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ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
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Jun. 30, 2011
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| ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
NOTE 1 -ORGANIZATION AND SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES:
Committed
Capital Acquisition Corporation (the “Company”) (f/k/a
Plastron Acquisition Corp. II) was incorporated in the state of
Delaware on January 24, 2006 for the purpose of raising capital
that is intended to be used in connection with its business plans
which may include a possible merger, acquisition or other business
combination with an operating business.
The
Company is currently in the development stage as defined in ASC
Topic 915. All activities of the Company to date relate to its
organization, initial funding and share issuances.
On
May 27, 2011, the Company commenced the process to convert the
Company to a special purpose acquisition corporation. In connection
with this conversion the Company is filing a form S-1 with the
United States Securities and Exchange Commission whereby it is
offering to sell up to 5,000,000 units at a price of $5.00 per
unit. Each unit consists of one share of common stock, par value
$0.0001 per share (the "Common Stock"), and one warrant to purchase
one share of Common Stock. Under the terms of the warrant
agreement, the Company has agreed to use their best efforts to file
a post-effective or new registration statement under the Securities
Act of 1933, as amended, following the completion of the
Company's initial business transaction. Each warrant entitles the
holder to purchase one share of common stock at a price of $5.00.
Each warrant will become exercisable upon the effectiveness of the
registration statement to be filed upon the completion of an
initial business transaction and will expire 45 days thereafter.
However, if the Company does not complete its initial business
transaction on or prior to the 21-month or 24-month period allotted
to complete the initial business transaction as described below,
the warrants will expire at the end of such period. If the Company
is unable to deliver registered shares of common stock to the
holder upon exercise of warrants during the exercise period, there
will be no cash settlement of the warrants and the warrants will
expire worthless.
In
connection with the proposed offering, the Company's initial
stockholders and designees have committed to purchase 2,000,000
shares of common stock at a price of $5.00 per share in a private
placement which will occur concurrently with the closing of the
Company’s initial business transaction. Just prior to the
closing of the proposed offering the Company will amend its charter
to become a special purpose acquisition corporation and as a result
the Company will have 21 months from the date of effectiveness of
the registration statement of which the prospectus forms a part
(the “registration statement”) (or 24 months from the
date of effectiveness of the registration statement if a letter of
intent or a definitive agreement has been executed within 21 months
from the date of effectiveness of the registration statement and
the business transaction relating thereto has not yet been
completed within such 21-month period) to enter into negotiations
and consummate an initial business transaction.
Going Concern
The
accompanying financial statements have been prepared in conformity
with generally accepted accounting principles, which contemplate
continuation of the Company as a going concern. The Company has not
begun generating revenue, is considered a development stage
company, has experienced recurring net operating losses, and had an
accumulated deficit of ($128,741) and a working capital deficiency
of ($97,813) as of June 30, 2011. These factors raise substantial
doubt about
the Company’s ability to continue as a going concern. These
financial statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts, or
amounts and classification of liabilities that might result from
this uncertainty.
The
accompanying unaudited financial statements have been prepared in
accordance with Securities and Exchange Commission’s
requirements for financial statements. The accompanying unaudited
financial statements should be read in conjunction with the audited
financial statements contained in the Form 10-K for the year ended
December 31, 2010.
The
financial statements have been prepared in accordance with
accounting principles generally accepted in the United
States.
The
financial information is unaudited. In the opinion of management,
all adjustments (which include normal recurring adjustments)
necessary to present fairly the financial position as of June 30,
2011 and the results of operations and cash flows presented herein
have been included in the financial statements.
The
Company effectuated a 4.21875 for 1 forward stock split on May 20,
2011. All shares have been retroactively restated.
The
preparation of financial statements in conformity with accounting
principles generally accepted in the United States requires
management to make estimates and assumptions that affect the
amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the date of the balance sheet and
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those
estimates.
The
Company complies with the requirements of ASC 340. Deferred
offering costs consist principally of $122,861 of legal, accounting
and printing fees incurred through the balance sheet date that are
related to the proposed offering and that will be charged to
stockholders’ equity upon the completion of the proposed
offering or charged to operations if the proposed offering is not
completed.
The
Company applies a more-likely-than-not recognition threshold for
all tax uncertainties. ASC Topic 740 only allows the recognition of
those tax benefits that have a greater than fifty percent
likelihood of being sustained upon examination by the taxing
authorities. As of June 30, 2011, the Company reviewed its tax
positions and determined there were no outstanding, or retroactive
tax positions with less than a 50% likelihood of being sustained
upon examination by the taxing authorities. Therefore this standard
has not had a material effect on the Company.
The
Company does not anticipate any significant changes to its total
unrecognized tax benefits within the next 12 months.
The
Company classifies tax-related penalties and net interest as income
tax expense. As of June 30, 2011, no income tax expense has been
incurred.
Basic
loss per share is calculated using the weighted-average number of
shares common stock outstanding during each reporting period.
Diluted loss per share includes potentially dilutive securities
such as outstanding options and warrants, using various methods
such as the treasury stock or modified treasury stock method in the
determination of dilutive shares outstanding during each reporting
period. The Company does not have any potentially dilutive
instruments.
The
carrying value of cash equivalents and accrued expenses
approximates fair value due to the short period of time to
maturity.
The
Company has evaluated the recent accounting pronouncements through
ASU 2011-07 and believes that none of them will have a material
effect on the Company’s financial statements.
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