10-K: Brightrock Gold Corporation Files Form 10-K for Fiscal Year Ended December 31, 2005, Highlighting Blank Check Status and Going Concern Uncertainty

Brightrock Gold Corporation's 2005 10-K filing reveals its status as a blank check company with no revenue and significant uncertainty regarding 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, 2005.
• The company is characterized as a blank check company with no revenues, no assets, and no specific business plan as of December 31, 2005.
• 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 imposes certain disclosure requirements on broker-dealers.
• The company identifies itself as a shell company, which restricts its use of Form S-8 and Rule 144 for securities registration and resale.
• The company's management intends to use the company's limited personnel and financial resources in connection with seeking a business combination.
• The company is dependent upon interim funding provided by management or an affiliated party to pay professional fees and expenses.
• The company's financial statements have been prepared assuming the company will continue as a going concern, but there is substantial doubt about its ability to do so.
• As of December 31, 2005, the company had shareholders' equity of $0.
• The last reported sales price of the company's common stock on the OTC Markets on March 13, 2025, was $0.08.
• The company has not declared or paid dividends on its common stock and does not anticipate paying dividends in the foreseeable future.
• As of December 31, 2005, there were 28,679,120 shares of common stock issued and outstanding, held by approximately 46 stockholders of record.
• Management identified a lack of segregation of duties as a material weakness in its internal control over financial reporting.
• The company has engaged an outside accounting consultant to assist in the preparation of its financial statements.

Sentiment

Score: 2

Explanation: The document paints a bleak picture of the company's financial state, with no revenue, no assets, and a going concern warning. The lack of internal controls and dependence on management funding further contribute to a negative outlook.

Positives

• New management filed a Certificate of Revival with the State of Delaware on May 31, 2004, to bring the Company into Good Standing.
• The company has engaged an outside accounting consultant to assist in the preparation of its financial statements.

Negatives

• The company is a blank check company with no revenues, no assets, and no specific business plan.
• The company's common stock is considered a penny stock, which may reduce trading activity.
• The company identifies itself as a shell company, which restricts its use of Form S-8 and Rule 144.
• The company is dependent on funding from management to cover operating expenses.
• There is substantial doubt about the company's ability to continue as a going concern, with shareholders' equity at $0 as of December 31, 2005.
• A material weakness in internal control over financial reporting was identified due to a lack of segregation of duties.

Risks

• The company's business plan is to seek a business combination, but there is no guarantee that it will be successful.
• The company's lack of diversification may subject it to economic, competitive, and regulatory developments.
• The company's limited ability to evaluate the target business management poses a risk.
• The company's dependence on management funding poses a risk if such funding is not available.
• The company's status as a penny stock and shell company may limit liquidity and access to capital.
• The company's lack of segregation of duties poses a risk of material misstatement of financial statements.

Future Outlook

The company's current business objective is to seek a business combination with an operating company, but there are no specific plans or targets identified.

Management Comments

• Management has decided that considering the abilities of the employees now involved and the control procedures in place, the risks associated with such lack of segregation are low and the potential benefits of hiring employees to clearly segregate duties do not justify the substantial expenses associated with such increases.
• Management will periodically reevaluate this situation.

Industry Context

As a blank check company, Brightrock Gold's future is entirely dependent on identifying and successfully merging with or acquiring another company, a common but highly uncertain path in the financial world.

Comparison to Industry Standards

• Brightrock Gold's situation as a blank check company with no revenue is not uncommon, but its lack of assets and going concern uncertainty place it in a riskier category compared to other blank check companies with some initial capital or operations.
• Many shell companies aim to merge with private entities seeking public listing, but Brightrock's financial state may make it a less attractive vehicle.
• Compared to established companies, Brightrock lacks the financial stability and operational history to attract significant investment or partnerships.

Management Changes

Legal Proceedings

• There are no pending legal proceedings to which the Company is a party.

Stakeholder Impact

• Shareholders face significant risk due to the company's financial instability and lack of a clear business plan.
• The company's ability to continue as a going concern is uncertain, which could impact stakeholders.

Next Steps

• The company intends to seek a business combination with an operating company.
• Management will periodically reevaluate the lack of segregation of duties.

Key Dates

Keywords

blank check company, shell company, penny stock, going concern, business combination, financial reporting, internal control, OTC Markets, Brightrock Gold, Form 10-K