 820): Improving Disclosures about Fair Value Measurements". This update provides amendments to Topic 820 that will provide more robust disclosures about (1) the different classes of assets and liabilities measured at fair value, (2) the valuation techniques and inputs used, (3) the activity in Level 3 fair value measurements, and (4) the transfers between Levels 1, 2, and 3. The Company does not expect adoption of ASU 2010-06 to have a material impact on the Company's results of operations or financial condition. 7 CABINET ACQUISITION CORPORATION (A DEVELOPMENT STAGE COMPANY) NOTES TO CONDENSED FINANCIAL STATEMENTS MARCH 31, 2010 (Unaudited) In February 2010, the FASB issued ASU 2010-09, "Subsequent Events (Topic 855): Amendments to Certain Recognition and Disclosure Requirements." This update addresses both the interaction of the requirements of Topic 855, Subsequent Events, with the SEC's reporting requirements and the intended breadth of the reissuance disclosures provision related to subsequent events (paragraph 855-10-50-4). The amendments in this update have the potential to change reporting by both private and public entities, however, the nature of the change may vary depending on facts and circumstances. The adoption of ASU 2010-09 did not have a material impact on the Company's results of operations or financial condition. 8 NOTE 2 STOCKHOLDERS' DEFICIT (A) Preferred Stock The Company is authorized to issue 20,000,000 shares of preferred stock at $.0001 par value, with such designations, voting and other rights and preferences as may be determined from time to time by the Board of Directors. (B) Common Stock The Company is authorized to issue 100,000,000 shares of common stock at $.0001 par value. The Company issued 1,000,000 shares of its common stock to Pierce Mill Associates, Inc. pursuant to Section 4(2) of the Securities Act of 1933 for an aggregate consideration of $100. On October 8, 2009, the following events occurred which resulted in a change in control of the Company: 500,000 shares of the total 1,000,000 outstanding shares of common stock of the Company were redeemed at par from the prior shareholder, Pierce Mill Associates, Incorporated. These shares were subsequently canceled. The Company has not yet made payment of $50 for the redemption of these shares. The Company subsequently issued 1,000,000 shares of common stock at par each to Glenn Geller, Marla Beans and Michael Sinnwell, Jr. The 3,000,000 shares issued represent 85.8% of the total outstanding 3,500,000 shares of common stock. The Company has not yet received payment totaling $300 for the issuance of these shares. NOTE 3 AGREEMENT There is an agreement between Tiber Creek Corporation and the Company to provide various services, including a business combination between the Company and a target company, a name change, and the registration of its securities and their quotation on the OTC Bulletin Board (See Note 4). NOTE 4 RELATED PARTIES Pierce Mill Associates is a 14.2% stockholder of the Company. Pierce Mill Associates is 100% owned by the same individual who also owns 100% of the outstanding stock of Tiber Creek Corporation. Tiber Creek Corporation is expected to perform consulting services for the Company in the future (see Note 3). ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The Company has no operations to date other than its formation, election of officers and directors and issuance/redemption of stock. It is anticipated that the Company will merge with or otherwise combine with COA Holdings, Inc., a company that is controlled by the management of the Company. As of the date of this report, no formal contracts, agreements or arrangements have been entered into nor any combination been designed or effected. COA Holdings, Inc. (COAH), a Nevada corporation, was formed on May 20, 2008, as a diversified financial holding company to combine several existing companies, and to facilitate the acquisition of existing, profitable companies, to define and enhance symmetries and to provide additional capital to increase the scope and profitability of the existing and newly combined companies specifically targeted toward the electronic payment field. COAH anticipates that this platform combines certain natural relationships, marketing synergies and enables the combined companies to provide a wide variety of complete technology solutions in private and secure electronic payments designed to create a more trustworthy, beneficial, and accessible way to conduct commerce. COAH has access to proprietary products through products developed by its wholly-owned affiliates and/or subsidiaries. COAH is based in the USA and has support personnel in Arizona, Nevada, California, Wisconsin, Kansas and Vietnam. COAH has approximately 20 total staff members, consisting of management, system and software developers (in the U.S. and in Vietnam), call center representatives, and administrative personnel. Wholly-owned affiliates or subsidiaries and products are: Data Box Solutions, Inc.: works with a company's financial services core to bring technologies together efficiently regardless of whom they select as their supplemental technology providers. The Data Box Solutions core system is a Payment Card Industry (PCI) Data Security Standard (DSS) PCI-DSS compliant, fully redundant and scalable system designed to extend the services of known processors through client access tools and innovative web services. Flex EFT, Inc.: developed The Flex network which provides a bridge hosted on the Data Box Solutions secure technology servers and intranet that allows secure software connectivity between all COAH platforms. SVC cards: a consumer-centric electronic transaction and card processing company that performs the reporting, issuing and processing tasks of prepaid debit cards, while offering a complete suite of customer support services. Allow Card of America: a prepaid card for parents and their teens developed on the SVC Cards platform and integrated to the Flex network giving the card access to numerous distribution channels and loading capability. The Allow Card was voted as the most innovative prepaid card in the world for 2006 OSCARD AWARD. The 'Card of America': a general payroll card that delivers significant cost savings and value to employers and their employees by offering the flexibility of direct payments into multiple accounts per cardholder with customizable options to fit the needs of a company's structure and employee culture. Cardholders gain access to a wide range of financial services, including overdraft protection, bill pay, funds transfers, with or without a direct banking relationship, at a lower cost and with greater convenience. Developed on the SVC Cards platform and integrated to the Flex network giving the card access to numerous distribution channels and loading capability. Fast Pay Network, Inc.: A wholly owned operating subsidiary of COAH and is a full service payment processor serving clients nationwide. Fast Pay Network provides "custom tailored" processing for all major credit cards including Visa, MasterCard, American Express and Discover, as well as providing processing for electronic benefit transfer (EBT), government cards, checks, and gift and loyalty cards. "FLEX Wireless": Established by COAH in 2009 for mobile applications and backend integrations (middleware) for telecommunication companies, financial institutions, retailers, enterprise markets with a need to integrate mobile applications to their financial application. Using a highly customizable mobile suite of products, clients can connect their users to bank accounts, transfer money worldwide, purchase tickets, get exclusive loyalty rewards, redeem mobile coupons, and much more while on the move. In January 2010, the FASB issued ASU 2010-06, "Fair Value Measurements and Disclosures (Topic 820): Improving Disclosures about Fair Value Measurements". This update provides amendments to Topic 820 that will provide more robust disclosures about (1) the different classes of assets and liabilities measured at fair value, (2) the valuation techniques and inputs used, (3) the activity in Level 3 fair value measurements, and (4) the transfers between Levels 1, 2, and 3. The Company does not expect the adoption of ASU 2010-06 to have a material impact on the Company's results of operations or financial condition. In February 2010, the FASB issued ASU 2010-09, "Subsequent Events (Topic 855): Amendments to Certain Recognition and Disclosure Requirements." This update addresses both the interaction of the requirements of Topic 855, Subsequent Events, with the SEC's reporting requirements and the intended breadth of the reissuance disclosures provision related to subsequent events (paragraph 855-10-50-4). The amendments in this update have the potential to change reporting by both private and public entities, however, the nature of the change may vary depending on facts and circumstances. The adoption of ASU 2010-09 did not have a material impact on the Company's results of operations or financial condition. ITEM 3. Quantitative and Qualitative Disclosures About Market Risk. Information not required to be filed by Smaller reporting companies. ITEM 4. Controls and Procedures. Disclosures and Procedures Pursuant to Rules adopted by the Securities and Exchange Commission, the Company carried out an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures pursuant to Exchange Act Rules. This evaluation was done as of the end of the period covered by this report under the supervision and with the participation of the Company's principal executive officer who is also the principal financial officer. Based upon that evaluation, he believes that the Company's disclosure controls and procedures are effective in gathering, analyzing and disclosing information needed to ensure that the information required to be disclosed by the Company in its periodic reports is recorded, summarized and processed timely. The principal executive officer is directly involved in the day-to-day operations of the Company. This Quarterly Report does not include an attestation report of the Company's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the Company to provide only management's report in this Quarterly Report. Changes in Internal Controls There was no change in the Company's internal control over financial reporting that was identified in connection with such evaluation that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting. PART II -- OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS There are no legal proceedings against the Company and the Company is unaware of such proceedings contemplated against it. ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS Not applicable. ITEM 3. DEFAULTS UPON SENIOR SECURITIES Not applicable. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Not applicable. ITEM 5. OTHER INFORMATION (a) Not applicable. (b) Item 407(c)(3) of Regulation S-K: During the quarter covered by this Report, there have not been any material changes to the procedures by which security holders may recommend nominees to the Board of Directors. ITEM 6. EXHIBITS (a) Exhibits 31 Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32 Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. CABINET ACQUISITION CORPORATION By: /s/Glenn Geller President Chief Financial Officer Dated: May 17, 2010

CABINET ACQUISITION CORP 10-Q