10-Q 1 g6749.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED FEBRUARY 28, 2013 Commission file number 333-149114 SANOOK ENTERPRISES, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization) 28/14 Moo 3 Bophut, Koh Samui Suratthani, Thailand 84320 (Address of principal executive offices, including zip code) 1-800-915-0403 (Telephone number, including area code) Resident Agents of Nevada, Inc. 711 S. Carson Street, Ste 4 Carson City, Nevada 89701 775 882 4641 (Name, address and telephone number of agent for service) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 last 90 days. YES [X] NO [ ] Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). 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," "non-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 [X] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [X] NO [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 10,000,000 shares as of April 15, 2013. ITEM 1. FINANCIAL STATEMENTS SANOOK ENTERPRISES, INC. (A Development Stage Company) Condensed Balance Sheets --------------------------------------------------------------------------------

See Notes to Financial Statements 2 SANOOK ENTERPRISES, INC. (A Development Stage Company) Condensed Statements of Operations (Unaudited) --------------------------------------------------------------------------------

See Notes to Financial Statements 3 SANOOK ENTERPRISES, INC. (A Development Stage Company) Condensed Statements of Cash Flows (unaudited) --------------------------------------------------------------------------------

See Notes to Financial Statements 4 SANOOK ENTERPRISES, INC. (A Development Stage Company) Notes to Condensed Financial Statements (Unaudited) February 28, 2013 -------------------------------------------------------------------------------- NOTE 1 - CONDENSED FINANCIAL STATEMENTS The accompanying condensed financial statements have been prepared by Sanook Enterprises, Inc. (the "Company") without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at February 28, 2013, and for all periods presented herein, have been made. Certain information and footnote disclosures normally included in condensed financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's August 31, 2012 audited financial statements. The results of operations for the period ended February 28, 2013 is not necessarily indicative of the operating results for the full year. NOTE 2 - GOING CONCERN The Company's condensed financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying condensed financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. 5 SANOOK ENTERPRISES, INC. (A Development Stage Company) Notes to Condensed Financial Statements (Unaudited) February 28, 2013 -------------------------------------------------------------------------------- NOTE 3 - RECENT ACCOUNTING PRONOUNCEMENTS The company has evaluated the recent accounting pronouncements issued through the issuance of these condensed financial statements, and the Company does not expect that the effectiveness of any of these changes will have a material impact on the Company's financial position, or statements. NOTE 4 - RELATED PARTY TRANSACTIONS As of February 28, 2013, there was a loan payable due to Robin Mulholland, sole officer and director of the Company, for $47,500 that is non interest bearing with no specific repayment terms. 6 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION FORWARD LOOKING STATEMENTS Some of the statements contained in this Form 10-Q that are not historical facts are "forward-looking statements" which can be identified by the use of terminology such as "estimates," "projects," "plans," "believes," "expects," "anticipates," "intends," or the negative or other variations, or by discussions of strategy that involve risks and uncertainties. We urge you to be cautious of the forward-looking statements, that such statements, which are contained in this Form 10-Q, reflect our current beliefs with respect to future events and involve known and unknown risks, uncertainties and other factors affecting our operations, market growth, services, products and licenses. No assurances can be given regarding the achievement of future results, as actual results may differ materially as a result of the risks we face, and actual events may differ from the assumptions underlying the statements that have been made regarding anticipated events. All written forward-looking statements made in connection with this Form 10-Q that are attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. Given the uncertainties that surround such statements, you are cautioned not to place undue reliance on such forward-looking statements. The safe harbours of forward-looking statements provided by the Securities Litigation Reform Act of 1995 are unavailable to issuers not subject to the reporting requirements set forth under Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended. As we have not registered our securities pursuant to Section 12 of the Exchange Act, such safe harbours set forth under the Reform Act are unavailable to us. RESULTS OF OPERATIONS We are still in our development stage and have generated no revenue to date. We incurred a net loss of $89,739 from inception (September 28, 2006) through February 28, 2013. We incurred operating expenses of $2,972 and $2,892 for the three months ended February 28, 2013 and February 29, 2013, respectively. These expenses consisted of general and administrative expenses and professional fees. We incurred operating expenses of $8,461 and $7,992 for the six months ended February 28, 2013 and February 29, 2013, respectively. These expenses consisted of general and administrative expenses and professional fees. At February 28, 2013, we had cash on hand of $12,641 and $50,380 in outstanding liabilities. Cash provided by financing activities from inception through February 28, 2013 was $99,500 consisting of $12,000 from the sale of our common stock to our director who purchased 2,500,000 shares of our common stock at $0.002 per share on September 28, 2006 and 3,500,000 shares of our common stock at $0.002 per share on May 30, 2007 and on June 16, 2008, management completed its S-1 registered offering by selling 4,000,000 common shares at $.01 per share to raise capital of $40,000, and $47,500 from a loan from related party. 7 The following table provides selected financial data about our company for the period from the date of incorporation through February 28, 2013: Balance Sheet Data: 2/28/2013 ------------------- --------- Cash $ 12,641 Total assets $ 12,641 Total liabilities $ 50,380 Shareholders' equity $(37,739) Our auditors have expressed their doubt about our ability to continue as a going concern unless we are able to generate profitable operations. LIQUIDITY AND CAPITAL RESOURCES We currently have $12,641 cash in the bank which comprises our total assets. Management believes that the current cash will not be sufficient to fund operations for the next twelve months. Our director has agreed to loan the company funds in the event we experience a shortfall of available cash for our limited operating expenses. We have yet to generate any revenues from our business operations and our financial resources continue to diminish. We may decide that we can not continue with our business operations as detailed in our original business plan because of this situation. We will remain current in our corporate filings and obligations, while financial resources are available. PLAN OF OPERATION PROPOSED MILESTONES TO IMPLEMENT BUSINESS OPERATIONS The following milestones are estimates only. The working capital requirements and the projected milestones are approximations only and subject to adjustment based on costs and needs. Our twelve month budget is based on minimum operations which will be completely funded by our cash on hand. In addition to the global economic crisis, Thailand continues to experience social and political unrest and as a result, tourism in Thailand continues to suffer. The global economic situation continues to be very difficult with most countries experiencing recession type struggles, which has been very detrimental to vacation travel. We will continue to monitor this situation and continue to analyze our marketing expenditures and if we begin to generate profits we will gradually increase our marketing programs. The costs associated with operating as a public company are included in our budget. Management will be responsible for the preparation of the required documents to keep the costs to a minimum. We plan to complete our milestones as follows: MARCH 2013-MAY 2013 * We will continue to customize the golf packages offering low, med and high pricing based on the rates established with our golf, hotel and transportation suppliers. We will focus on developing a close relationship with the more expensive/exclusive hotels in Bangkok, Phuket and Koh Samui. We also anticipate that many customers are more flexible with their golfing requirements and as such, will be interested in playing different golf courses that provide a variety of experiences and varying price levels; including, scenery, proximity, amenities and playability. 8 * We continue to work with our website developer to update our corporate website, as well as continually optimizing it for better search engine placement as part of our internet marketing strategy. * We will continue with limited marketing programs in Asia, with a focus on Hong Kong, Malaysia and Singapore. All three of these Asian countries are in close proximity and provide regular transportation access to Thailand as well as direct flights to all our golf destinations (Bangkok, Phuket and Koh Samui) thereby minimizing travel time and travel inconveniences. We believe that potential customers in these countries are familiar with Thailand and with the prices our golf and hotel packages being considerably lower than in these expensive countries, the opportunity to experience a golf vacation in exotic locations within Thailand will be in demand. * We will continue coordinating bookings and packages. JUNE 2013 - NOVEMBER 2013 * We will continue to monitor the success of our marketing efforts. * We will leverage off of our marketing experiences; and we hope to increase our Asian coverage commencing a marketing program in Korea, Japan and Taiwan. These countries are again not far from Thailand and have regular transportation access, with direct flights to both Bangkok and Phuket, minimizing travel time and transportation connection issues. Golf in these countries is also very popular but very expensive and our packages will entice many of them to experience an affordable golf holiday in a tropical paradise. These countries are also familiar with their Asian neighbor Thailand and the tropical climate, friendly people, world class beaches and plethora of outstanding international restaurants. Our financial resources continue to diminish and we have not been able to generate any revenues. We will remain current in our corporate filings and obligations; while financial resources are available, we will continue to maintain operations and attempt to implement our corporate strategies as outlined above. We may decide that we cannot continue with our current business operations because of continued operational losses and or a lack of financial resources. In our efforts to enhance shareholder value we may investigate additional potential business opportunities that might be available to us. There can be no certainties that there will be any other business opportunities available; nor the nature of the business opportunity; nor any indication of the financial resources required of any possible business opportunity. OFF-BALANCE SHEET ARRANGEMENTS We have no off-balance sheet arrangements. ITEM 4. CONTROLS AND PROCEDURES We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and 9 reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, including our president (who is also acting as our principal executive officer, principal financial officer and principal accounting officer) to allow for timely decisions regarding required disclosure. In designing and evaluating our disclosure controls and procedures, our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and our management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. As of February 28, 2013, the end of the three month period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our president (who is also acting as our principal executive officer, principal financial officer and principal accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our president (who is also acting as our principal executive officer, principal financial officer and principal accounting officer) concluded that our disclosure controls and procedures were effective as of the end of the period covered by this quarterly report. There have been no significant changes in our internal controls over financial reporting that occurred during the three months ended February 28, 2013 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting. PART II. OTHER INFORMATION ITEM 6. EXHIBITS The following exhibits are included with this quarterly filing. Those marked with an asterisk and required to be filed hereunder, are incorporated by reference and can be found in their entirety in our original Form S-1 Registration Statement, filed under SEC File Number 333-149114, at the SEC website at www.sec.gov: Exhibit No. Description ----------- ----------- 3.1 Articles of Incorporation* 3.2 Bylaws* 31.1 Certification pursuant to Rule 13a-14(a) under the Exchange Act of 1934 31.2 Certification pursuant to Rule 13a-14(a) under the Exchange Act of 1934 32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 101 Interactive data files pursuant to Rule 405 of Regulation S-T.** ---------- ** To Be Filed By Amendment 10 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. Sanook Enterprises, Inc. Registrant Date: April 15, 2013 By: /s/ Robin Mulholland ---------------------------------------- Robin Mulholland Sole Director, President, Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer 11

Sanook Enterprises, Inc. 10-Q