UNITED STATES SECURITIES AND EXCHANGE COMMISSION 
WASHINGTON, D.C.  20549
FORM 10-Q
 
x
xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 20112012

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from : Not applicable

Commission file number 0-4454

INTERDYNE  COMPANY
 (Exact name of registrant as specified in its charter)

CALIFORNIA 95-2563023
 (State(State or other jurisdiction of incorporation or organization) (I.R.S. (I.R.S.  Employer Identification No.)
26 Briarwood, Irvine, California 92604
(Address of principal executive offices) (Zip Code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x  No o

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 definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer      o            Accelerated filer            o
Non-accelerated filer       o            Smaller reporting company    x
Accelerated filero
Non-accelerated filer        o
Smaller reporting companyx
(do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x No o

As of September 30, 2011,2012, there were 39,999,942 shares of Common Stock, no par value, issued and outstanding.

Exhibit Index Page No.:  None 8

 
 
 

INTERDYNE COMPANY

FORM 10-Q

INDEX

 Page
PART I.FINANCIAL INFORMATION 
   
Item 1.Financial Statements 
   
 
Condensed Balance Sheets as of September 30, 20112012 and June 30, 20112012
3
   
 
Condensed Statements of Operations for the QuarterQuarters ended September 30, 20112012 and September 30, 20102011
4
   
 
Condensed Statements of Cash Flows for the QuarterQuarters ended September 30, 20112012 and September 30, 20102011
5
   
 
Notes to Financial Statements
6
   
Item 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
86
   
Item 3.
Controls and Procedures
86
   
PART II.  OTHER INFORMATION 
   
Item 6.
Exhibits
98
   
Signatures
109

 
2

PART I. FINANCIAL INFORMATION

Item 1.  
Item 1.Financial Statements

INTERDYNE COMPANYCOMPANY
CONDENSED BALANCE SHEET

  9/30/2012  6/30/2012 
  (Unaudited)  (Audited) 
       
ASSETS      
CURRENT ASSETS      
Cash $10,842  $3,264 
Due from affiliate  226,721   236,796 
       - 
TOTAL CURRENT ASSETS $237,563  $240,060 
         
LIABILITIES AND STOCKHOLDERS' EQUITY        
CURRENT LIABILITIES        
Accrued professional fees $11,565  $9,250 
Accrued management fees to related party  20,000   21,500 
Other accrued expenses  2,390   2,365 
         
TOTAL CURRENT LIABILITIES  33,955   33,115 
         
STOCKHOLDERS' EQUITY        
Preferred stock, no par value, authorized 50,000,000 shares, no shares outstanding        
Common stock, no par value, 100,000,000 shares authorized, 39,999,942 shares issued and to be issued  500,000   500,000 
Accumulated deficit  (296,392)  (293,055)
         
TOTAL STOCKHOLDERS' EQUITY  203,608   206,945 
         
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $237,563  $240,060 
  9/30/2011  6/30/2011 
  (Unaudited)  (Audited) 
       
ASSETS      
CURRENT ASSETS      
Cash $4,277  $9,265 
Due from affiliate  241,679   236,615 
TOTAL CURRENT ASSETS $245,956  $245,880 
         
LIABILITIES AND STOCKHOLDERS' EQUITY        
CURRENT LIABILITIES        
Accrued professional fees $10,500  $10,000 
Accrued management fees to related party  17,000   15,500 
Other accrued expenses  3,399   2,350 
TOTAL CURRENT LIABILITIES $30,899  $27,850 
         
STOCKHOLDERS' EQUITY        
Preferred stock, no par value, authorized 50,000,000 shares, no shares outstanding        
Common stock, no par value, 100,000,000shares authorized, 39,999,942 shares  issued and to be issued $500,000  $500,000 
Accumulated deficit  (284,943)  (281,970)
TOTAL STOCKHOLDERS' EQUITY $215,057  $218,030 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $245,956  $245,880 

The accompanying notes are an integral part of the financial statements.

 
INTERDYNE COMPANY
INTERDYNE COMPANY
CONDENSED STATEMENTS OF OPERATIOPERATIONS

  Quarter Ended 
  9/30/2012  9/30/2011 
  (Unaudited)  (Unaudited) 
       
EXPENSES      
Professional fees $3,565  $3,000 
General and administrative  2,397   2,737 
Management Fees  1,500   1,500 
         
   7,462   7,237 
OTHER INCOME - Interest from affiliate  4,925   5,064 
         
GROSS (LOSS)/PROFIT BEFORE TAX  (2,537)  (2,173)
         
INCOME TAXES  (800)  (800)
         
NET LOSS $(3,337) $(2,973)
         
NET LOSS PER SHARE $(0.0001) $(0.0001)

The accompanying notes are an integral part of the financial statements.

 
  Quarter Ended 
  9/30/2011  9/30/2010 
  (Unaudited)  (Unaudited) 
INCOME      
Interest earned $5,064  $5,265 
EXPENSES        
General and administrative  5,737   4,143 
Management Fees  1,500   1,500 
  $7,237  $5,643 
         
GROSS (LOSS)/PROFIT BEFORE TAX $(2,173) $(378)
TAX PROVISION  (800)  (800)
NET LOSS $(2,973) $(1,178)
NET LOSS PER SHARE $(0.0001) $(0.0000)
INTERDYNE COMPANY
CONDENSED STATEMENTS OF CASH FLOWS

  Quarter Ended 
  9/30/2012  9/30/2011 
  (Unaudited)  (Unaudited) 
       
CASH FLOWS FROM OPERATING ACTIVITIES      
Net loss $(3,337) $(2,973)
         
Adjustments to reconcile net loss to net cash generated from/(used in) operating activities        
Changes In operating assets and liabilites        
Accrued interest  (4,925)  (5,064)
Accrued expense  840   3,049 
         
Net cash used by operating activities  (7,422)  (4,988)
         
CASH FLOWS FROM FINANCING ACTIVITIES        
Cash received from affiliate  15,000   0 
         
Net cash provided by financing activities  15,000   0 
         
NET INCREASE/(DECREASE) IN CASH  7,578   (4,988)
         
CASH, BEGINNING OF PERIOD  3,264   9,265 
         
CASH, END OF PERIOD $10,842  $4,277 

The accompanying notes are an integral part of the financial statements.
 
INTERDYNE COMPANY
STATEMENTS OF CASH FLOWS

  Quarter Ended 
  9/30/2011  9/30/2010 
  (Unaudited)  (Unaudited) 
CASH FLOWS FROM OPERATING ACTIVITIES      
Net loss $(2,973) $(1,178)
Adjustments to reconcile net loss to net cash generated from/(used in) operating activities        
Changes In operating assets and liabilites        
Accrued expense  3,049   4,369 
Net cash provided by operating activities  76   3,191 
CASH FLOWS FROM FINANCING ACTIVITIES        
Due from affiliate  (5,064)  (5,266)
Net cash used by financing activities  (5,064)  (5,266)
         
NET INCREASE (DECREASE) IN CASH  (4,988)  (2,075)
         
CASH, BEGINNING OF PERIOD  9,265   7,807 
         
CASH, END OF PERIOD $4,277  $5,732 
The accompanying notes are an integral part of the financial statements.

INTERDYNE  COMPANYCOMPANY

NOTE TO CONDENSED FINANCIAL STATEMENTS
STATEMENTS

Note 1.  Interim Financial Statements

The accompanying condensed financial statements are unaudited, but in the opinion of the management of the Company, contain all adjustments, consisting of only normal recurring accruals, necessary to present fairly the financial position at September 30, 20112012 and the results of operations for the quarterquarters ended September 30, 20112012 and 20102011 and changes in cash flows for the quarterquarters ended September 30, 20112012 and 2010.2011.  Certain information and footnote disclosures normally included in financial statements that have been prepared in accordance with accounting principles generally accepted accounting principlesin the United States have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission, although management of the Company believes that the disclosures contained in these financial statements are adequate to make the information presented therein not misleading.  For further information, refer to the financial statements and footnotes thereto included in the Company's Annual Report in Form 10-K as of June 30, 2011,2012, as filed with the Securities and Exchange Commission.  The results of operations for the quarter ended September 30, 20112012 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending June 30, 2012.2013.

Note 2.  Changes in Significant Accounting Policies

There are no newly issued accounting pronouncements that the Company expects to have a material effect on the financial statements.
Determination of Fair Value
In January 2010, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2010-06, an update that improves the requirements related to Fair Value Measurementsstatements and Disclosures Subtopic 820-10 of the FASB Accounting Standards Codification (“ASC”) originally issued as a FASB Statement 157.  This update requires disclosures about transfers between Level 1, Level 2 and Level 3 assets and the disaggregated activitythere have been no changes in the roll forward for Level 3 Fair Value measurements.  The Company adopted the measurement requirements of this guidance during the year with no impact to the financial statements.
At September 30, 2011, the Company applied fair value to all assets based on quoted market prices, where available. For financial instruments for which quotes from recent exchange transactions are not available, the Company determines fair value based on discounted cash flow analysis and comparison to similar instruments. Discounted cash flow analysis is dependent upon estimated future cash flows and the level of interest rates. Valuation adjustments may be made to ensure that financial instruments are recorded at fair value.
The methods described above may produce a current fair value calculation that may not be indicative of net realizable value or reflective of future fair values. If readily determined market values became available or if actual performance were to vary appreciably from assumptions used, assumptions may need to be adjusted, which could result in material differences from the recorded carrying amounts. The Company believes its methods of determining fair value are appropriate and consistent with other market participants.
However, the use of different methodologies or different assumptions to value certain financial instruments could result in a different estimate of fair value.
Valuation Hierarchy
FASB ASC 820 establishes a three-level valuation hierarchy for the use of fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date:
 Level 1.     Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 1 assets and liabilities include debt and equity securities and derivative financial instruments actively traded on exchanges, as well as U.S. Treasury securities and U.S. Government and agency mortgage-backed securities that are actively traded in highly liquid over the counter markets.
 Level 2.     Observable inputs other than Level 1 prices such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs that are observable or can be corroborated, either directly or indirectly, for substantially the full term of the financial instrument. Level 2 assets and liabilities include debt instruments that are traded less frequently than exchange traded securities and derivative instruments whose model inputs are observable in the market or can be corroborated by market observable data. Examples in this category are certain variable and fixed rate non-agency mortgage-backed securities, corporate debt securities and derivative contracts.
 Level 3.     Inputs to the valuation methodology are unobservable butour significant to the fair value measurement. Examples in this category include interests in certain securitized financial assets, certain private equity investments, and derivative contracts that are highly structured or long-dated.
Application of Valuation Hierarchy
A financial instrument's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The following is a description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy.
         Due from Affiliate.     Market prices are not available for the Company's loan due from an affiliate. As a result, the Company bases the fair value utilizing an internally-developed discounted cash flow model which includes assumptions regarding prepayment, the risk of default and the LIBOR forward interest rate curve. The loan due from the affiliate is carried at lower of cost or fair value and is classified within Level 3 of the valuation hierarchy.
 The following table presents the financial instruments carried at fair value as of September 30, 2011, by caption on the consolidated balance sheet and by FASB ASC 820 valuation hierarchy described above.accounting policies.

Assets measured at fair value on a recurring and nonrecurring basis at September 30, 2011:
 Level 1 Level 2 Level 3 
Total
carrying
value
 
Nonrecurring:             
Due from affifliate   -   -  $241,679  $241,679 
                  
Total assets at fair value  $-  $-  $241,679  $241,679 
Note 3  Due from affiliate

7
Assets measured at fair value on a recurring and nonrecurring basis at June 30, 2011:
 Level 1 Level 2 Level 3 
Total
carrying
value
 
Nonrecurring:             
Due from affiliate   -   -  $236,615  $236,615 
                  
Total assets at fair value  $-  $-  $236,615  $236,615 

In prior years, the Company made advances to Acculogic, Inc., an affiliated company through common ownership and management.  The only change in Level 3 investments foradvances bear interest at 8.5% per annum, payable on demand.  The balance including interest is guaranteed by another affiliated company.  During the quarter ending September 30, 2011 was interest income of $5,064.2012 the Company received $15,000 on the receivable from Acculogic, Inc.

Note 3.  Subsequent Events

In accordance with FASB ASC 855 (formerly SAFS No. 165 Subsequent Events) management evaluated all activities of the Company through October 24, 2011 (the issue date of the financial statements) and concluded that no additional subsequent events occurred that would require recognition or disclosure in these financial statements.
Item 2.   Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations

The Company is at present dormant and is looking for new opportunity.

The cash needs of the Company will be funded by collections from amount due from its affiliate.


N/A


Our management, comprising the Chief Executive Officer and Chief Financial Officer/Principal Accounting Officer, is responsible for establishing and maintaining disclosure controls and procedures for the Company.  It has designed such disclosure controls and procedures to ensure that material information is made known to it, particularly during the period in which this report was prepared.

As of the end of the period covered by this report, our management carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (or Exchange Act)).  Based on this evaluation, as of the end of the period covered by this report, our management has concluded that our disclosure controls and procedures are effective considering the fact that the Company is dormant.

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f).  Our management conducted an evaluation of the effectiveness of our internal control over financial reporting as of September 30, 20112012 based on the criteria set forth in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organization of the Treadway Commission.  Based on this evaluation, our management concluded that our internal control over financial reporting was effective as of September 30, 20112012 considering the fact that the Company is dormant.

Our independent auditors have not audited and are not required to audit this assessment of our internal control over financial reporting for the period covered by this report.

During our most recent fiscal quarter, there has not occurred any change in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
 
 
87

PART II. OTHER INFORMATION

Item 1.  
Item 1.Legal Proceedings

None

Item 1A.  
Item 1A.Risk Factors.

None

Item 2.  
Item 2.Unregistered Sale of Equity Securities and Use of Proceeds.

None

Item 3.  Defaults upon Senior Securities.
Defaults upon Senior Securities.

None

Item 4.  
Item 4.Submission of Matters to a Vote of Security Holders.

None.

Item 5.  
Item 5.Other Information.

None


 a.
31.1 Certification of the Company's Chief Executive Officer, Sun Tze Whang, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 b.
31.2 Certification of the Company's Chief Financial Officer/Principal Accounting Officer, Kit H. Tan, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 c.
32Certification of the Company's Chief Executive Officer and Chief Financial Officer/Principal Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 d.101.INSXBRL Instance Document

 e.101.SCHXBRL Taxonomy Extension Schema Document

 f.101.CALXBRL Taxonomy Extension Calculation Linkbase Document

 g.101.LABXBRL Taxonomy Extension Label Linkbase Document

 h.101.PREXBRL Taxonomy Extension Presentation Linkbase Document

 
98

SIGNATURESSIGNATURES



Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 
INTERDYNE COMPANY
 (Registrant)
  
Date : October 24, 2011   31, 2012By:
By :   /s/Sun Tze Whang
 Sun Tze Whang
 Director /Chief Executive Officer
  
 By:
By :   /s/Kit H. Tan
    Kit H. Tan
 Director /Chief Financial Officer/Principal Accounting Officer

 
10
9