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Document and Entity Information (USD $)
12 Months Ended
Dec. 31, 2011
Apr. 12, 2012
Document And Entity Information
Entity Registrant Name Hanover Portfolio Acquisitions, Inc.
Entity Central Index Key 0001528172
Document Type 10-K
Document Period End Date Dec 31, 2011
Amendment Flag false
Current Fiscal Year End Date --12-31
Is Entity a Well-known Seasoned Issuer? No
Is Entity a Voluntary Filer? No
Is Entity's Reporting Status Current? Yes
Entity Filer Category Smaller Reporting Company
Entity Public Float $ 359,153
Entity Common Stock, Shares Outstanding 46,442,411
Document Fiscal Period Focus FY
Document Fiscal Year Focus 2011
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BALANCE SHEETS (USD $)
Dec. 31, 2011
Dec. 31, 2010
CURRENT ASSETS
Cash and cash equivalents $ 69,718 $ 34,772
Accounts receivable 1,372 0
Debt portfolios 0 35,398
Notes receivable - related party, note 6 0 85,300
Accrued interest income - related party, note 6 0 9,336
TOTAL CURRENT ASSETS 71,090 164,806
PROPERTY AND EQUIPMENT
Office equipment 630 630
Furniture and fixtures 165 165
Computer equipment 4,151 4,151
TOTAL PROPERTY AND EQUIPMENT 4,946 4,946
Less accumulated depreciation (2,781) (1,802)
NET PROPERTY AND EQUIPMENT 2,165 3,144
TOTAL ASSETS 73,255 167,950
CURRENT LIABILITIES
Accounts payable 745 1,900
Accrued Expenses 548 0
TOTAL CURRENT LIABILITIES 1,293 1,900
COMMITMENTS AND CONTINGENCIES, note 4      
STOCKHOLDERS' EQUITY
Preferred stock, $0.0001 par value; 5,000,000 shares authorized, 0 shares issued and outstanding 0 0
Common stock, $0.0001 par value; 75,000,000 shares authorized, 4,534,870 shares issued and outstanding 453 453
Additional paid-in capital 656,528 656,528
Accumulated deficit (585,019) (490,931)
TOTAL STOCKHOLDERS' EQUITY 71,962 166,050
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 73,255 $ 167,950
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BALANCE SHEETS (Parenthetical) (USD $)
Dec. 31, 2011
Dec. 31, 2010
PREFERRED STOCK
Preferred stock, par value $ 0.0001 $ 0.0001
Preferred stock, authorized 5,000,000 5,000,000
Preferred stock, issued 0 0
COMMON STOCK
Common stock, par value $ 0.0001 $ 0.0001
Common stock, authorized 75,000,000 75,000,000
Common stock, issued 4,534,870 4,534,870
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STATEMENTS OF OPERATIONS (USD $)
12 Months Ended
Dec. 31, 2011
Dec. 31, 2010
REVENUE
REVENUE, NET $ 45,544 $ 51,199
OPERATING EXPENSES
Consulting 65,000 62,990
Collection agency fees 15,215 30,496
Professional fees 48,853 15,971
Impairment loss 3,477 13,164
Telephone 4,181 4,423
Depreciation 980 964
Computer and network 342 614
Bank fees 40 284
Office supplies 359 171
Business licenses and permits 771 75
Printing and reproduction 1,102 0
Miscellaneous 748 33
TOTAL OPERATING EXPENSES 141,068 129,185
LOSS FROM OPERATIONS (95,524) (77,986)
OTHER INCOME (EXPENSE)
Loss on disposal of property and equipment 0 0
Other Income 13 0
Interest income 2,223 9,386
TOTAL OTHER INCOME (EXPENSE) 2,236 9,386
LOSS BEFORE PROVISION FOR INCOME TAXES (93,288) (68,600)
PROVISION FOR INCOME TAXES 800 800
NET LOSS $ (94,088) $ (69,400)
Net loss per share (basic and diluted) $ (0.02) $ (0.02)
Weighted average shares outstanding (basic and diluted) 4,534,870 4,534,870
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STATEMENTS OF STOCKHOLDERS' EQUITY (USD $)
Common Stock
Additional Paid-In Capital
Accumulated Deficit
Total
Beginning Balance, Amount at Dec. 31, 2009 $ 453 $ 656,528 $ (421,531) $ 235,450
Beginning Balance, Shares at Dec. 31, 2009 4,534,870
Net loss (69,400) (69,400)
Ending Balance, Amount at Dec. 31, 2010 453 656,528 (490,931) 166,050
Ending Balance, Shares at Dec. 31, 2010 4,534,870
Net loss (94,088) (94,088)
Ending Balance, Amount at Dec. 31, 2011 $ 453 $ 656,528 $ (585,019) $ 71,962
Ending Balance, Shares at Dec. 31, 2011 4,534,870
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STATEMENTS OF CASH FLOW (USD $)
12 Months Ended
Dec. 31, 2011
Dec. 31, 2010
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (94,088) $ (69,400)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Depreciation and amortization 979 964
Impairment loss 3,477 13,164
Changes in assets and liabilities:
Accounts receivable (1,372) 0
Debt portfolios 31,921 71,210
Accrued interest income 9,336 (9,336)
Accounts payable (1,156) 1,900
Accrued collection agency fees 549 0
NET CASH USED IN OPERATING ACTIVITIES (50,354) 8,502
CASH FLOWS FROM INVESTING ACTIVITIES:
Repayment of loans made to a related party 85,300 0
Loans made to a related party 0 (22,800)
Purchase of property and equipment 0 (166)
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES 85,300 (22,966)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 34,946 (14,464)
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 34,772 49,236
CASH AND CASH EQUIVALENTS, END OF YEAR 69,718 34,772
Supplemental disclosure of cash flow data:
Interest paid in cash 0 0
Income taxes paid in cash $ 800 $ 800
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ORGANIZATION AND NATURE OF BUSINESS
12 Months Ended
Dec. 31, 2011
Notes to Financial Statements
ORGANIZATION AND NATURE OF BUSINESS

 

1. ORGANIZATION AND NATURE OF BUSINESS

 

Hanover Portfolio Acquisitions, Inc., which was formerly known as and operated under the name Hanover Asset Management, Inc. through July 15, 2011 (the “Company”), purchases distressed debt portfolios at a significant discount to their face value and seeks to either collect on the outstanding balances or resell some or all of the portfolios. The Company incorporated on November 8, 2008 in the state of California. Effective July 15, 2011, the Company became a Delaware Corporation operating under the name Hanover Portfolio Acquisitions, Inc.

 

Merger, Recapitalization and Name Change

 

On July 15, 2011, the Company merged with and into Hanover Capital Management, Inc., a Delaware corporation. The merger was effected via a 30-for-1 exchange of the Company’s common stock for the common stock of Hanover Capital Management, Inc., resulting in a decrease in the number of common shares outstanding from 136,044,351 to 4,534,870. The effect of the share exchange has been presented retrospectively for all periods. The ownership of the Company did not change as a result of the merger. As such, the merger was considered a continuation of the same business, under a different entity, for accounting and financial reporting purposes.

 

As a part of the merger, Hanover Capital Management, Inc. changed its name to Hanover Portfolio Acquisitions, Inc. and moved its offices from California to Texas. The Company began operating under the name Hanover Portfolio Acquisitions, Inc. on July 15, 2011.

 

Going Concern

 

During the years ended December 31, 2011 and 2010, the Company incurred a net loss of $94,088 and $69,400, respectively. The Company used $50,354 of cash from operations during the year ended December 31, 2011 and raised $8,502 of cash in operations during the year ended December 31, 2010. The Company has incurred substantial losses to date and has an accumulated deficit of $585,019 as of December 31, 2011.

 

The Company has received collections on its debt portfolio balance and has been successful in selling portions of its debt portfolios. However, the Company cannot predict with any degree of certainty the level of revenues it will be able to sustain. The Company intends to continue to generate revenue from the ongoing collection and sale of debt portfolios. Also, the Company intends to raise additional capital through the issuance of shares of preferred and common stock.  If adequate capital is not available, the Company intends to scale back operations.

 

These conditions, among others, may indicate the Company will be unable to continue as a going concern. Because of our historic net losses, our independent auditors, in their reports on our financial statements for the years ended December 31, 2011 and 2010, expressed substantial doubt about our ability to continue as a going concern. The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that could result from the outcome of this uncertainty.

 

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
12 Months Ended
Dec. 31, 2011
Notes to Financial Statements
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Cash and Cash Equivalents

 

The Company considers all highly liquid financial instruments with a maturity of three months or less to be cash equivalents.

 

Use of Estimates

 

The preparation of 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, liabilities, revenues and expenses during the reportable period. Management estimates the value of its debt portfolios, the useful lives of property and equipment, and the valuation of deferred income tax assets. Management uses its historical records and knowledge of its business in making these estimates. Actual results could differ from these estimates.

 

Revenue Recognition

 

The Company recognizes revenue on its debt portfolios using the cost recovery method in accordance with FASB ASC 310-30. Under the cost recovery method, the Company records cash receipts related to debt portfolios as a reduction of the cost of the debt portfolio. The Company will record revenue related to debt portfolios once cash collections exceed the portfolio’s carrying amount.

 

Debt Portfolios

 

The Company reviews its debt portfolios for impairment each reporting period. If, based on current information and events, the Company determines that it is probable that it will be unable to collect all cash flows expected at acquisition of the portfolio, the Company will record an impairment of the portfolio in earnings to reduce the carrying amount to its fair market value. The Company uses 3rd party valuations of the resale value of its debt portfolios when assessing impairment. These valuations are based on industry data of portfolios with similar characteristics. The Company recorded $3,477 and $13,164 of impairment losses related to its debt portfolios during the years ended December 31, 2011 and 2010, respectively.

 

Property and Equipment

 

The Company’s property and equipment are recorded at cost. Depreciation of all assets are computed on the straight-line basis. The assigned useful lives for the assets are as follows:

 

Office equipment 5-7 years
Computer equipment 5 years
Furniture and fixtures 7 years

 

Income Taxes

 

The Company accounts for income taxes in accordance with generally accepted accounting principles. Income taxes are recognized for the amount of taxes payable or refundable for the current year and deferred tax liabilities and assets are recognized for the future tax consequences of transactions that have been recognized in the Company's financial statements or tax returns. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred tax asset will not be realized.

 

Notes Receivable

 

The Company maintains an allowance for doubtful accounts for estimated losses that may arise if any of its notes receivables are unlikely to be collected. The Company does not require collateral or other security for notes receivable. However, credit risk is mitigated by the Company’s ongoing evaluations and the reasonably short collection terms. Management specifically analyzes the age of receivable balances, historical bad debt experience, debtor credit-worthiness, and changes in payments terms when making estimates of the collectability of the Company’s notes receivable balances. If the Company determines that the financial conditions of any of its debtors have deteriorated, whether due to debtor specific or general economic issues, increases in the allowance may be made. Notes receivable are written off when all collection attempts have failed.

 

The Company recognizes interest income on notes receivable using the effective interest method. If the Company determines that the recoverability of any of its notes receivable is not probable, it will place the notes on nonaccrual status and will cease recording interest income. Should the Company later determine that the notes receivable balance is recoverable, it will resume the accrual of interest.

 

Net Loss per Share

 

Net loss per common share is calculated in accordance with FASB ASC 260. Basic net loss per share is computed by dividing the net loss for the period by the weighted average common shares outstanding. As of December 31, 2011 and 2010, the Company had no outstanding instruments that could potentially dilute the number of weighted average common shares outstanding.

 

Fair Value of Financial Instruments

 

The Company has adopted accounting standards that define fair value, establish a framework for measuring fair value in accordance with existing generally accepted accounting principles, and expand disclosures about fair value measurements. Assets and liabilities recorded at fair value in the balance sheet are categorized based upon the level of judgment associated with the inputs used to measure their fair value. The categories are as follows:

 

Level Input:   Input Definition:
     
Level I   Inputs are unadjusted, quoted prices for the identical assets or liabilities in active markets at the measurement date.
     
Level II   Inputs, other than quoted prices included in Level I, that are observable for the asset or liability through corroboration with market data at the measurement date.
     
Level III   Unobservable inputs that reflect management's best estimate of what market participants would use in pricing the asset or liability at the measurement date.

 

 

The carrying amount of certain of the Company’s financial instruments approximates fair value due to the relatively short maturity of such instruments. The fair value of notes receivable is not considered to be significantly different than its carrying amount because the stated rates for such debt reflect current market rates and conditions.

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INCOME TAXES
12 Months Ended
Dec. 31, 2011
Notes to Financial Statements
INCOME TAXES

 

3. INCOME TAXES

 

The Company files income tax returns with the Internal Revenue Service (“IRS”) and various state jurisdictions. For jurisdictions in which tax filings are prepared, the Company is subject to income tax examinations by state tax authorities and federal tax authorities for all tax years.

 

The deferred tax assets are mainly comprised of net loss carryforwards. As of December 31, 2011, the Company had $433,784 and $40,174 in federal and state net operating loss carryforwards, respectively, that it can use to offset a certain amount of taxable income in the future. These net operating loss carryforwards expire through 2031. The resulting deferred tax asset is offset by a 100% valuation allowance due to the uncertainty of its realization.

 

A reconciliation of the provision for income tax expense with the expected income tax computed by applying the federal statutory income tax rate to income before provision for income taxes was as follows for the years ended December 31, 2011 and 2010:

 

      2011       2010  
Income tax computed at federal statutory tax rate     -34.0 %     -34.0 %
Change in valuation allowance     39.8 %     38.6 %
State taxes, net of federal benefit     -5.8 %     -5.8 %
Total     0.0 %     -1.2 %

 

The primary difference between income tax expense attributable to continuing operations and the amount of income tax expense that would result from applying domestic federal statutory rates to income before provision for income taxes relates to the change in the valuation allowance.

 

The Company has adopted the accounting standards that clarify the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold of more likely than not and a measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return.  In making this assessment, a company must determine whether it is more likely than not that a tax position will be sustained upon examination, based solely on the technical merits of the position and must assume that the tax position will be examined by taxing authorities. Our policy is to include interest and penalties related to unrecognized tax benefits in income tax expense. Interest and penalties totaled $0 for the years ended December 31, 2011 and 2010.

 

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COMMITMENTS AND CONTINGENCIES
12 Months Ended
Dec. 31, 2011
Notes to Financial Statements
COMMITMENTS AND CONTINGENCIES

 

4. COMMITMENTS AND CONTINGENCIES

 

Legal Matters

 

The Company may become involved in various legal proceedings in the normal course of business. The Company is not a party to any legal proceedings as of December 31, 2011.

 

Leases

 

During 2008, the Company assumed an office lease that expired in December 2009. The lease was not renewed and the Company moved its principal executive office to the office of a shareholder during 2010. In July 2011, in connection with the merger with and into Hanover Capital Management, Inc. (see footnote 1), the Company moved its office from California to the office of the Chief Executive Officer in Arlington, Texas. Rent expense relating to the use of the office is de minimis and is included in the consulting fees paid to the Chief Executive Officer (see footnote 5).

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CONCENTRATIONS AND RELATED PARTY TRANSACTIONS
12 Months Ended
Dec. 31, 2011
Notes to Financial Statements
CONCENTRATIONS AND RELATED PARTY TRANSACTIONS

 

5. CONCENTRATIONS AND RELATED PARTY TRANSACTIONS

 

Cash Deposits

 

The Company maintains its cash and cash equivalent balances with financial institutions. These accounts are typically insured through the Federal Deposit Insurance Corporation ("FDIC"). At times, such amounts may exceed Federally insured limits. The Company has not incurred any losses related to concentration of cash deposits through December 31, 2011.

 

Notes Receivable – Related Party

 

The Company had notes receivable totaling $0 and $85,300 at December 31, 2011 and 2010 respectively. These notes are due from a single debtor (see note 6).

 

Consulting Services

 

The Company paid its President, Mr. Michael Mann, $23,500 and $20,250 for consulting services during the years ended December 31, 2011 and 2010, respectively.

 

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NOTES RECEIVABLE - RELATED PARTY
12 Months Ended
Dec. 31, 2011
Notes to Financial Statements
NOTES RECEIVABLE - RELATED PARTY

 

6. NOTES RECEIVABLE – RELATED PARTY

 

During 2009, the Company loaned U.S. Debt Settlement, Inc. $63,500 via seven promissory notes throughout the first eight months of 2009. All of these loans were repaid, in full, with interest of $2,681 in September 2009. Subsequent to the repayment of the initial loans, the Company loaned $62,500 via two promissory notes and the balance of $62,500 remained outstanding at December 31, 2009. The Company amended these two loans during 2010 to extend the maturity dates by six months. In addition, the Company loaned U.S. Debt Settlement, Inc. an additional $22,800 via four promissory notes during the first quarter of 2010. At December 31, 2010, the notes receivable due from U.S. Debt Settlement, Inc. totaled $85,300, were each due in one payment of all principal and accrued interest, bear interest at 10% per annum, and mature between February, 2011 and May, 2011. The Company’s Chief Executive Officer is also the Chief Executive Officer of U.S. Debt Settlement, Inc. In March 2011, U.S. Debt Settlement, Inc. repaid all outstanding loans and accrued interest.

 

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SUBSEQUENT EVENTS
12 Months Ended
Dec. 31, 2011
Notes to Financial Statements
SUBSEQUENT EVENTS

7. SUBSEQUENT EVENTS

 

Pursuant to FINRA Rule 6432 and Rule 15c2-11 under the Securities Exchange Act of 1934, on March 8, 2012, FINRA has cleared Glendale Securities request on our behalf for an unpriced quotation on the OTC Bulletin Board and OTC Link for the symbol HVPA.

 

On March 14, 2012, Hanover Portfolio Acquisitions, Inc., a Delaware corporation (“Company”), entered into a Share Exchange Agreement with IP Resources International, Inc., a Nevada corporation (“IPR”) and certain of its shareholders. Under the Share Exchange Agreement, each participating IPR shareholder exchanged all of their issued and outstanding IPR common shares, free and clear of all liens, for company common shares equal to Company shares equaling 1.2342 times the number of IPR shares being transferred to the Company.

 

The Share Exchange Agreement was to close upon the agreement of IPR shareholders owning a minimum of eighty percent (80%) of the issued and outstanding shares of IPR. As of March 28, 2012, 100% of the IPR shareholders agreed to exchange 33,234,294 shares of IPR common stock for 41,017,766 of Company common stock. As a result of the event, the former shareholders of IPR now own approximately 89% of the Company and IPR is now a wholly owned subsidiary of the Company.

 

Including the 41,017,766 shares issued pursuant to the Share Exchange Agreement, 43,539, 641 shares of Company common stock have neen issued subsequent to December 31, 2011.

 

Additionally, as a result of this transaction, the Company acquired IPR and is operating the business of IPR. IPR operates as an intellectual property licensing and commercialization firm. IPR believes that its primary markets will include China, Brazil, India, and Europe.

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