SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark
(Mark One)
[X] ANNUAL REPORT UNDER
| x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 : |
For the fiscal year ended December 31, 2009
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
2010
| ¨ | 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 0-53259
GREENAMRK ACQUISITION CORPORATION
(Exact
POWERDYNE INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware 20-5572576
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
215 Apolena Avenue, Newport Beach, CA 92662
(Address
| Delaware | 20-5572576 | |
| (State or other jurisdiction of | (I.R.S. Employer Identification No.) | |
| incorporation or organization) |
300 Centerville Road
Suite 100E
Warwick, Rhode Island 02886
(Address of principal executive offices) (zip code)
Issuer's Telephone Number: 202/387-5400
Registrant's telephone number, including area code: 401/739-3300
Securities registered underpursuatn to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Exchange Act:
Common Stock, $.0001 par value per share
(Title of class)
Indicate by check mark if the rgistrantregistrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act
[ ]
¨ Yes [ X ]x No
Inidcate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
[ ]
¨ Yes [ X ]x No
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.
[ X ]
x Yes [ ]¨ No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 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).x Yes ¨ No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
[ X ]
x Yes [ ]¨ 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
Large Accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] Smaller reporting company [ X ]
Large Accelerated filer ¨ | Accelerated filer | ¨ | |
Non-accelerated filer ¨ | Smaller reporting company | x |
(do not check if smaller reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
[ X ]
¨ Yes [ ]x No
State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter.
$ 0
Indicate the number of shares outstanding of each of the registrant's classes of common stock as of the latest practicable date.
Class Outstanding at
December 31, 2009
Common Stock, par value $0.0001 1,000,000
| Class | Outstanding at March 31, 2011 |
| Common Stock, par value $0.0001 | 189,000,000 shares |
Documents incorporated by reference: None
PART I
Item
ITEM 1. DescriptionBUSINESS
As part of Businessa change in control effected on December 13, 2010, Greenmark Acquisition Corporation (the "Company")issued 200,000,000 shares of common stock to the following shareholders in the following amounts:
| Dale P. Euga | 188,000,000 | |
| Arthur M. Read, II | 12,000,000 |
On February 7, 2011, Greenmark Acquisition Corporation merged with Powerdyne, Inc. (Nevada). Powerdyne, Inc. ( Nevada) was formed in February 2010 in the State of Nevada and had limited operations. Greenmark Acquisition Corporation was incorporated on September 13, 2006 under the laws ofin the State of Delaware in September 2006 and was a development stage company. As part of that merger, Greenmark Acquisition Corporation, the surviving corporation, changed its name to engagePowerdyne International, Inc. (the "Company").
Products
The Company is a development stage company and has no operating history and has experienced losses since its inception. The Company’s independent auditors have issued a report questioning the Company’s ability to continue as a going concern.
The Company plans to manufacture, install, maintain, own and operate patented portable electrical power generation equipment ("gensets") intended to be installed at a client location. The Company will own, maintain and lease the equipment to the customer who will use it to produce its own supplemental electrical power. The products are intended to be portable, easy-to-use unit that can be conveniently redeployed in various locations around the world. The units can also be assembled and combined to produce power centers providing up to 50 megawatts of power.
The Company's initial product is the PDIGenset (patent pending) which is a self contained generator that is powered by a modified radial air cooled engine to drive a minimum of a 1-megawatt generator. The entire unit, which runs on natural gas or propane, is compact, lightweight and clean burning. As a result, the unit will produce extremely low emissions and is extremely energy-efficient.
The Company is in the process of building its first prototype of the PDIGenset. To date, no prototypes of products of the Company have been manufactured.
The idea for using an air cooled radial engine to drive a generator posed operating difficulties due to the fact that the engine was not designed to run on gaseous fuels. Therefore, a completely new system for delivering a gaseous fuel to the engine had to be invented and developed. The Company's president, Dale M. Euga pioneered a new system capable of delivering the gaseous fuel to the engine. Further testing and modifications have produced a solid state unit that efficiently delivers the fuel to the engine, resulting in a strong and reliable engine that can operate on any lawful corporate undertaking, including, but not limitedgaseous fuel with a sustained engine life and maximum horsepower.
The basis of the Company’s overall business is founded on the ability to selected mergersproduce electrical power using its proprietary technology to power electrical generation equipment which generates electricity at a much lower cost than the existing means of producing or providing primary electric power. The Company expects that the difference between its cost to produce electrical power and acquisitions.the current billing rate of existing local utility providers presents a sizable cost savings for customers and revenue opportunity for the Company.
Markets
The initial deployment concept of the business is focused large niche markets where the existing production of electricity comes at a very high cost. The Company’s ability to generate this electricity so efficiently with its product unit, at a reasonable cost, is as a result of the efficiencies of the Company’s prime mover (engine) and the other components of the system.
The Company intends to market and distribute its products worldwide. However, initially the Company has beendirected its plan of initial operations and market entry to the State of Alaska, the Commonwealth of Puerto Rico and the nation of the Dominican Republic.
The Company anticipates that its potential customers include a variety of small independent utility companies, mining operations, manufacturing centers, and commercial enterprises worldwide.
The Company anticipates that its products can be used in such markets as high altitude mining operations and any other primary power needs for isolated locations such as manufacturing or commercial users that consume large amounts of electrical power. The Company will build and deliver a completely packaged independent electrical generation unit(s) for specific primary power applications in remote locations or where independent power generation requirements demand a reliable and steady 24/7 source of electrical power. Unlike diesel driven generator sets that have a narrowly defined performance envelope, the PDIGenset outperforms traditional and diesel driven electrical power generation systems. The radial design allows for efficient operations with a very compact unit. As a result of the specialized fuel delivery system and special lubricants, the engine has full power capabilities up to 20,000 feet above sea-level without de-rating. The radial concept also provides immediate access to any section of the motor should an isolated adjustment or repair be needed. Other efficiencies of this type of motor include condensed configuration, weight benefits, rebuild/refit characteristics, physical small size, the availability of core parts, minimal manpower needs for handling and component interchange characteristics.
All electrical generation equipment consists of three basic components: a generator, electrical control switchgear, and a prime mover. Generators are a shelf item and ordered from multiple manufacturers based on the specifications of the end user.
All switchgear is custom made for each of the Company’s “gensets” to make the power dovetail with the existing power grid or user requirements.
The prime mover in all power generator systems is the power source that turns the generator. It can be water-driven (as in a hydroelectric dam), steam-driven (as in a turbine), jet turbine-driven, diesel motor-driven, wind-driven turbine or driven by any other form of internal combustion engine. The efficiency of the prime mover is the critical element of all electrical power generation equipment.
The applications for all PDIGenset units is primary or supplemental electrical power generation on site using the Company’s specially modified and remanufactured engine (green technology). In addition, based on interchangeable component design, the Company’s products can operate in extreme operating conditions, such as frigid cold and at high altitudes.
The Company will provide a viable alternative for local utilities to reduce the demand on the primary grid by using the Company’s equipment and power, therefore increasing the limits and capabilities of the primary grid. By opting to use the Company’s equipment, the customer solves several problems at once. First, the expensive and polluting diesel units are replaced with cost efficient, small, green gensets. Second, the customer’s cost to produce the electrical power is substantially reduced. Third, cost savings produce excess cash for the customer. Fourth, maintenance is provided exclusively by the Company, thereby allowing the customer to reduce its workforce. Fifth, the tank farms and all other diesel support equipment can be dismantled and removed from the sites. This concept is designed to dovetail with the power company’s plans of action currently envisioned and being implemented by the local utilities. Sixth, excess generation capacity can be used to sell electricity to most regulated electrical utilities for positive cash flow.
The Market
The Company initially plans to enter selected target markets, namely Alaska, Puerto Rico, the Dominican Republic, the Caribbean Basin and South America with the primary use of the PDIGenset focused toward commercial, manufacturing and mining operations, and any other existing independent power generation application that employs a diesel engine to drive a generator.
Many mine operations, especially in South America, are over 5,000 feet above sea level and in remote locations. At these high altitudes several diesel engines are required to run a single generator whereas only one of the Company’s genset units would be needed to drive the same generator. The Company intends to lease power stations that allow customers to generate electricity on a 24/7 basis and deliver that power, in concert with existing utility companies, into their existing grids. The PDIGenset is ideal for any large commercial user wherein electricity can be delivered at the user’s location on a cost effective and reliable basis. The Company believes that its unit outperforms any diesel driven generator set on initial cost, operating efficiency and performance.
Electronic controls and monitoring sensors provide another level of technological sophistication for the user wherein the unit can be operated worldwide from any remote headquarters location. The PDIGenset is also equipped with internal “black box technology” that continuously reports streaming data to a central control 24/7 providing security and performance threshold monitoring when the unit is in operation or idle.
In smaller electrical generation locations throughout the world, the units currently in place are driven by a conventional diesel motor. In the past, the diesels were chosen for two reasons: (1) they were widely available; and (2) diesel fuel was available and cheap. These operational cost elements, in addition to the cost of the hardware, were simply passed on to the consumer. The inherent nature of diesel engines coupled with the high cost of diesel fuel made this type of pollution prone power generation system to be outmoded, expensive and a source of environmental pollution as well as noise. Hence, the Company’s flagship product, the PDIGenset, is well-positioned to provide an effective replacement solution for the needs of the marketplace.
In addition, extreme weather conditions, such as is found in the developmental stage since inceptionAlaskan environment with its harsh and itsextreme cold weather conditions, plague diesel operations and other liquid fuel equipment with many logistical and operational problems. Large tank farms with exposed piping and valves are needed to dateconstantly feed the powerhouse generators. It is common to have the fuel thicken or to have the valves freeze, to a point where the diesel fuel will not flow. Compounding these issues, there are other problems associated with the quality of the fuel and any additives that may have been limitedadded. It is common in the winter to issuing sharessee teams with blowtorches thawing the valves and heating the pipes to get the fuel to start flowing. These dangerous practices are nonexistent with the PDIGenset. Tank farms age and leak therein polluting the ground and causing other long term environmental problems. Diesel exhaust is also a major atmospheric pollutant. For all of these reasons cited above, various jurisdictions (such as Alaska) mandate that diesel equipment be replaced and the tank farms dismantled.
Pollution, global warming, energy efficiencies, green technology and other industry parameters have begun to severely impact the nation and the planet. The ever increasing demand for electrical power worldwide necessitates an effective system that can meet these demands. The concept and demand for local independent electrical power generation is dramatically increasing and it is in this domain and market demand where the PDIGenset excels. In essence, the PDIGenset, with its original shareholdersease-of-use, efficiency and filingperformance characteristics, is an extremely viable option for almost any power market around the globe.
Competition
The Company believes that because of the operational characteristics of its engine and systems the PDIGenset is positioned to compete effectively against other genset manufacturers such as Caterpillar, Detroit Diesel and Kohler, all of whom produce standard diesel driven gensets. Other power production systems involving wind turbines, jet (gas) turbines, steam, coal fired, and hydroelectric are not a competitive factor because of the size of the systems and the high capital cost of constructing these systems.
The primary competition for independent power generation of 1-megawatt or higher power production is Caterpillar Corporation. Recently, Caterpillar introduced a propane powered generator set, which is a reworked reciprocating engine designed to address EPA parameters, but not specifically for the same applications as the Company. This engine produces enough horsepower to drive the generator, however, the Company believes that the performance efficiencies of that unit do not approach the capabilities and operational characteristics of the PDIGenset.
Cummings, Morse Diesel, Kohler, Volvo and Detroit Diesel also make engines that produce enough horsepower to drive respective competing 1- megawatt generators, however all of these products are diesel equipment or diesel with natural gas augmentation or conversion and do not meet the capabilities of the PDIGenset.
The Company believes that its product unit is unique and offers a compelling value proposition not currently available in the marketplace.
Diesel engines have been abundantly available since the 1910s and diesel fuel was cheap until the late 1990s. The basic radial engine is mature technology but was unable to operate efficiently on natural gas or propane. Aviation fuel cost three to ten times more than diesel fuel, and, hence, radial engines were not used as prime movers.
Patents
The Company has applied for a use patent for its product system. This application (#12/662,233), which is currently still pending, was submitted to the U.S. Patent and Trademark Office.
The Company also plans to apply for an additional U.S. patent for a fuel delivery system. The Company plans to file this patent application in the near future.
Research and Development
The executive officers, advisors and consultant of the Company have a long history of experience and practical application in aircraft technology and have brought their respective and collective knowledge to address the needs for primary electrical power generation in remote locations or extreme conditions. To meet this demand, the concept of using a radial air cooled direct drive motor was the obvious starting point. From there, new internal mechanical components, fuel delivery systems, and a highly advanced electrical component package has been designed, fabricated and tested to create an extremely efficient and powerful engine. The radial design allows or efficient operations with a very compact unit. The radial concept also provides immediate access to any section of the motor should an isolated adjustment or repair be needed.
Other efficiencies of this type of motor include condensed configuration, weight benefits, rebuild/refit characteristics, physical small size, availability of core parts, minimal manpower needs for handling and component interchange characteristics. Internal components and critical technological elements for the engine have been invented or reengineered, developed and installed in the Company’s products. The component concept, operating fuel burn, and overall size of the entire unit, specifically as it relates to the size, weight and noise, are the major advantages of the unit as designed by the Company. The intention with the PDIGenset is that the motor (the prime mover) can be easily interchangeable at no cost to the user when scheduled as part of a maintenance plan. Unlike a diesel system that will require at least one to three weeks downtime for an engine overhaul in place, the PDIGenset unit requires only four to six hours to remove and replace the spent unit with a fresh motor.
Based on 60 years of validated historical data, and the Company’s own recent engine testing in January 2010, this Company’s engine consumes approximately 85 gallons of aviation fuel per hour at 1800 rpm. The consumption of propane per gallon is almost identical to aviation gas consumption, and therefore, the quantity assumed in the calculations will be the same.
Employees
The Company presently has two (2) employees and a total of five (5) executive officers. The employees receive a salary; the remaining officers receive no salaries or other compensation and no salaries have been accrued. The remaining officers will not receive any compensation until, and if, the Company becomes a public company. None of these officers are currently employed by the Company in a full-time capacity.
Subsidiaries
The Company has no subsidiaries.
Distribution
The PDIGenset unit can fit comfortably inside a 8’x8’x 30’ (40’ with a survival chamber) box; about the size of a shipping container or medium size box truck. This compact size allows for easy handling, transport and delivery, and thereby also making the unit ideal for a portable power station, even on the back of a truck, if necessary, anywhere in the world.
The Company intends to ship product units around the world, FOB Worcester, Massachusetts. Delivery time for most product units to any location can be as quick as 90 days from initial order to full operation on site based on the availability of generators. Upon arrival at the user’s site, the package can be easily off-loaded, maneuvered, and interfaced with the existing power configuration.
Reports to Security Holders
In 2008, the Company (as Greenmark Acquisition Corporation) filed a Form 10-SB registration statement pursuant to the Securities Exchange Act of 1934 on Form 10.
Theand is reporting company will attempt to locatepursuant such Act and negotiate with a business
entity for the combination of that target company with the Company.
The combination will likely take the form of a merger, stock-for-stock
exchange or stock-for-assets exchange. In most instances the target
company will wish to structure the business combination to be within
the definition of a tax-free reorganization under Section 351 or
Section 368 of the Internal Revenue Code of 1986, as amended.
The Company will not restrict its search to any specific
business, industry, or geographical location and it may participate
in a business venture of virtually any kind or nature. Management
anticipates that it will be able to participate in only one
potential business venture because the Company has nominal assets
and limited financial resources. Management believes that there
may be other companies similarly situated and that the Company
may encounter competition in locating and acquiring an business
entity.
On May 7, 2009, the Company entered into an agreement with
a pharmaceutical company for a business combination. The
pharmaceutical company has stated that for financial and other
reasons it does not wish to continue with the business combination.
The Company intends to negotiate the terms for a cancellation of
the agreement.
The Company has no employees and one person who serves as
both the Company's president and director.
The Company registered its common stock on a Form 10
registration statement filed pursuant to the Securities Exchange
Act of 1934 (the "Exchange Act") and Rule 12(g) thereof. The
Company files with the Securities and Exchange Commission periodic
and current reports under Rule 13(a) of the Exchange Act, including
quarterly reports on Form 10-Q and annual reports Form 10-K.
Item 2. Propertiesand management shareholding information. The Company has no propertiesintends to deliver a copy of its annual report to its security holders, and will voluntarily send a copy of the annual report, including audited financial statements, to any registered shareholder who requests the same.
The Company's documents filed with the Securities and Exchange Commission may be inspected at this time has no
agreementsthe Commission's principal office in Washington, D.C. Copies of all or any part of the registration statement may be obtained from the Public Reference Section of the Securities and Exchange Commission, 100 F Street N.E., Washington, D.C. 20002. Call the Commission at 1-800-SEC-0330 for further information on the operation of the public reference rooms.
The Securities and Exchange Commission also maintains a web site at http://www.sec.gov that contains reports, proxy statements and information regarding registrants that file electronically with the Commission. The Company's filings may be located under the CIK number 0001435617.
ITEM 2. PROPERTIES
The corporate headquarters of the Company are located in Warwick, Rhode Island. In the near future, the Company plans to acquire any properties.open an additional regional office in San Juan, Puerto Rico. These locations will initially be administrative in nature and eventually expand as the market demands to become fabrication sites.
All engines will be built in the engine shop in Worcester, Massachusetts for the purpose of quality control. As the orders for products increase, it would become logistically prudent to have an assembly site in Puerto Rico and Alaska to serve the needs in those regions. Engines will continue to be manufactured in Massachusetts. The Company currently usesbelieves that the officesimportance of management atquality control for the production of the engines cannot be understated.
ITEM 3. LEGAL PROCEEDINGS
There are no cost to the Company. Management
has agreed to continue this arrangement untilpending, threatened or actual legal proceedings in which the Company completesor any subsidiary is a business combination.
Item 3. Legal Proceedings
party.
ITEM 4. (Removed and Reserved)
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
There is no litigation pending or threatened by or against the
Company.
Item 4. Submission of Matters to a Vote of Security Holders
No matter was submitted to a vote of security holders, through
the solicitation of proxies or otherwise, during the fourth quarter
of the fiscal year covered by this report.
PART II
Item 5. Market for Registrant's Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities
There is currently no public market for the Company's securities.
FollowingCompany’s common stock. The Company has filed with the Securities and Exchange Commission a business combination, a target companyregistration statement on Form S-1 pursuant to the Securities Act of 1933 for the offer and sale of up to 16,000,000 shares of its common stock. The registration statement is not yet effective and the Company cannot predict when, if at all, such registration statement will normally
wishbecome effective.
That registration statement also provides for the offer and sale of up to cause67,318,500 shares of common stock owned by current shareholders.
On December 11, 2010, the Company'sCompany issued 4,000,000 shares of its common stock in addition to the then outstanding 1,000,000 shares of common stock. As part of the change in control effected on December 13, 2010, the Company issued 200,000,000 shares of common stock to tradethe following shareholders in one or more United
States securities markets. The target company may electthe following amounts:
| Dale P. Euga | 188,000,000 | |
| Arthur M. Read, II | 12,000,000 |
On February 7, 2011, Greenmark Acquisition Corporation merged with Powerdyne, Inc. (Nevada). Powerdyne, Inc. ( Nevada) was formed in February 2010 in the State of Nevada and had limited operations. Greenmark Acquisition Corporation was incorporated in the State of Delaware in September 2006 and was a development stage company. As part of that merger, Greenmark Acquisition Corporation, the surviving corporation, changed its name to take the
steps required for such admissionPowerdyne International, Inc. (the "Company").
On February 7, 2011, Mr. Euga contributed back to quotation following the business
combination or at some later time.
At such time as it qualifies, the Company may choose to apply for
quotation of its securities on the OTC Bulletin Board.
The OTC Bulletin Board is a dealer-driven quotation service.
Unlike the Nasdaq Stock Market, companies cannot directly apply to be
quoted on the OTC Bulletin Board, only market makers can initiate
quotes, and quoted companies do not have to meet any quantitative
financial requirements. Any equity security of a reporting company not
listed on the Nasdaq Stock Market or on a national securities exchange is
eligible.
As such time as it qualifies, the Company may choose to apply for
quotation of its securities on the Nasdaq Capital Market.
In general there is greatest liquidity for traded securities on
the Nasdaq Capital Market and less on the OTC Bulletin Board. It is
not possible to predict where, if at all, the securities of the Company
will be traded following a business combination.
Since inception, the Company has sold securities which
were not registered as follows:
NUMBER OF
DATE NAME SHARES CONSIDERATION
September 13, 2006 Tiber Creek 500,000 $ 250
Corporation (1)
September 13, 2006 IRAA Fin Serv (2) 500,000 250
(1) James M. Cassidy, the president and sole director of the Company,
is the sole shareholder, officer and director of Tiber Creek Corporation,
a Delaware corporation, and Mr. Cassidy may be deemed to be the
beneficial owner of the84,526,666 shares of common stock owned by Tiber Creek Corporation.
(2) James McKillop is the sole principal of IRAA Fin Serv, an
unincorporated California business entity, Mr. McKillop is deemedwithout remuneration.. The Company subsequently issued 68,526,666 shares to be
the beneficial owner of the shares of stock owned by IRAA Fin Serv.
Itemofficers, directors, and private investors.
ITEM 6. Selected Financial Data.
SELECTED FINANCIAL DATA.
There is no selected financial data required to be filed for a smaller reporting company.
Item
ITEM 7. Management's MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The Company is a development stage company and was incorporated in the State of Delaware in September 2006 and merged with Powerdyne, Inc., a Nevada corporation in February 2011. As Greenmark Acquisition, the Company had no operations or specific business plan until the merger which is subsequent to the date of this report. The information discussed below speaks to the Company subsequent to the date of the merger and references to the financial condition are to Powerdyne Nevada.
From Powerdyne Nevada's inception (February 2, 2010) through December 31, 2010, it had no revenues and incurred operating losses of $146,270. Powerdyne Nevada focused its efforts on conducting product research and development. The Company is in the process of building its first prototype of the PDIGenset. To date, no prototypes of products of the Company have been manufactured.
Revenues
Currently, the Company has no revenues. The company has privately issued shares of common stock in order to raise capital
The Company has filed with the Securities and Exchange Commission a registration statement on Form S-1 for the sale of 16,000,000 shares at an offering price of $0.15 per share. The offering has not yet been declared effective and no sales have been made pursuant to such offering.
In order to succeed, the Company needs to complete development of its prototype and establish manufacturing processes for its development. It also needs to develop a viable strategy to market and distribute its products to end customers. The Company has developed a marketing strategy that it believes will lead to near-term revenues in the Caribbean Basin, and thereafter, in Alaska and South America.
Equipment Financing
The Company has a written engagement letter with MBA, a strategic partner of the Company. Pursuant to the engagement letter, by which MBA will act as the Company’s financial advisor to assist the Company in establishing a $5.0 million equipment financing program. If such an equipment financing facility is ultimately established, the program would allow the Company to potentially obtain its needed equipment financing.
Pricing
PDIGenset is priced to meet the customer’s needs. A 1-megawatt PDIGenset will be leased for a five year term, pursuant to a Master Equipment Lease that will provide for an initial deposit of $750,000, a monthly maintenance fee calculated at the rate of $0.015/megawatt-hour and a monthly lease calculated at a rate per megawatt-hour which will be dependent upon local fuel cost. In any event, the Company anticipates that the cost to the customer will be substantially lower than that which the customer is then paying to any local utility provider.
Potential Revenue
The Company anticipates its primary source of revenues will be from leases or payment streams based on the sale of the PDIGenset. The Company’s business model proposes that each product unit be leased to a third party that will be responsible for the payment to the Company on a leasehold basis for each location.
Revenues for the Company will be generally based on lease payments which are based upon the maximum power which the particular genset is capable of generating. Units are constructed under terms and conditions of a contract and installed specifically to meet the customer’s needs. The customer pays the Company each month on a flat rate basis. In addition, the customer pays a maintenance fee as well as an initial deposit which allows the construction of the genset unit.
Each product unit is custom-made for the specific application and therefore the client power company pays for the construction and installation of the unit in advance. This cost is credited against power that is produced by the Company’s units until that credit is exhausted. Thereafter, the power is paid for on a monthly basis in accordance with the rate per kilowatt-hour that is agreed upon by the parties. The Company and/or the client may receive tax credits from the use of the Company’s products, and the parties will agree to share such tax benefits with each other.
Further, maintenance is performed exclusively by the Company and constitutes a part of the expected recurring revenue stream to the Company.
Critical Accounting Policies
The financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires making estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. The estimates are based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis of making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
The Company believes that the following critical accounting policies, among others, affect its more significant judgments and estimates used in the preparation of its financial statements:
Share-based Payments
The Company intends to periodically issue shares of common stock to employees and non-employees for services. Stock-based compensation is measured at the grant date, based on the fair value of the award, and is recognized as expense over the requisite service period.
The summary of significant accounting policies presented below is designed to assist in understanding the Company’s financial statements. Such financial statements and accompanying notes are the representations of the Company’s management, who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”) in all material respects, and have been consistently applied in preparing the accompanying financial statements. The Company is classified as a development stage enterprise under GAAP and has not generated significant revenues from its principal operations.
Long-Lived Assets
In accordance with ASC 350-30 (formerly SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets), the Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that their then carrying values may not be recoverable. When such factors and circumstances exist, the Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amount. Impairment, if any, is based on the excess of the carrying amount over the fair value, based on market value when available, or discounted expected cash flows, of those assets and is recorded in the period in which the determination is made. The Company’s management currently believes there is no impairment of its long-lived assets. There can be no assurance however, that market conditions will not change or demand for the Company’s products under development will continue. Either of these could result in future impairment of long-lived assets.
Development Stage and Capital Resources
Since its inception, the Company has devoted substantially all of its efforts to business planning, research and development, recruiting management and technical staff and raising capital. Accordingly, the Company is considered to be in the development stage. The Company has not generated revenues from its operations, and there is no assurance of future revenues. As of December 31, 2010, the Company had an accumulated deficit from inception of approximately $146,270.
The Company’s activities will necessitate significant uses of working capital beyond 2011. Additionally, the Company’s capital requirements will depend on many factors, including the success of the Company’s continued research and development efforts and the status of competitive products. The Company plans to continue financing its operations with cash received from financing activities. The Company currently has appropriate financing to continue operations for the next 15 months.
While the Company strongly believes that its capital resources will be sufficient in the near term, there is no assurance that the Company’s activities will generate sufficient revenues to sustain its operations without additional capital, or if additional capital is needed, that such funds, if available, will be obtainable on terms satisfactory to the Company.
Discussion of Period Ended December 31, 2010
The Company incurred a net loss of $(146,270) for the period ended December 31, 2010, with general and Analysisadministrative expenses of Financial Condition$146,270. The Company received no revenue in such period.
Selling, general and Resultsadministrative expenses for the period ended December 31, 2010 were $146,270, with total selling, general and administrative expenses from inception to December 31, 2010 totaling $146,270.
Liquidity. The Company received $130,985 from the private sale of Operationsits stock in the period from February 2, 2010 (inception) to December 31, 2010. The Company has no operations nor does it currently engage in any
business activitiescontinuous methods of generating revenues. The Company's principal
business objective is to achieve a business combination with a target
company.
The purpose of the Company is to seek, investigate and, if such
investigation warrants, acquire an interest in a business entity which
desires to seek the perceived advantages of a corporation which has a
class of securities registered under the Exchange Act.cash.
Capital Resources. The Company willdid not restrict its search toincur any specific business, industry, or geographical
locationcapital expenditures other than the purchase of machinery and equipment in 2010 in the aggregate amount of $21,793.
Results of Operations. The Company may participatecompleted no sales and received no revenues in a business venture of
virtually any kind or nature. Management anticipatesthe period from inception through December 31, 2010. The Company does not anticipate that it will be
ablegenerate revenue sufficient to participate in only one potential business venture becausecover its operating expenses until the Company has nominal assets and limited financial resources.
The Company may seek a business opportunity with entities which have
recently commenced operations, or which wish to utilize the public
marketplace in order to raise additional capital in order to expand into new
products or markets, to develop a new product or service, or for other
corporate purposes.
The most likely target companies are those seeking the perceived
benefitsclose of a reporting corporation. Such perceived benefits may include
facilitating or improving the terms on which additional equity financing
may be sought, providing liquidity for incentive stock options or similar
benefits to key employees, increasing the opportunity to use securities for
acquisitions, providing liquidity for shareholders and other factors.
Business opportunities may be available in many different industries and
at various stages of development, all of which will make the task of
comparative investigation and analysis of such business opportunities
difficult and complex.
Tiber Creek Corporation will supervise the search for target companies
as potential candidates for a business combination. Tiber Creek Corporation
will pay all expenses of the Company until such time as a business combination
is effected, without repayment. James M. Cassidy, who is the sole officer
and director of the Company, is the sole officer and director and sole
shareholder of Tiber Creek Corporation.
In analyzing prospective business opportunities, the Company may consider
such matters as the available technical, financial and managerial resources;
working capital and other financial requirements; history of operations, if
any; prospects for the future; nature of present and expected competition;
the quality and experience of management services which may be availableits initial offering and the depth of that management; the potential for further research,
development or exploration; specific risk factors not now foreseeable but
which may be anticipated; the potential for growth or expansion; the
potential for profit; the perceived public recognition or acceptance of
products, services, or trades; name identification; and other relevant
factors. This discussion of the proposed criteria is not meant to be
restrictive of the virtually unlimited discretion of the Company to search
for and enter into potential business opportunities.
The Company will not restrict its search for any specific kind of business
entities, but may acquire a venture which is in its preliminary or
development stage, which is already in operation, or in essentially any
stage of its business life. It is impossible to predict at this time the
status of any business in which the Company may become engaged, whether such
business may need to seek additional capital, may desire to have its shares
publicly traded, or may seek other perceived advantages which the Company
may offer.
In implementing a structure for a particular business acquisition, the
Company may become a party to a merger, consolidation, reorganization,
joint venture, licensing agreement or other arrangement with another
corporation or entity. On the consummation of a transaction, it is likely
that the present management and shareholders of the Company will no longer
be in control of the Company. In addition, it is likely that the officer
and director of the Company will, as part of the terms of the business
combination, resign and be replaced by one or more new officers and
directors.
It is anticipated that any securities issued in any such
business combination would be issued in reliance upon exemption
from registration under applicable federal and state securities
laws. In some circumstances, however, as a negotiated element of
its transaction, the Company may agree to register all or a part of
such securities immediately after the transaction is consummated or
at specified times thereafter. If such registration occurs, it
will be undertaken by the surviving entity after the Company has
entered into an agreement for a business combination or has
consummated a business combination. The issuance of additional
securities and their potential sale into any trading market which
may develop in the Company's securities may depress the market
value of the Company's securities in the future if such a market
develops, of which there is no assurance.
While the terms of a business transaction to which the Company may
be a party cannot be predicted, it is expected that the parties to the
business transaction will desire to avoid the creation of a taxable event
and thereby structure the acquisition in a tax-free reorganization under
Sections 351 or 368 of the Internal Revenue Code of 1986, as amended.
The Company will participate in a business combination only after the
negotiation and execution of appropriate agreements. Although the terms
of such agreements cannot be predicted, generally such agreements will
require certain representations and warranties of the parties thereto,
will specify certain events of default, will detail the terms of closing
and the conditions which must be satisfied by the parties prior to and
after such closing and will include miscellaneous other terms.
The Board of Directors has passed a resolution which contains
a policy that the Company will not seek a business combination with
any entity in which the Company's officer, director, shareholders
or any affiliate or associate serves as an officer or director or
holds any ownership interest.
Year-End 2009 Compared to Year-End 2008.
The Company has received no income, has had no operations
nor expenses, other than accounting fees as required for the
preparation of the Company's financial statements.
Itemplan.
ITEM 8. Financial Statements and Supplementary Data
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The financial statements for the year ended December 31, 20092010 for Greenmark Acquisition Corporation and 2008Powerdyne, Inc. (Nevada) are attached to this filing.
Itemreport.
ITEM 9. ChangesCHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
On November 14, 2010, the Company changed its accounting firm. The Company had no disagreements on any matter of accounting principle or practice, financial statement disclosure or audit scope or procedure with the former accountant. The company filed a Form 8-K reporting the change in and Disagreements with Accountants on
Accounting and Financial Disclosure
There were no changes in or disagreements with accountants on
accounting and financial disclosure for the period covered by this
report.
Itemaccountants.
ITEM 9A. Controls and Procedures
CONTROLS 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 fiscal year under the supervision and with the participation of the Company's principal executive officer (who is also theand principal financial officer).and accounting officer. There have been no significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of the evaluation. Based upon that evaluation, he believesthey believe 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
isBoth officers are directly involved in the day-to-day operations of the Company.
Management's Report of Internal Control over Financial Reporting
The Company is responsible for establishing and maintaining adequate internal control over financial reporting in accordance with the Rule 13a-15 of the Securities Exchange Act of 1934. The Company's solepresident and principal financial and accounting officer its president, conducted an evaluation of the effectiveness of the Company's internal control over financial reporting as of December 31, 2009,2010, based on the criteria establish in Internal Control Integrated Framework issued by the Committee of Sponsoring Organizations of the Treaedway Commission. Based on this evaluation, management concluded that the Company's internal control over financial reporting was effective as of December 31, 2009,2010, based on those criteria. A control system can provide only reasonably, not absolute, assurance that the objectives of the control system are met and no evaluation of controls can provide absolute assurance that all control issues have
been detected.
Weinberg
Anton & Company, ourChia the independent registered public accounting firm, has not issued an attestation report on the effectiveness of ourthe internal control over financial reporting.
Changes in Internal Control Over Financial Reporting
There have been no changes
The Company effected a change in control on December 13, 2010 resulting in the resignation of the then sole officer and director. New officers and directors are now in charge of the Company's internal controls over financial reporting but have not made any changes during its fourth fiscal quarter that have materially affected,affect, or are reasonably likely to materially affect, its internal control over financial reporting.
PART III
Item
ITEM 10. Directors, Executive Officers, and Corporate Governance;DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
The Directors and Officers of the Company are as follows:
Name Age Positions
| Year | ||||||
| Name | Age | Position | Commenced | |||
| Dale P. Euga | 63 | Chief Executive Officer, President and Director | 2010 | |||
| Arthur M. Read, II, Esq. | 64 | Vice President, Assistant Secretary, | ||||
| General Counsel and Director | 2010 | |||||
| Edwin S. Barton, II | 63 | Chief Operating Officer | 2010 | |||
| Stephen L. Caromile | 30 | Vice President, Lead Engineer | 2010 | |||
| Linda H. Madison | 63 | Secretary, principal financial and | ||||
| Accounting officer | 2011 |
Dale P. Euga serves as the chief executive officer, president and Offices Held
----------------- -----------
James M. Cassidy 74 President, Secretary, Director
There are no agreements or understandingsa director of the Company. From 1967 to 1971, Mr. Euga served in the United States Army completing his service as commander of a Special Forces A-Team and retiring with a distinguished and honorable record. Mr. Euga graduated in 1976 from The Boston Architectural College with a degree in Architecture. From 1976 through 1988, Mr. Euga taught a design studio at the Boston Architectural College. He became a Registered Architect in 1980 and was further NCARB Certified in 1985 while owning and managing an architectural firm in Boston. In 1988 Mr. Euga formed ComVest International Inc., which was responsible for the officer or
director to resign atOrganization and Financial Management for International Projects such as the request of another person and the above-
named officer and director is not acting on behalf of nor will act
at the direction of any other person.
Set forth below is the nameoverview of the directorconstruction of Mersa-Matruh Power and officerDesalination plant for the Government of Egypt. Mr. Euga also directly arranged acquisition and construction financing and oversaw the construction of industrial, manufacturing and resort facilities in Panama, Netherlands, Belize, Bermuda and Spain, in addition to Mr. Euga worked as the coordinator and overseer for the lenders. In 1996 in concert with ComVest International Inc. Mr. Euga founded and managed Suburban Mortgage Company and built the company into 60 brokers, 12 processors, and 18 insurance agents plus a quality control team, and administrative staff. This complete full spectrum financial service company with 92 employees was acquired by Directors Mortgage Company (CA) in 2002. From 2002 until the formation of Powedyne, Inc., a Nevada company, Mr. Euga was focused on independently developing the underlying product concepts related to the PDIGenset. Since the inception of Powerdyne, Inc., a Nevada company, Mr. Euga has focused on specializing on the company's primary design and technological development of the Company, all positionsengine and officessupport systems and development and testing of fuel systems in support of the application to power generation. He has also been involved with the Company held,company organization and facilities procurement including client development, development of key staff, and continuing research and development of engine and electrical components. Mr. Euga remains very active with the period duringSpecial Forces Association in Rhode Island and Massachusetts.
Arthur M. Read, II, Esq., serves as vice president, secretary, general counsel and as a director of the Company. Mr. Read received his Bachelor of Arts degree from Bethany College in 1968, and his Masters of Arts from University of Rhode Island in 1971 and his Juris Doctor from Boston University in 1972. From1972-2001, Mr. Read started as an Associate, then stockholder and Vice-President of Gorham & Gorham, an established Rhode Island law firm, at which he has servedwas engaged in the general practice of law with an emphasis on litigation, family law and divorce litigation, extensive appellate practice, commercial and business matters, municipal law (including representation of municipalities and school committees, municipal boards and agencies), negligence, estate planning and administration. From 1974-1975, Mr. Read was appointed by the Hon. Richard J. Israel (Ret.) (then Attorney General and, later, Associate Justice of the Superior Court) as such, and the business
experience during at least the last five years:
James Michael Cassidy, Esq., LL.B., LL.M., received a Bachelor
of Science in Languages and Linguistics from Georgetown University
in 1960, a Bachelor of Laws from The Catholic University School of
Law in 1963, and a Master of Laws in Taxation from The Georgetown
University School of Law in 1968. From 1963-1964,Special Assistant Attorney General. In 2001, Mr. Cassidy wasRead formed his own law clerkpractice. Mr. Read is admitted to the Honorable Inzer B. Wyatt of theRhode Island Supreme Court; United States District Court, for the Southern District of New York. From 1964-
1965, Mr. Cassidy was law clerk to the Honorable Wilbur K. Miller
of theRhode Island; United States Supreme Court; United States Tax Court; and United States Court of Appeals for the District of Columbia.
From 1969-1975,Appeals. Mr. Cassidy was an associate of the law firm of
Kieffer & Moroney and a principal in the law firm of Kieffer &
Cassidy, Washington, D.C. From 1975 to date, Mr. Cassidy has been
a principal in the law firm of Cassidy & Associates, Washington,
D.C. and its predecessors, specializing in securities law and
related corporate and federal taxation matters. Mr. CassidyRead is a member of the bars of the District of ColumbiaRhode Island Bar Association, Rhode Island Trial Lawyers’Association, and the State of New
York and is admitted to practice before the United States Tax Court
and the United States Supreme Court.
Other Similar Companies
James M. Cassidy, the president of the Company, has been and
is currently involved with companies similar to this one. The
initial business purpose of each of these companies was or is to
engage in a business combination with an unidentified company or
companies.
Conflicts of Interest
A conflict may arise in the event that a similar company with
which Mr. Cassidy is affiliated also actively seeks a target
company. It is anticipated that target companies will be located
for the Company and other similar companies in chronological order
of the date of formation of such companies or, in the case of
companies formed on the same date, alphabetically. However, other
companies may differ from the Company in certain items suchAmerican Trial Lawyers’ Association.
Edwin S. Barton II serves as place of incorporation, number of shares and shareholders, working
capital, types of authorized securities, or other items. It may be
that a target company may be more suitable for or may prefer a
certain company formed after the Company. In such case, a business
combination might be negotiated on behalf of the more suitable or
preferred similar company regardless of date of formation.
Mr. Cassidy is the principal of Cassidy & Associates, a law
firm located in Washington, D.C. As such, demands may be placed on
the time of Mr. Cassidy which would detract from the amount of time
he is able to devote to the Company. Mr. Cassidy intends to devote
as much time to the activities of the Company as required.
However, should such a conflict arise, there is no assurance that
Mr. Cassidy would not attend to other matters prior to thosechief operating officer of the Company. Mr. Cassidy is the president, director and sole shareholder of Tiber
Creek Corporation, whichBarton is a shareholderseasoned corporate executive with 35 years of professional experience. Previously, he served as Vice President and Director of Rico, Inc., a Rhode Island manufacturing company, and President of Imperia, Inc., a Massachusetts millwork and high-end manufacturer and distributor.
Stephen L. Caromile serves s vice president and lead engineer of the Company. AtMr. Caromile received a Bachelors degree in Mechanical Engineering from the timeWentworth Institute of Technology in 1997. From 1997 to 2000, Mr. Caromile was a process engineer and cell manager for the repair of jet turbine components at Chromalloy in California. In 2001and 2002, Mr. Caromile was associated with Hamor & Associates in Maine. From 2002 to 2010, Mr. Caromile was a design engineer for land use planning with CES, Inc. in Maine. In this capacity, Mr. Caromile completed land development plans for sub-division and also participated in safety management, information technology and field surveillance. Since 2010, Mr. Caromile has worked with the Company.
Linda H. Madison serves as secretary of the Company. Mrs. Madison is a graduate of Mineola High School, Mineola, New York, and has served as the Administrative Assistant to the Grand Secretary of the Grand Lodge of Masons for the State of Rhode Island where she was responsible for human resources, information technology, office coordination, publishing its various publications, maintaining and designing complex data bases. She previously worked as the Executive Secretary and bookkeeper for a large investment advisory firm in Rhode Island.
Director Independence
Pursuant to Rule 4200 of The NASDAQ Stock Market one of the definitions of an independent director is a person other than an executive officer or employee of a business combination, some or allcompany. The Company's board of directors has reviewed the materiality of any relationship that each of the shares of common stock
owned by Tiber Creek Corporation may be purchased by the target company
or retired by the Company. The amount of common stock which may be sold
or continued to be owned by Tiber Creek Corporation cannot be determined
at this time.
The terms of a business combination may provide for a payment by
cash or otherwise to Tiber Creek Corporation for the purchase or
retirement of all or part of the common stock ofdirectors has with the Company, owned by
it by a target companyeither directly or for services rendered by Tiber Creek
Corporation incident to or following a business combination.
Mr. Cassidy would directly benefit from such employment or payment.
Such benefits may influence Mr. Cassidy's choiceindirectly. Based on this review, the board has determined that there are no independent directors.
Committees and Terms
The Board of a target company.Directors has not established any committees. The Company will not enter into a business combination, or
acquirenotify its stockholders for an annual shareholder meeting and that they may present proposals for inclusion in the Company’s proxy statement to be mailed in connection with any assets of any kind for its securities, in which
management or promoters ofsuch annual meeting; such proposals must be received by the Company or any affiliates or
associates have any interest, direct or indirect.
at least 90 days prior to the meeting. No other specific policy has been adopted in regard to the inclusion of shareholder nominations to the Board of Directors.
Conflicts of Interest
There are no binding guidelines or procedures for resolving potential conflicts of interest. Failure by management to resolve conflicts of interest in favor of the Company could result in liability of management to the Company. However, any attempt by shareholders to enforce a liability of management to the Company would most likely be prohibitively expensive and time consuming.
Code of Ethics. Ethics
The Company has not at this time adopted a Code of Ethics pursuant to rules described in Regulation S-K. The Company has one person who is the sole shareholder and serves as the
sole director and officer. The Company has no operations or business and does not receivehave any revenues or investment capital.revenues. The adoptionCompany intends to adopt a Code of an
Ethical Code at this time would not serve the primary purpose of such a
codeEthics to provide a manner of conduct as the development, execution and
enforcement of such a code would be by the same person and only that
person to whom such code applied. Furthermore, becauseconduct. Because the Company does not have any activities, there are no activities or transactions which would be subject to this code. Finally the sole officer and directorvice president of the Company is an attorney at law and subject to the ethical code established by the bars in which he is also a member. At the time the Company enters
into a business combination or other corporate transaction, the current
officer and directorcompletes its initial public offering of securities, management anticipates that it will recommend to any new management thatadopt such a code be adopted. The Company does not maintain an Internet website on
which to post a code of ethics.
code.
Corporate Governance. Governance
For reasons similar to those described above, the Company does not have a nominating nor audit committee of the board of directors. At this time, the CompanyThe board of Directors consists of one shareholder
who serves as the sole corporate director and officer.two directors. The Company has no activities, and receives no revenues. At such time that the Company enters
intohas a business combination and/or has additional shareholders and a larger , board of directors and commences activities, the Company will propose creating committees of its board of directors, including both a nominating and an audit committee. Because there
Legal Proceedings
There are currently no pending, threatened or actual legal proceedings in which the Company or any subsidiary is only one shareholdera party.
ITEM 11. EXECUTIVE COMPENSATION
Description of Compensation Table
| Aggregate | All | Annual | ||||||||||||||||||||||||||||||||
| Annual | Annual | Accrued | Compen – | Other | Compen – | |||||||||||||||||||||||||||||
| Payments | Payments | Salary Since | Stock and | Sation | Compen – | Sation | ||||||||||||||||||||||||||||
| Name/Position | Year | Salary | Made | Inception | Bonus | Options | Plans | Sation | Total | |||||||||||||||||||||||||
| Stephen L. Caromile | 2011 | $ | 52,000 | 0 | 0 | |||||||||||||||||||||||||||||
| Vice President | 2010 | $ | 52,000 | 0 | 0 | |||||||||||||||||||||||||||||
No other salaries have been paid to officers. There is no accrued compensation that is due to any member of the Company’s management. No executive officer has received cash compensation in excess of $100,000 in the Company's fiscal year which ended as of December 31, 2010. When the Company is financially able, certain management personnel will receive such compensation as is discussed below in “Anticipated Officer and Director Remuneration”.
Other than as described above, there isare no established process by which shareholderscurrent plans to pay or distribute cash or non-cash bonus compensation for fiscal year 2011 to officers of the Company. However, the Board of Directors may allocate salaries and benefits to the Company can nominateofficers for fiscal year 2011 and thereafter in its sole discretion. No such person is subject to a compensation plan or arrangement that results from his or her resignation, retirement, or any other termination of employment with the company or from a change in control of the company or a change in his or her responsibilities following a change in control. The members toof the Company's board of directors.
Similarly,directors may, if the board of directors so decides, receive a fixed fee and reimbursement of expenses, for attendance at each regular or special meeting of the board of directors, although no such program has been adopted to date. The Company currently has no retirement, pension, or profit-sharing plan covering its officers and directors; however, atthe Company plans to implement certain such benefits when it is able.
Employment Agreements
The Company has entered into employment agreements with several officers and key personnel. Except for Mr. Caromile and the other employee, all of these agreements defer paying any salary, bonuses or other compensation until such time as the Company is able to pay such compensation from its free cash flow from operations. Mr. Caromile is currently being paid a salary in order to ensure his availability to the Company.
Anticipated Officer and Director Remuneration
Other than as set forth above, the Company has more shareholdersnot paid any compensation to any officer or director. Although no binding or formal employment agreement or contract exists, the Company intends to pay annual salaries to all its officers and will pay an expanded board ofannual stipend to its directors when it is able.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
The following table sets forth information regarding the new managementbeneficial ownership of the Company may
reviewCompany’s common stock by each of its executive officers and implement,directors, individually and as necessary, procedures for shareholder nominationa group and by each person who beneficially owns in excess of membersfive percent of the common stock after giving effect to any exercise of warrants or options held by that person.
| Number of Shares of | Percent of | |||||||||
| Name | Position | Common Stock | Class | |||||||
| Dale P. Euga | President and Director | 103,473,334 | 55 | % | ||||||
| Arthur M. Read, II, Esq. | Vice President and Director | 12,000,000 | 6.3 | % | ||||||
| Edwin S. Barton, II | Chief Operating Officer | 6,833,333 | 3.6 | % | ||||||
| Stephen L. Caromile | Vice President | 6,000,000 | 3.2 | % | ||||||
| Linda H. Madison | Secretary | 1,000,000 | * | |||||||
| Eric Foster | 18,000,000 | 9.5 | % | |||||||
| Total owned by officers, directors and 5% shareholders | 148,890,000 | 79 | % | |||||||
* Less than 1%
(1) Based upon 189,000,000 shares outstanding
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
A partner in the Company's board of directors.
Item 11. Executive Compensation
The Company's officer and director does not receive any
compensation for his services renderedlaw firm which acts as counsel to the Company nor has he
received such compensation inis the past. The officer and director
is not accruing any compensation pursuantbeneficial owner of 2,500,000 shares of the Company's common stock.
From time to any agreement withtime, the Company.
No retirement, pension, profit sharing, stock option or
insurance programs or other similar programs have been adopted by
the Company makes payments for the benefit of its employees.
The Company does not have a compensation committeesole stockholder, which are personal in nature, as well as receives payments from the sole stockholder in the form of cash and/or out-of-pocket expenditures for the same reasons as described above.
Item 13. Security Ownershipbenefit of Certain Beneficial Ownersthe Company, which are business in nature. The balance of advances from stockholder was $2,975 and Management and Related Stockkholder Matters
The following table sets forth,the balance of advances to stockholder was $4,369 as of December 31, 2009, each
person known by the Company to be the beneficial owner of five
percent or more of the Company's common stock and the director and
officer of the Company. The Company does not have any compensation
plans and has not authorized any securities for future issuance.
Except as noted, the holder thereof has sole voting and investment
power with respect to the shares shown.
Name and Address Amount of Beneficial Percent of
of Beneficial Owner Ownership Outstanding Stock
- ------------------- -------------- -------------------
James M. Cassidy (1) 500,000 50%
1504 R Street, N.W.
Washington, D.C. 20009
James K. McKillop (2) 500,000 50%
9454 Wilshire Boulevard
Beverly Hills, California 90212
All Executive Officers and 500,000 50%
Directors as a Group (1 Person)
(1) As the sole shareholder, officer and director of Tiber Creek
Corporation, a Delaware corporation, Mr. Cassidy is deemed to be the
beneficial owner of the 500,000 shares of common stock of the Company
owned by Tiber Creek Corporation.
(2) As the sole principal of IRAA Fin Serv, an unincorporated
California business entity, Mr. McKillop is deemed to be the beneficial
owner of the 500,000 shares of the Company owned by IRAA Fin Serv.
Item2010.
ITEM 14. Certain Relationships and Related Transactions and
Director Independence
The Company has one director who is also the president and
beneficial shareholder and is not considered an independent director.
On September 13, 2006, the Company issued a total of 500,000
shares of common stock to the following entity controlled by the
president of the Company for a total of $250
in cash:
NUMBER OF TOTAL
NAME SHARES CONSIDERATION
- ------------
Tiber Creek Corporation 500,000 $250
The Board of Directors has passed a resolution which contains
a policy that the Company will not seek an acquisition or merger
with any entity in which the Company's officer, director or
shareholder or their affiliates or associates serve as officer or
director or hold any ownership interest. Management is not aware
of any circumstances under which this policy may be changed.
Item 14. Principal Accounting Fees and Services.
The Company has no activities, no income and no expenses.
The Company's president has donated his time in preparation and
filing of all state and federal required taxes and reports.
PRINCIPAL ACCOUNTING FEES AND SERVICES.
Audit Fees
The aggregate fees incurred for each of the last two years for professional services rendered by the independent registered public accounting firm for the audits of the Company's annual financial statements and review of financial statements included in the Company's Form 10-K and Form 10-Q reports and services normally provided in connection with statutory and regulatory filings or engagements were as follows:
December 31, 2009 December 31, 2008
----------------- -----------------
$ 3,000 $2,000
======= ======
Audit-Related Fees
There were no audit related services for the year ended 2007.
| December 31, 2010 | December 31, 2009 | |||||
| $ | 13,850 | $ | 3,000 | |||
Tax Fees
The Company incurred $0 for tax related services provided by
Weinberg & Company for the years ended December 2008 and 2007.
services.
All Other Fees
The Company incurred $0 for other fees by the principal accountant for the years ended December 31, 20092010 and 2008.
2009.
The Company does not currently have an audit committee serving and as a result its board of directors performs the duties of an audit committee. The board of directors will evaluate and approve in advance, the scope and cost of the engagement of an auditor before the auditor renders audit and non-audit services. The Company does not rely on pre-
approval policies and procedures.
PART IV
Item
ITEM 15. Exhibits, Financial Statement Schedules
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
There are no financial statement schedules nor exhibits filed herewith. The exhibits filed in earlier reports and the Company's Form 10-SB are incorporated herein by reference.
GREENMARK ACQUISITION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2009 AND 2008
GREENMARK ACQUISITION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
CONTENTS
PAGE 1
FINANCIAL STATEMENTS
| Rep Report of Independent Registered Public Accounting Firm | F-1 | |
| Balance Sheets as of December 31, 2010 and 2009 | F-2 | |
| Statements of Operations for the Years Ended December 31, 2010 and 2009 and for the Period from September 13, 2006 (Inception) to December 31, 2010 | F-3 | |
| Stat Statements of Changes in Stockholders’ Deficit for the Period from September 13, 2006 (Inception) to December 31, 2010 | F-4 | |
| Stat Statements of Cash Flows for the Years Ended December 31, 2010 and 2009 for the Period from September 13, 2006 (Inception) to December 31, 2010 | F-5 | |
| Not Notes to Financial Statements | F6-F9 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PAGE 2 BALANCE SHEETS AS OF DECEMBER 31, 2009 AND 2008
PAGE 3 STATEMENTS OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31, 2009
AND 2008 AND FOR THE PERIOD FROM SEPTEMBER 13, 2006 (INCEPTION)
TO DECEMBER 31, 2009
PAGE 4 STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY FOR THE PERIOD FROM
SEPTEMBER 13, 2006 (INCEPTION) TO DECEMBER 31, 2009
PAGE 5 STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2009
AND 2008 AND FOR THE PERIOD FROM SEPTEMBER 13, 2006 (INCEPTION)
TO DECEMBER 31, 2009
PAGES 6 - 10 NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2009
AND 2008
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholders of
Greenmark Acquisition Corporation:
Corporation
We have audited the accompanying balance sheets of Greenmark Acquisition Corporation (a development stage company) (the "Company") as of December 31, 20092010 and 2008,2009, and the related statements of operations, stockholders'
deficit,stockholders’ equity and cash flows for the years then ended and for the period from September 13, 2006 (inception) to(Inception) through December 31, 2009.2010. These financial statements are the responsibility of the Company'sGreenmark Acquisition Corporation’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company iswas not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our auditsaudit included consideration of internal control over financial reporting as a basis for designing audit procedures that are 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, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements,statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Greenmark Acquisition
Corporationthe Company as of December 31, 20092010 and 2008, and2009 the results of its operations and its cash flows for the years then ended and from September 13, 2006 (inception)(Inception) to December 31, 20092010, in conformity with accounting principles generally accepted in the United States of America.
Weinberg
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has a loss from operations and an accumulated deficit of $5,317 from September 13, 2006 (inception) to December 31, 2010. As discussed in Note 1 to the financial statements, a significant amount of additional capital will be necessary to advance operations to the point at which the Company is profitable. These conditions, among others, raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans regarding these matters are also described in Note 1 and the subsequent events. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
/s/ Anton & Company, P.A.
Boca Raton, Florida
April 14, 2010
Chia, LLP
Newport Beach, CA
March 16, 2011
F-1
GREENMARK ACQUISITION CORPORATION
(A
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
AS OF DECEMBER 31, 2009 AND 2008
---------------------------------
ASSETS
- ------
As of December 31, December 31,2010 and 2009 2008
----- -----
Cash $ 500 $ 500
------ ------
TOTAL ASSETS $ 500 $ 500
============ ====== ======
LIABILITIES AND STOCKHOLDER'S EQUITY
- ------------------------------------
LIABILITIES
Accrued Liabilities $ 3,000 $2,000
-------- ------
Total Liabilities 3,000 3,000
-------- ------
STOCKHOLDERS' DEFICIT
Preferred stock, $.0001 par value,
20,000,000 shares authorized,
none issued and outstanding - -
Common stock, $.0001 par value,
100,000,000 shares authorized,
1,000,000 issued and outstanding 100 100
Additional paid-in capital 2,717 1,050
Deficit accumulated during
development stage (5,317) (2,650)
-------- -------
Total Stockholders' Deficit (2,500) (1,500)
-------- -------
TOTAL LIABILITIES AND
STOCKHOLDERS' DEFICIT $ 500 $ 500
- ----------------------- ======= =======
| December 31, | December 31, | |||||||
| 2010 | 2009 | |||||||
| ASSETS | ||||||||
| Current Assets | ||||||||
| Cash | $ | 500 | $ | 500 | ||||
| TOTAL ASSETS | $ | 500 | $ | 500 | ||||
| LIABILITIES and STOCKHOLDER'S DEFICIT | ||||||||
| Liabilities | ||||||||
| Accrued liabilities | $ | 3,000 | $ | 3,000 | ||||
| Total liabilities | 3,000 | 3,000 | ||||||
| Stockholders' deficit | ||||||||
| �� | ||||||||
| Preferred stock; $.0001 par value, 20,000,000 shares authorized, none issued and outstanding | - | - | ||||||
| Common stock, $.0001 par value, 100,000,000 shares authorized; 1,000,000 shares issued and outstanding | 100 | 100 | ||||||
| Additional paid-in capital | 2,717 | 2,717 | ||||||
| Deficit accumulated during development stage | (5,317 | ) | (5,317 | ) | ||||
| Total stockholders' deficit | (2,500 | ) | (2,500 | ) | ||||
| TOTAL LIABILITIES and STOCKHOLDERS' DEFICIT | $ | 500 | $ | 500 | ||||
See the accompanying notes to the financial statements
2
See accompanying notes to the financial statements
3
statements.
| For the period from | ||||||||||||
| For the Year Ended | For the Year Ended | September 13, 2006 | ||||||||||
| December 31, | December 31, | (Inception) to | ||||||||||
| 2010 | 2009 | December 31, 2010 | ||||||||||
| Income | $ | - | $ | - | $ | - | ||||||
| Expenses | ||||||||||||
| Organization expense | - | - | 650 | |||||||||
| Professional Fees | - | 2,667 | 4,667 | |||||||||
| Total expenses | - | 2,667 | 5,317 | |||||||||
| Other Income (Expense) | ||||||||||||
| Net loss | $ | - | $ | (2,667 | ) | $ | (5,317 | ) | ||||
| Basic and diluted loss per share | $ | - | $ | - | ||||||||
| Weighted average number of shares outstanding, basic and diluted | 1,000,000 | 1,000,000 | ||||||||||
See the Years Ended December 31, 2009 and 2008 and for the Period
from September 13, 2006 (Inception) to December 31, 2009
-----------------------
For the Year For the Year For the Period from
Ended Ended September 13, 2006
December 31, December 31, (Inception) to
2009 2008 December 31, 2009
----------- ------------ --------------
Income $ - $ - $ -
Expenses
Organization expense - - 650
Professional Fees 2,667 2,000 4,667
---------- --------- ---------
Total expenses 2,667 2,000 5,317
---------- --------- ---------
NET LOSS $ (2,667) $ (2,000) $(5,317)
========== ========== ========= ==========
Basic and diluted-- $ - $ -
loss per share ========== ==========
Weighted average
number of shares
outstanding,basic
and diluted 1,000,000 1,000,000
========== ==========
F-3
GREENMARK ACQUISITION CORPORATION
(A
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
DEFICIT
For the Period from September 13, 2006 (Inception) to December 31, 2009
--------------------
2010
Deficit | ||||||||||||||||||||
Accumulated | ||||||||||||||||||||
| Additional | during | Total | ||||||||||||||||||
| Common Stock | Paid-in | Development | Stockholders' | |||||||||||||||||
| Shares | Amount | Capital | Stage | Equity (Deficit) | ||||||||||||||||
| Balance, September 13, 2006 | - | $ | - | $ | - | $ | - | $ | - | |||||||||||
| (Date of Inception) | - | |||||||||||||||||||
| Common stock issuance | 1,000,000 | 100 | 400 | - | 500 | |||||||||||||||
| Fair value of expenses contributed | 535 | 535 | ||||||||||||||||||
| Net loss | (535 | ) | (535 | ) | ||||||||||||||||
| Balance as of December 31, 2006 | 1,000,000 | $ | 100 | $ | 935 | $ | (535 | ) | $ | 500 | ||||||||||
| Fair value of expenses contributed | 115 | 115 | ||||||||||||||||||
| Net loss | (115 | ) | (115 | ) | ||||||||||||||||
| Balance as of December 31, 2007 | 1,000,000 | $ | 100 | $ | 1,050 | $ | (650 | ) | $ | 500 | ||||||||||
| Net loss | (2,000 | ) | (2,000 | ) | ||||||||||||||||
| Balance as of December 31, 2008 | 1,000,000 | $ | 100 | $ | 1,050 | $ | (2,650 | ) | $ | (1,500 | ) | |||||||||
| Fair value of expenses contributed | 1,667 | 1,667 | ||||||||||||||||||
| Net loss | (2,667 | ) | (2,667 | ) | ||||||||||||||||
| Balance as of December 31, 2009 | 1,000,000 | $ | 100 | $ | 2,717 | $ | (5,317 | ) | $ | (2,500 | ) | |||||||||
| Net loss | - | - | ||||||||||||||||||
| Balance as of December 31, 2010 | 1,000,000 | $ | 100 | $ | 2,717 | $ | (5,317 | ) | $ | (2,500 | ) | |||||||||
See the accompanying notes to the financial statements
4
See accompanying notes to the financial statements
5
statements.
| For the Year | For the Year | For the Period from | ||||||||||
| Ended | Ended | September 13, 2006 | ||||||||||
| December 31, | December 31, | (Inception) to | ||||||||||
| 2010 | 2009 | December 31, 2010 | ||||||||||
| OPERATING ACTIVITIES | ||||||||||||
| Net loss | $ | - | $ | (2,667 | ) | $ | (5,317 | ) | ||||
| Adjustments to reconcile net loss to net cash used by operating activities | ||||||||||||
| Contributed organizationl expenses | - | - | 650 | |||||||||
| Contriubed professional fees | - | 1,667 | 1,667 | |||||||||
| Increase in liabilities | - | 1,000 | 3,000 | |||||||||
| Net cash used In operating activities | - | - | - | |||||||||
| INVESTING ACTIVITIES | - | - | - | |||||||||
| FINANCING ACTIVITIES | ||||||||||||
| Proceeds from the issuance of common stock | - | - | 500 | |||||||||
| Net cash provided by financing activities | - | - | 500 | |||||||||
| Net Increase in Cash | - | - | 500 | |||||||||
| Cash at beginning of period | 500 | 500 | - | |||||||||
| Cash at end of period | $ | 500 | $ | 500 | $ | 500 | ||||||
See the Years Ended December 31, 2009 and 2008 and for the Period
from September 13, 2006 (Inception) to December 31, 2009
------------------------
For the Year For the Year For The Period from
Ended Ended September 13, 2006
December 31, December 31, (Inception) to
2009 2008 December 31 2009
----------- ----------- ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (2,667) $ (2,000) $ (5,317)
Adjustment to reconcile
net loss to net cash used by
operating activities
Contributed organizationl expenses - - 650
Contriubed professional fees 1,667 - 1,667
Increase in liabilities 1,000 2,000 3,000
------- ------- --------
Net Cash Used In Operating Activities - - -
------- ------- --------
CASH FLOWS FROM INVESTING ACTIVITIES - - -
------- ------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock - - 500
------- ------- --------
Net Cash Provided By Financing
Activities - - 500
------- ------- -------
NET INCREASE IN CASH AND CASH
EQUIVALENTS - - 500
CASH AND CASH EQUIVALENTS - BEGINNING
OF PERIOD 500 500 -
------- ------- -------
CASH AND CASH EQUIVALENTS -
END OF PERIOD $ 500 $ 500 $ 500
========================= ======== ======= ====+==
F-5
GREENMARK ACQUISITION CORPORATION
(A
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
Notes to the Financial Statements
December 31, 20092010 and 2008
-----------------------
2009
NOTE 1 – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(A) Organization and Business Operations
Greenmark Acquisition Corporation (a development stage company) ("the Company") was incorporated in Delaware on September 13, 2006, 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 December 31, 2009,2010, the Company had not yet commenced any formal business operations, and all activity to date relates to the Company's formation. The Company's fiscal year end is December 31.
On February 7, 2011, the Company changed its name to Powerdyne International, Inc.
The Company's ability to commence operations is contingent upon its ability to identify a prospective target business.
(B) Use of Estimates
The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America 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.
(C) 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.
(D) Taxes
Financial Accounting Standards Board ("FASB") Accounting Standards Codifcation ("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.
6
GREENMARK ACQUISITION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
-----------------------
(E) Continuing Financial Support
Going Concern
The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the Untied States of America. 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 $5,317 and a working capital deficit of $2,500 as of December 31, 2009.2010. The Company also has a net loss from operations of $2,667$0 for the year then ended.
The future success of the Company is dependent on its ability to find and successfully merge with a target business and on the President and/or Tiber Creek Corporation to financially support the Company until that time. There can be no assurance that the Company will be successful in completing a merger. The President, who is a 50% shareholder in the Company (by virtue of his 100% ownership of Tiber Creek Corporation, a 50% shareholder, see Note 4) has agreed to financially support the on-going expenses of the Company.
F-6
GREENMARK ACQUISITION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
Notes to the Financial Statements
December 31, 2010 and 2009
(F) Earnings Per Share
Basic earnings per share is 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 20092010 and 2008.
2009.
(G) Fair Value of Financial Instruments
FASB 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.
7
GREENMARK ACQUISITION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
| · | 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 financial assets and liabilities, such as cash and cash equivalents and accrued liabilities approximate their fair values because of the short maturity of these instruments.
(H) RecentRecently Adopted Accounting Pronouncements
In June 2009, the FASB issued authoritative guidance on an amendment of accounting for transfers of financial assets, and seeks to improve the relevance and comparability of the information that a reporting entity provides in its financial statements about transfers of financial assets; the effects of the transfer on its financial position, financial performance, and cash flows; and a transferor's continuing involvement, if any, in transferred financial assets. The authoritative guidance eliminates the concept of a qualifying special-purpose entity, creates more stringent conditions for reporting a transfer of a portion of a financial asset as a sale, clarifies other sale-accounting criteria, and changes the initial measurement of a transferor's interest in transferred financial assets. The authoritative guidance is effective for interim and annual reporting
periods beginning after November 15, 2009.currently effective. The Company believes adopting the new guidance will not significantly impact its financial statements.
In June 2009, the FASB issued authoritative guidance on consolidation of variable interest entities, which requires an enterprise to determine whether its variable interest or interests give it a controlling financial interest in a variable interest entity. The primary beneficiary of a variable interest entity is the enterprise that has both (1) the power to direct the activities of a variable interest entity that most significantly impact the entity's economic performance, and (2) the obligation to absorb losses of the entity that could potentially be significant to the variable interest entity or the right to receive benefits from the entity that could potentially be significant to the variable interest entity. The authoritative guidance requires ongoing reassessments of whether an enterprise is the primary beneficiary of a variable interest entity and is effective for interim
and annual reporting periods beginning after November 15, 2009.currently effective. The Company believes adopting the new guidance will not significantly impact its financial statements.
F-7
GREENMARK ACQUISITION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
Notes to the Financial Statements
December 31, 2010 and 2009
In October 2009, the FASB, issued updates to revenue recognition for arrangements with multiple deliverables and accounting for revenue arrangements that include software elements. Under the new guidance on arrangements that include software elements, tangible products that have software components that are essential to the functionality of the tangible product will no longer be within the scope of the software revenue recognition guidance, and software-enabled products will now be subject to
other relevant revenue recognition guidance. The authoritative guidance
issoftware- effective for interim or annual periods beginning after June 15, 2010, with early adoption permitted. The Company enabled products will now be subject to other relevant revenue recognition guidance. The authoritative guidance is believes adopting the new guidance will not significantly impact its financial statements.
8
GREENMARK ACQUISITION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008 FASB has codified a single source of U.S. Generally Accepted Accounting Principles (GAAP), the Accounting Standards Codification. Unless needed to clarify a point to readers, the Company will refrain from citing specific section references when discussing application of accounting principles or addressing new or pending accounting rule changes. There are no recently issued accounting standards that are expected to have a material effect on our financial condition, results of operations or cash flows
flows.
Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future financial statements.
NOTE 2 INCOME TAXES
There is no provision for income taxes because the Company has incurred net operating losses. There are no deferred tax assets from temporary differences, other than net operating losses, because the Company is still in development stage and only has incurred professional fees in connection with its filings with the SEC. Realization of deferred tax assets is dependent upon future earnings, if any, of which the timing and amount are uncertain. Therefore, the deferred tax assets have been fully offset by a valuation allowance. For 2009,2010, the valuation allowance increased by $907.was same as year 2009. Significant components of the Company's deferred tax assets are as follows:
2009 2008
Net operating loss carryforwards $ 1,808 $ 901
Valuation allowance 1,808 $ 901
-----------------------------
Net deferred tax asset $ - $ -
| 2010 | 2009 | |||||||
| Net operating loss carryforwards | $ | 1,808 | $ | 1,808 | ||||
| Valuation allowance | $ | 1,808 | $ | 1,808 | ||||
| Net deferred tax asset | $ | - | $ | - | ||||
At December 31, 20092010 the Company's federal net operating loss carry-
forwardcarry-forward was $5,317 which will begin to expire in 2026. The availability of the federal net operating loss carry-forward may be subject to limitations based on ownership changes as defined in the United States Internal Revenue Code, which could prevent the Company from realizing some or all of its net operating loss carry-forward.
NOTE 3 STOCKHOLDERS' EQUITY
(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.
9
GREENMARK ACQUISITION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
December 31, 2009 and 2008
(B) Common Stock
The Company is authorized to issue 100,000,000 shares of common stock at $.0001 par value. The Company issued 500,000 shares of its common stock to Tiber Creek Corporation, a Delaware corporation, and 500,000 shares of its common stock to IRAA Fin Serv, an unincorporated California business entity, pursuant to Section 4(2) of the Securities Act of 1933 for an aggregate consideration of $500.
F-8
GREENMARK ACQUISITION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
Notes to the Financial Statements
December 31, 2010 and 2009
NOTE 4 RELATED PARTIES
Legal counsel to the Company is a firm owned by the President of the Company who also owns 100% of the outstanding stock of Tiber Creek Corporation, a 50% shareholder. Tiber Creek Corporation is expected to perform consulting services for the Company in the future. Additional paid-in capital as of December 31, 20092010 includes $2,317 the fair value of organization and professional costs incurred by related parties on behalf of the Company.
NOTE 5 SUBSEQUENT EVENTS
Management has evaluated the subsequent events through March 16, 2011, the date upon which the financial statements were issued.
The Company has entered into an agreement to complete a reverse merger with a private company during the first quarter of 2011.
F-9
POWERDYNE, INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
December 31, 2010
INDEX TO FINANCIAL STATEMENTS
| Report of Independent Registered Public Accounting Firm | 1 | |
| Balance Sheet | 2 | |
| Statement of Operations | 3 | |
| Statement of Changes in Stockholders’ Deficit | 4 | |
| Statement of Cash Flows | 5 | |
| Notes to Financial Statements | 6 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Board of Directors and Stockholder of
Powerdyne, Inc.:
We have audited the accompanying balance sheet of Powerdyne, Inc. (the “Company”) as of December 31, 2010, and the related statement of operations, stockholder deficit, and cash flows for the period from February 2, 2010 (Inception) through December 31, 2010. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States of America). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are 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, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Powerdyne, Inc. as of December 31, 2010, and the results of its operations and cash flows for the period from February 2, 2010 (Inception) to December 31, 2010 in conformity with accounting principles generally accepted in the United States of America.
/s/ Anton & Chia, LLP
Newport Beach, California
February 18, 2011
POWERDYNE, INC.
(A Development Stage Company)
BALANCE SHEET
December 31, 2010
| December 31, 2010 | ||||
| ASSETS | ||||
| Current Assets: | ||||
| Cash | $ | 2,059 | ||
| Prepaid expenses | 1,817 | |||
| Advances to Stockholder | 4,369 | |||
| Total current assets | 8,245 | |||
| Equipment | ||||
| Equipment | 21,793 | |||
| Total Assets | $ | 30,038 | ||
| LIABILITIES AND STOCKHOLDER'S EQUITY | ||||
| Current Liabilities: | ||||
| Accrued expenses | $ | 42,348 | ||
| Advances from Stockholder | 2,975 | |||
| Total current liabilities | 45,323 | |||
| Total Liabilities | 45,323 | |||
| Stockholder's Equity: | ||||
| Common stock; No Par Value; 75,000 shares authorized, 25,000 shares issued and outstanding | 1,000 | |||
| Common stock subscribed | 129,985 | |||
| Accumulated deficit | (146,270 | ) | ||
| Total stockholder's deficit | (15,285 | ) | ||
| Total liabilities and stockholder's deficit | $ | 30,038 | ||
The accompanying notes are an integral part of these statements.
Page 2
POWERDYNE, INC.
(A Development Stage Company)
STATEMENT OF OPERATIONS
For the period from February 2, 2010 (Inception) to December 31, 2010
| From Inception to | ||||
| December 31, 2010 | ||||
| Revenues | $ | - | ||
| Cost of revenues | - | |||
| Gross profit | - | |||
| Operating expenses | ||||
| Selling, general and admin. | 146,270 | |||
| Total operating expenses | 146,270 | |||
| Loss from operations | (146,270 | ) | ||
| Net loss | $ | (146,270 | ) | |
| Basic and diluted loss per common share | $ | (5.85 | ) | |
| Basic and diluted weighted average common shares outstanding | 25,000 | |||
The accompanying notes are an integral part of these statements.
Page 3
POWERDYNE, INC.
(A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT
For the period from February 2, 2010 (Inception) to December 31, 2010
| Total | ||||||||||||||||||||
| Common Stock | Common Stock | Accumulated | Stockholders' | |||||||||||||||||
| Shares | Amount | Subscribed | Deficit | Equity | ||||||||||||||||
| Balance, February 2, 2010 (Inception) | 25,000 | $ | 1,000 | $ | - | $ | - | $ | 1,000 | |||||||||||
| Common stock subscribed | - | - | 129,985 | - | 129,985 | |||||||||||||||
| Net loss from Inception through to December 31, 2010 | - | - | - | (146,270 | ) | (146,270 | ) | |||||||||||||
| Balance, December 31, 2010 | 25,000 | $ | 1,000 | $ | 129,985 | $ | (146,270 | ) | $ | (15,285 | ) | |||||||||
The accompanying notes are an integral part of these statements.
Page 4
POWERDYNE, INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
For the period from February 2, 2010 (Inception) to December 31, 2010
| From February 2, 2010 | ||||
| (Inception) to | ||||
| December 31, 2010 | ||||
| Cash flows from operating activities: | ||||
| Net loss | $ | (146,270 | ) | |
| Changes in operating assets and liabilities: | ||||
| Change in due to/from related parties | (1,394 | ) | ||
| Prepaid expenses | (1,817 | ) | ||
| Accrued expenses | 42,348 | |||
| Net cash used by operating activities | (107,133 | ) | ||
| Cash flows from investing activities: | ||||
| Used for: | ||||
| Equipment | (21,793 | ) | ||
| Net cash used by investing activities | (21,793 | ) | ||
| Cash flows from financing activities: | ||||
| Proceeds from common stock | 1,000 | |||
| Proceeds from common stock subscribed | 129,985 | |||
| Net cash provided by financing activities | 130,985 | |||
| Net change in cash | 2,059 | |||
| Cash, beginning of period | - | |||
| Cash, end of period | $ | 2,059 | ||
The accompanying notes are an integral part of these statements.
Page 5
POWERDYNE, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
December 31, 2010
1. ORGANIZATION
Powerdyne, Inc., incorporated February 2, 2010 in Nevada, is a closely-held C Corporation registered to do business in Rhode Island and Massachusetts. The Company is a start-up organization which intends to produce and distribute completely packaged independent electrical generator units that run on environmentally-friendly fuel sources, such as natural gas and propane. At this time, the sole stockholder has patents pending with the United States Patent Office regarding the unique design of these units.
2. BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), and include all the notes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for fair presentation of the financial statements have been included.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The summary of significant accounting policies presented below is designed to assist in understanding the Company’s financial statements. Such financial statements and accompanying notes are the representations of the Company’s management, who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”) in all material respects, and have been consistently applied in preparing the accompanying financial statements. The Company is classified as a development stage enterprise under GAAP and has not generated significant revenues from its principal operations.
Development Stage and Capital Resources
Since its inception, the Company has devoted substantially all of its efforts to business planning, research and development, recruiting management and technical staff, acquiring operating assets and raising capital. Accordingly, the Company is considered to be in the development stage as defined in GAAP. The Company has not generated significant revenues from its principal operations, and there is no assurance of future revenues. As of December 31, 2010, the Company had an accumulated deficit from inception of approximately $146,270.
The Company’s activities will necessitate significant uses of working capital beyond 2010. Additionally, the Company’s capital requirements will depend on many factors, including the success of the Company’s continued research and development efforts and the status of competitive products. The Company plans to continue financing its operations with cash received from financing activities, more specifically from one of its major shareholders.
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POWERDYNE, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
December 31, 2010
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Development Stage and Capital Resources (continued)
While the Company strongly believes that its capital resources will be sufficient in the near term, there is no assurance that the Company’s activities will generate sufficient revenues to sustain its operations without additional capital, or if additional capital is needed, that such funds, if available, will be obtainable on terms satisfactory to the Company.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates.
Fair Value of Financial Instruments
The Company’s financial instruments include cash and accrued expenses. The estimated fair value of these instruments approximates their carrying amounts due to the short maturity of these instruments.
Management believes it is not practical to estimate the fair value of advances to stockholder because the transactions cannot be assumed to have been consummated at arm’s length, the terms are not deemed to be market terms, there are no quoted values available for these instruments, and an independent valuation would not be practical due to the lack of data regarding similar instruments, if any, and the associated potential costs.
Cash and Cash Equivalents:
The Company considers all highly-liquid investments with maturities of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of December 31, 2010.
Concentration of Credit Risk
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. The Company places its cash with high quality banking institutions. From time to time, the Company maintains cash balances at certain institutions in excess of the Federal Deposit Insurance Corporation limit.
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POWERDYNE, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
December 31, 2010
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Concentration of Credit Risk (continued)
Revenue Recognition
The Company is in the development stage and has yet to realize revenues from planned operations. The Company will recognize revenue on arrangements in accordance with Financial Accounting Standards Board Accounting Standards Codification (“ASC”) No. 605, “Revenue Recognition”. In all cases, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured. The Company has not recorded any sales transactions since inceptions.
Equipment, net
Equipment is stated at cost. Capital expenditures for improvements and upgrades to existing equipment are also capitalized. Maintenance and repairs are expensed as incurred. The machinery and equipment is currently classified as ‘construction in process’ and it is the Company’s policy to begin depreciation once the assets are placed into service. Equipment is depreciated over the estimated useful life of ten years on straight-line basis when the assets are put into use. Depreciation expense for the period from inception, February 2, 2010, to December 31, 2010 was zero.
Long-Lived Assets
In accordance with ASC 350-30 (formerly SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets), the Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that their then carrying values may not be recoverable. When such factors and circumstances exist, the Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amount. Impairment, if any, is based on the excess of the carrying amount over the fair value, based on market value when available, or discounted expected cash flows, of those assets and is recorded in the period in which the determination is made. The Company’s management currently believes there is no impairment of its long-lived assets. There can be no assurance however, that market conditions will not change or demand for the Company’s products under development will continue. Either of these could result in future impairment of long-lived assets.
Page 8
POWERDYNE, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
December 31, 2010
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Income Taxes
As a result of the implementation of certain provisions of ASC 740, Income Taxes, (formerly FIN 48, Accounting for Uncertainty in Income Taxes – An Interpretation of FASB Statement No. 109) , (“ASC 740”), which clarifies the accounting and disclosure for uncertainty in tax positions, as defined. ASC 740 seeks to reduce the diversity in practice associated with certain aspects of the recognition and measurement related to accounting for income taxes.
In 2010, the Company adopted Accounting for Uncertain Income Taxes under the provisions of ASC 740. ASC 740 clarifies the accounting for income taxes by prescribing a minimum recognition threshold a tax position is required to meet before being recognized in the financial statements. It also provides guidance on derecognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company did not recognize any additional liability for unrecognized tax benefits as a result of the adoption of ASC 740.
We believe that our income tax filing positions and deductions will be sustained on audit and do not anticipate any adjustments that will result in a material change to our financial position. Therefore, no reserves for uncertain income tax positions have been recorded pursuant to ASC 740. In addition, we did not record a cumulative effect adjustment related to the adoption of ASC 740. Our policy for recording interest and penalties associated with income-based tax audits is to record such items as a component of income taxes.
Our tax provision determined using an estimate of our annual effective tax rate using enacted tax rates expected to apply to taxable income in the years in which they are earned, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter we update our estimate of the annual effective tax rate, and if our estimated tax rate changes, we make a cumulative adjustment. Taxes payable as of December 31, 2010 was zero.
Loss per Common Share
Basic loss per common share excludes dilutive securities and is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted earnings per common share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity. Since the Company has only incurred losses, basic and diluted loss per share is the same. As of December 31, 2010, there are no outstanding dilutive securities.
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POWERDYNE, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
December 31, 2010
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Loss per Common Share (continued)
The following table represents the computation of basic and diluted losses per share:
| From Inception to | ||||
| December 31, 2010 | ||||
| Loss available for common shareholder | $ | (146,270 | ) | |
| Basic and fully diluted loss per share | (5.85 | ) | ||
| Weighted average common shares outstanding | 25,000 | |||
Net loss per share is based upon the weighted average shares of common stock outstanding.
Recent Accounting Pronouncements
In January 2010, the FASB issued amended standards that require additional fair value disclosures. These disclosure requirements are effective in two phases. In the first quarter of 2010, we adopted the requirements for disclosures about inputs and valuation techniques used to measure fair value as well as disclosures about significant transfers. Beginning in the first quarter of 2011, these amended standards will require presentation of disaggregated activity within the reconciliation for fair value measurements using significant unobservable inputs (Level 3). These amended standards did not have any impact on our financial statements or disclosures.
Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.
Page 10
POWERDYNE, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
December 31, 2010
4. EQUIPMENT - NET
Equipment, net consists of the following as of December 31, 2010:
| 2010 | ||||
| Machinery and equipment | $ | 21,793 | ||
| Less accumulated depreciation | - | |||
| Total equipment - net | $ | 21,793 | ||
Machinery and equipment is stated at cost and depreciated on a straight-line basis over an estimated useful life of 10 years. The machinery and equipment is currently classified as ‘construction in process’ and it is the Company’s policy to begin depreciation once the asset is placed into service. Depreciation expense for the year ended December 31, 2010 amounted to zero.
5. COMMON STOCK
Upon incorporation (inception February 2, 2010), the Company authorized 75,000 no par value shares and issued 25,000 of these shares to its sole shareholder. As of December 31, 2010, the Company had one class of capital stock, common stock. No preferred stock was authorized and/or issued.
In June 2010, the Company entered into an agreement with private investors to provide working capital for the Company. Initially, the private investors have provided the Company with $50,000 in working capital with the total amount of capital provided to be determined in exchange for a percentage of common stock available at the time of Initial Public Offering. As of December, 2010, the private investors have provided approximately $130,000 total in additional working capital.
6. RELATED PARTY
From time to time, the Company makes payments for the benefit of its sole stockholder, which are personal in nature, as well as receives payments from the sole stockholder in the form of cash and/or out-of-pocket expenditures for the benefit of the Company, which are business in nature. The balance of advances from stockholder was $2,975 and the balance of advances to stockholder was $4,369 as of December 31, 2010.
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POWERDYNE, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
December 31, 2010
7. COMMITMENTS AND CONTINGENCIES
Litigation
During the ordinary course of the Company’s business, it is subject to various claims and litigation. Management believes that the outcome of such claims or litigation will not have a material adverse effect on the Company’s financial position, results of operations or cash flow.
8. SUBSEQUENT EVENTS
Management has evaluated subsequent events through February 18, 2011, the date upon which the financial statements were issued.
The Company received common stock subscriptions for approximately 7,680,000 shares in return for approximately $212,500 to individual investors during the months of January, 2011 and February, 2011.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
GREENMARK ACQUISITION CORPORATION
By: /s/ James M. Cassidy
James M. Cassidy,
| POWERDYNE INTERNATIONAL, IN. | ||
| By: | /s/ Dale P. Euga | |
| President and Principal executive officer | ||
| Dated: April 12, 2011 | ||
| By: | /s/ Linda H. Madison | |
| Principal financial officer | ||
Dated: April 14, 2010
12, 2011
Pursuant to the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
NAME OFFICE DATE
/s/ James M. Cassidy Director April 14, 2010
| NAME | OFFICE | DATE | ||
| Dale P. Euga | Director | 4/12/2011 | ||
| Arthur M. Read, II, Esq. | Director | 4/12/2011 |