10-K: Brightrock Gold Corporation (F/K/A Go Call Inc.) Files Form 10-K for Fiscal Year Ended December 31, 2001, Revealing Blank Check Status and Going Concern Concerns
Annual Report
Brightrock Gold Corporation's 2001 Form 10-K reveals its status as a blank check company with no revenue and significant doubts about its ability to continue as a going concern.
Summary
- Brightrock Gold Corporation, formerly Go Call Inc., filed its Form 10-K for the fiscal year ended December 31, 2001.
- The company is classified as a blank check company with no revenues, no assets, and no specific business plan.
- The company's business plan is to seek new business opportunities or engage in a merger or acquisition with an unidentified company.
- The company's common stock is considered a penny stock, which may reduce trading activity.
- The company is also identified as a shell company, restricting the use of Form S-8 and Rule 144 for security holders.
- The company ceased filing reporting obligations in September 2000 and ceased operations in December 2000.
- New management filed a Certificate of Revival with the State of Delaware on May 31, 2001, and redomiciled the company in Nevada on September 5, 2001.
- As of December 31, 2001, the company had no business operations and relied on funding from management to cover expenses.
- The company's auditors were unable to audit the consolidated financial statements for the fiscal year ended December 31, 2001, due to unavailable accounting records.
- The company had a net loss of $3,937,848 for the year ended December 31, 2000.
- As of December 31, 2001, the company had shareholders equity of $0, raising substantial doubt about its ability to continue as a going concern.
- The company had 28,679,120 shares of common stock issued and outstanding as of December 31, 2001, held by approximately 46 stockholders of record.
- The last reported sales price of the company's common stock on the OTC Markets on March 7, 2025, was $0.08.
- The company has not declared or paid dividends and does not anticipate paying dividends in the foreseeable future.
- The company identified a lack of segregation of duties as a material weakness in its internal control over financial reporting.
Sentiment
Score: 2
Explanation: The document presents a highly negative outlook due to the company's blank check status, lack of revenue, significant net loss, and concerns about its ability to continue as a going concern. The lack of audited financial statements and material weaknesses in internal control further contribute to the negative sentiment.
Positives
- New management revived the company in 2001 after it ceased operations in 2000.
- Management and an affiliated party have agreed to provide funding to cover administrative expenses until the company enters into a business combination.
Negatives
- The company is a blank check company with no revenue or specific business plan.
- The company's auditors were unable to audit the consolidated financial statements for the fiscal year ended December 31, 2001.
- The company had a net loss of $3,937,848 for the year ended December 31, 2000.
- As of December 31, 2001, the company had shareholders equity of $0, raising substantial doubt about its ability to continue as a going concern.
- The company identified a lack of segregation of duties as a material weakness in its internal control over financial reporting.
Risks
- The company's status as a blank check company and shell company poses regulatory and market risks.
- The company's dependence on management funding raises concerns about its financial stability.
- The lack of audited financial statements for 2001 creates uncertainty about the company's financial position.
- The company's penny stock status may limit trading activity and liquidity.
- The company's lack of segregation of duties in internal control is a material weakness.
- The company's ability to effect a business combination is uncertain and may involve risks associated with financially unstable or early-stage companies.
Future Outlook
The company's future depends on its ability to identify and complete a successful business combination.
Management Comments
- Management intends to use the company's limited personnel and financial resources to seek a business combination.
- Management and an affiliated party have agreed to provide funding to cover administrative expenses until the company enters into a business combination.
- Management is aware of the lack of segregation of duties but believes the risks are low and the benefits of hiring additional employees do not justify the expenses.
Industry Context
The company's status as a blank check company is not uncommon, but its lack of operations and financial instability make it a high-risk investment.
Comparison to Industry Standards
- As a blank check company, Brightrock Gold's performance cannot be directly compared to established companies with ongoing operations.
- The company's financial condition is significantly weaker than industry benchmarks for companies with revenue-generating activities.
- The lack of audited financial statements and material weaknesses in internal control are concerning compared to industry standards for public companies.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Director | Aarya Shahsavar | July 24, 2023 |
Stakeholder Impact
- Shareholders face significant risks due to the company's financial instability and uncertain future.
- The company's ability to attract investors and partners is limited by its blank check status and lack of audited financial statements.
Next Steps
- The company intends to seek a business combination with an operating company.
- The company intends to appoint audit, compensation and other applicable committee members as it identifies individuals with pertinent expertise.
Key Dates
| Date | Description |
|---|---|
| March 1, 1994 | Company incorporated in Louisiana as Omni Advantage Inc. |
| February 12, 1998 | Company formed a subsidiary company in the State of Delaware named, Go Call, Inc. |
| February 17, 1998 | Company merged with the subsidiary company and currently operates as Go Call, Inc. |
| March 11, 1999 | Company acquired approximately 92% of the issued and outstanding common stock of Country Star Restaurants, Inc. |
| August 5, 1999 | Company redeemed 4,552,751 shares of its Common Stock for a cash payment of $728,440. |
| December 23, 1999 | Company sold their 92% interest in Country Star Restaurants to Star Liquidation Company LLC. |
| September 30, 2000 | Company ceased filing their reporting obligations. |
| December 31, 2000 | Company ceased operations. |
| May 31, 2001 | New management filed a Certificate of Revival with the State of Delaware. |
| September 5, 2001 | Company redomiciled in the State of Nevada. |
| October 2001 | The Issuer changed its name from Go Call Inc. to Medical Institutional Services Corp. |
| November 07, 2006 | A certificate of notice of termination of registration under section 12(g) of the Securities Exchange Act of 1934, Form 15-12G was filed on behalf of the Company. |
| December 2009 | The Issuer changed its name from Medical Institutional Services Corp. to National Pharmaceuticals Corp. |
| July 2012 | The Issuer changed its name from National Pharmaceuticals Corp. to Ghana Gold Corp. |
| May 10, 2013 | Mahmood (Mac) J. Shahsavar elected Chairman, CEO, Director and Linda MacDonald elected Secretary, Treasurer, Director. |
| November 2013 | The Company changed its name from Ghana Gold Corp to Brightrock Gold Corporation. |
| July 24, 2023 | Aarya Shahsavar elected Director. |
| March 7, 2025 | Last reported sales price of common stock on OTC Markets was $0.08. |
| March 10, 2025 | Date of Form 10-K filing. |
Keywords
blank check company, shell company, penny stock, financial statements, going concern, business combination, internal control, Brightrock Gold Corporation, Go Call Inc., Form 10-K
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