|RRBI||Red River Bancshares||323|
|FXC||Invesco Currencyshares Canadian Dollar Trust||130|
|PRLX||Parallax Health Sciences||20|
|Part I - Financial Information|
|Item 1. Financial Statement|
|Note 1 - Organization and Nature of Business|
|Note 2 - Summary of Significant Accounting Policies|
|Note 3 - Related Party Transactions|
|Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.|
|Item 3. Quantitative and Qualitative Disclosures About Market Risk|
|Item 4. Controls and Procedures|
|Part II - Other Information|
|Item 1. Legal Proceedings|
|Item 1A. Risk Factors|
|Item 2. Unregistered Sales of Equity Securities and Use of Proceeds|
|Item 3. Defaults Upon Senior Securities|
|Item 4. Reserved|
|Item 5. Other Information|
|Item 6. Exhibits|
|Balance Sheet||Income Statement||Cash Flow|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
|[X]||QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934|
For the quarterly period ended May 31, 2019 or
|[ ]||TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934|
For the transition period from to
Commission file number 333-208854
(Exact name of registrant as specified in its charter)
|(State or other jurisdiction of |
incorporation or organization)
|(Primary Standard Industrial |
Classification Code Number)
|(IRS Employer |
512 Bayshore Drive
Ft. Lauderdale, Florida 33304
(Address, including zip code, and telephone number,
Including area code, of Registrant’s principal executive offices)
Agent for Service:
512 Bayshore Drive.
Ft. Lauderdale, Florida 33304
(Registrant’s Telephone Number, Including Area Code)
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
Indicate by check if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [ ] No [X]
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [ ] No [X]
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 [ ]
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [ ]
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,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
|Large accelerated filer [ ]||Accelerated filer [ ]||Emerging growth company [X]|
|Non-accelerated filer [ ]||Smaller reporting company [X]|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]
The total number of shares of common stock, par value $.0001 per share, outstanding as July 8, 2019 was 21,823,000. The Registrant has no other class of common stock outstanding.
Table of Contents
|Part I. Financial Information||1|
|Item 1. Financial Statements (Unaudited)||1|
|Item 2. Management’s Discussion and Analysis of Financial Condition and Result of Operations||8|
|Item 3. Quantitative and Qualitative Disclosures About Market Risk||11|
|Item 4. Controls and Procedures||12|
|Part II. Other Information||12|
|Item 1. Legal Proceedings||12|
|Item 1A. Risk Factors||12|
|Item 2. Unregistered Sales of Equity Securities and Use of Proceeds||12|
|Item 3. Default Upon Senior Securities||12|
|Item 4. Mine Safety Disclosures||12|
|Item 5. Other Information||12|
|Item 6. Exhibits||12|
Consolidated Balance Sheets
|May 31, 2019||August 31, 2018|
|Total current assets||16,793||9,132|
|Liabilities and Stockholder’s Deficit|
|Accounts payable and accrued expenses||$||7,388||$||2,599|
|Notes payable-related party, current portion||358,757||-|
|Total current liabilities||406,450||29,704|
|Long term debt|
|Notes payable-related party||-||330,220|
|Preferred stock 20,000,000 shares authorized $0.0001 par value none issued and outstanding at May 31, 2019 and August 31, 2018||-||-|
|Common stock-100,000,000 shares authorized $0.0001 par value issued and outstanding common shares at May 31, 2019 and August 31, 2018 were 21,823,000||2,182||2,182|
|Additional paid-in capital||237,818||237,818|
|Total stockholders’ deficit||(389,657||)||(350,792||)|
|Total Liabilities and Stockholders’ Deficit||$||16,793||$||9,132|
See notes to unaudited interim consolidated financial statements
Consolidated Statements of Operations
|For the Three Months |
Ended May 31,
|For the Nine Months |
Ended May 31,
|Costs related to services||2,255||1,552||5,965||6,502|
|General and administrative||7,663||15,094||50,637||78,825|
|Total operating expenses||9,918||16,646||56,602||85,327|
|Loss from operations||(4,154||)||(16,646||)||(25,665||)||(85,327||)|
|Total other expenses||(3,871||)||(3,118||)||(13,200||)||(8,641||)|
|Net loss before income taxes||(8,025||)||(19,764||)||(38,865||)||(93,968||)|
|Basic and diluted per common share amounts:|
|Basic and diluted net loss||$||(0.00||)||$||(0.00||)||$||(0.00||)||$||(0.00||)|
|Weighted average common shares outstanding (basic and diluted)||21,823,000||22,007,066||21,823,000||22,050,941|
See notes to unaudited interim consolidated financial statements
Consolidated Statements of Changes in Stockholders’ Deficit
For the Periods Ended May 31, 2019 and 2018
|Common Stock|| |
|Balance at August 31, 2018||21,823,000||$||2,182||$||237,818||$||(590,792||)||$||(350,792||)|
|Balance at November 30, 2018||21,823,000||2,182||237,818||(610,419||)||(370,419||)|
|Balance at February 28, 2019||21,823,000||2,182||237,818||(621,632||)||(381,632||)|
|Balance at May 31, 2019||21,823,000||$||2,182||$||237,818||$||(629,657||)||$||(389,657||)|
|Balance at August 31, 2017||22,073,000||$||2,207||$||238,793||$||(490,190||)||$||(249,190||)|
|Balance at November 30, 2017||22,073,000||2,207||238,793||(528,999||)||(287,999||)|
|Balance at February 28, 2018||22,073,000||2,207||238,793||(564,394||)||(323,394||)|
|Repurchase of common stock||(250,000||)||(25||)||(975||)||-||(1,000||)|
|Balance at May 31, 2018||21,823,000||$||2,182||$||237,818||$||(584,158||)||$||(344,158||)|
See notes to unaudited interim consolidated financial statements
Consolidated Statements of Cash Flows
|For the Nine Months Ended |
|Cash flows from operating activities:|
|Changes in net assets and liabilities|
|Accounts payable and accrued expenses||4,789||13,098|
|Cash used in operating activities:||(20,251||)||(80,870||)|
|Cash flows from financing activities:|
|Payments on related party loans||(45,000||)||-|
|Proceeds from related party loans||73,537||75,000|
|Repurchase of common shares||-||(1,000||)|
|Cash provided by financing activities||28,537||74,000|
|Change in cash||8,286||(6,870||)|
|Cash- beginning of period||5,132||10,026|
|Cash-end of period||$||13,418||$||3,156|
|Cash paid for interest||$||-||$||-|
|Cash paid for taxes||$||-||$||-|
|Expenses paid directly by CEO on behalf of the Company||$||-||$||3,146|
See notes to unaudited interim consolidated financial statements
Notes to the Consolidated Financial Statements
For the Three and Nine Months Ended May 31, 2019 and 2018
NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS
On April 28, 2015, Horizon Group Holding, Inc., a Florida corporation, entered into a Share Exchange Agreement (the “Agreement”) with BorrowMoney.com Inc., a New York Corporation (“BMNY”) pursuant to which BorrowMoney.com Inc., would become a wholly-owned subsidiary of Horizon Group Holding, Inc. The share exchange was accounted for as a reverse acquisition with BorrowMoney.com Inc., being treated as the acquiring company for accounting purposes. Pursuant to the agreement the Horizon Group Holding changed its name to BorrowMoney.com, Inc. (BMFL).
In connection with the Agreement, the Company acquired 100% of the issued shares of BMNY, Inc., in a share exchange where 10,000 shares of the Company were issued to the shareholders of BMNY in exchange for each share of BMNY for a total issuance of 20,000,000 common shares.
BMNY a wholly-owned subsidiary of the Company as a result of the Agreement was incorporated under the laws of the state of New York on August 9, 2010.
BorrowMoney.com, Inc.’s provides an internet-based platform that can match mortgage and loan providers with prospective borrowers.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation
The accompanying financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”).
The interim unaudited consolidated financial statements as of May 31, 2019, and for the three and nine months ended, May 31, 2019 and 2018, have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information on the same basis as the annual financial statements and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s financial position, results of operations and cash flows for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for a full year or for any future period. They do not include all of the information and footnotes required by GAAP for complete financial statements. Therefore, these financial statements should be read in conjunction with the Company’s audited financial statements and notes filed with the SEC for the year ended August 31, 2018.
The accompanying unaudited interim consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. The Company has earned limited revenue since inception and lacks any significant operational history. These matters, among others, raise substantial doubt about our ability to continue as a going concern.
While the Company is attempting to generate sufficient revenues, its cash position may not be significant enough to support daily operations. Management intends to raise additional funds by way of a public or private offering. Management believes that the actions presently being taken to further implement its business plan and generate revenues provide the opportunity for the Company to continue as a going concern. While the Company believes in the viability of its strategy to generate revenues and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan and generate sufficient revenues.
In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) (ASU 2014-09), which amends the existing accounting standards for revenue recognition. In August 2015, the FASB issued ASU No. 2015- 14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which delays the effective date of ASU 2014-09 by one year. The FASB also agreed to allow entities to choose to adopt the standard as of the original effective date. In March 2016, the FASB issued Accounting Standards Update No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) (ASU 2016-08) which clarifies the implementation guidance on principal versus agent considerations. The guidance includes indicators to assist an entity in determining whether it controls a specified good or service before it is transferred to the customers. The new standard further requires new disclosures about contracts with customers, including the significant judgments the registrant has made when applying the guidance. We adopted the new standard effective September 1, 2018 using the modified retrospective method.
Revenues are recognized when control of the promised goods or services is transferred to the customer in an amount that reflects the consideration the Company expects to be entitled to in exchange for transferring those goods or services.
Revenue is recognized based on the following five step model:
|●||Identification of the contract with a customer|
|●||Identification of the performance obligations in the contract|
|●||Determination of the transaction price|
|●||Allocation of the transaction price to the performance obligations in the contract|
|●||Recognition of revenue when, or as, the Company satisfies a performance obligation|
In October 2018 the Company entered into an agreement with Lending Club. The Company will earn a referral fee of $40 for each lead provided to Lending Club. Revenue is generally recognized at the time the “lead” information is turned over to our customer. Revenue is currently related to lead generation and as such no disclosure disaggregation of revenue is currently needed.
During the nine months ended May 31, 2019, 70% of the Company’s revenue was generated from one customer and an additional 23% was generated from another customer.
Costs to Obtain Customer Contracts
Sales commissions and related expenses are considered incremental and recoverable costs of acquiring customer contracts. These costs are capitalized and amortized on a straight-line basis over the anticipated period of benefit. We determined the period of benefit by taking into consideration the length of our customer contracts, our technology lifecycle, and other factors. Amortization expense is recorded in sales and marketing expense within our statement of operations. Historically we have not incurred incremental cost to acquire customer contracts.
NOTE 3 - RELATED PARTY TRANSACTIONS
Related party debt consists of the following as of May 31, 2019 and August 31, 2018, respectively:
|Nine Months Ended||Year Ended|
|May 31, 2019||August 31, 2018|
|1 note payable to related parties bearing interest at 4%|
Balance at beginning of year
|Balance at end of period||358,757||330,220|
|Less current portion||358,757||-|
|Due after one year||$||-||$||330,200|
In connection with the note, the Company has an accrued interest obligation as of May 31, 2019 and August 31, 2018, the outstanding principal balance was $40,305 and $27,105 respectively for the above note. The note is due September 1, 2019 and continues to accrue interest at 4%.
The Company utilizes approximately 1,800 square feet of office space in Brooklyn, NY. The space is owned by the President and is provided without charge to the Company. In addition, the company utilizes approximately 1,500 square feet of office space in Fort Lauderdale, Florida which is provided without charge to the Company by the President.
The following information specifies certain forward-looking statements of management of the Company. Forward-looking statements are statements that estimate the happening of future events are not based on historical fact. Forward-looking statements may be identified by the use of forward-looking terminology such as, “may,” “shall,” “could,” “expect,” “estimate,” “anticipate,” “predict,” “probable,” “possible,” “should,” “continue,” or similar terms, variations of those terms or the negative of those terms. The forward-looking statements specified in the following information have been complied by our management and considered by management to be reasonable. Our future operating results, however, are impossible to predict and no representation, guaranty, or warranty is to be inferred from those forward-looking statements.
The assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of future events and are subject to uncertainty as to possible changes in economic, legislative, industry and other circumstances. As a result, the identification and interpretation of data and other information and their use in developing and selecting assumptions from and among reasonable alternatives require the exercise of judgment. To the extent that the assumed events do not occur, the outcome may vary substantially from anticipated or projected results, and accordingly, no opinion is expressed on the achievability of these forward-looking statements. No assurance can be given that any of the assumptions relating to the forward-looking statements specified in the following information are accurate, and we assume no obligation to update any such forward-looking statements.
BorrowMoney.com, Inc. was incorporated in the state of Florida on January 27, 2000, originally known as Sports.com, Inc. Since its inception and up until May 4, 2015, the Company has undergone several name changes, the last being BorrowMoney.com, Inc. On May 4, 2015, the Company became BorrowMoney.com, Inc. Simultaneously, it completed a share exchange with all of the shareholders of BorrowMoney.com, Inc., a New York corporation where 100% of the issued and outstanding shares of the New York Corporation were exchanged for shares in the Florida Corporation which resulted in Borrowmoney.com, Inc., the New York Corporation becoming a wholly owned subsidiary of the Florida Corporation. Unless the context otherwise requires, all references to the “Company,” “we,” “our” “BorrowMoney” or “us” and other similar terms collectively means BorrowMoney.com, Inc.
BorrowMoney.com operates what we believe to be the leading online loan marketplace for consumers seeking loans and other credit-based offerings. The Company offer to borrowers “screened lenders” and ensure the lenders trustworthiness and legitimacy. The Company provides institutional lenders with innovative digital solutions by offering fintech technologically advanced gathered leads through an exclusive proprietary platform. Our online marketplace provides consumers with access to product offerings from our Network Lenders, including mortgage loans, home equity loans and lines of credit, reverse mortgage loans, auto loans, credit cards, deposit accounts, personal loans, student loans, small business loans and other related offerings. In addition, we offer tools and resources, including free credit scores, that facilitate comparison shopping for these loans, deposits and other credit-based offerings. We seek to match consumers with multiple lenders, who can provide them with competing quotes for the product they are seeking.
We also serve as a valued partner to lenders seeking an efficient, scalable and flexible source of customer acquisition with directly measurable benefits, by matching the consumer inquiries we generate with these lenders.
Our BorrowMoney.com platform offers a personalized loan comparison-shopping experience by providing free credit scores and credit score analysis. This platform enables us to observe consumers’ credit profiles and then identify and alert them to loan and other credit-based opportunities on our marketplace that may be more favorable than the loans they may have at a given point in time. This is designed to provide consumers with measurable savings opportunities over their lifetimes.
In addition to operating our core mortgage inquiry and Leads business, we are focused on growing our non-mortgage lending businesses and developing new product offerings and enhancements to improve the experiences that consumers and lenders have as they interact with us. By expanding our portfolio of loans and other product offerings, we are growing and diversifying our business and sources of revenue. We intend to capitalize on our expertise in performance marketing, product development and technology, and to leverage the widespread recognition of the BorrowMoney.com brand to affect this strategy.
We believe the consumer and small business financial services industry is in the early stages of a fundamental shift to online product offerings, similar to the shift that started in retail and travel many years ago and is now well established. We believe that like retail and travel, as consumers continue to move towards online shopping and transactions for financial services, suppliers will increasingly shift their product offerings and advertising budgets toward the online channel. We believe the strength of our brands and of our lender network place us in a strong position to continue to benefit from this market shift.
BorrowMoney.com, Inc.’s main objective is to provide a service for the internet mortgage and loan provider business. BorrowMoney.com, Inc.’s business model envisions providing current, qualified leads to local lending institutions who are currently members of the National Mortgage Listing Service. These leads will represent qualified borrowers in targeted zip code locations where the lender conducts business. Our internet platform offers a portal geared toward providing services to lending institutions who would be our customers. The key function of our platform is to provide qualified leads to local mortgage and lending professionals. The Company monetizes customer inquiries through the use of various advertising methods. The Company sells advertising space on its website and creates revenue through the sale of advertisement space, membership fees and lead packages.
We are an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012, or the JOBS Act. As such, we are eligible to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, or the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a non-binding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. If some investors find our securities less attractive as a result, there may be a less active trading market for our securities and the prices of our securities may be more volatile.
In addition, Section 107 of the JOBS Act also provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We intend to take advantage of the benefits of this extended transition period until we are no longer an “emerging growth company.”
We will remain an emerging growth company until the earlier of (1) the last day of the fiscal year (a) following the fifth anniversary of the completion of an offering completed on May, 2017, (b) in which we have total annual gross revenue of at least $1.0 billion, or (c) in which we are deemed to be a large accelerated filer, which means the market value of our common stock that is held by non-affiliates exceeds $700 million as of the prior June 30th, and (2) the date on which we have issued more than $1.0 billion in non-convertible debt during the prior three-year period.
Limited Operating History
We have not previously demonstrated that we will be able to expand our business through an increased investment in our product line and/or marketing efforts. We cannot guarantee that the expansion efforts described in this report will be successful. Our business is subject to risks inherent in growing an enterprise, including limited capital resources and possible rejection of our products and/or sales methods.
Plan of Operations
During the next 12 months, we expect to take the following steps in connection with the further growth of our business in the implementation of a plan of operations:
We are presently operational with respect to our technology and are ready to obtain agreements with lenders for geographic areas and ZIP Codes. We expect to spend the next 12 months obtaining agreements with lenders, maintaining our Internet-based platform, and begin generating revenues for our marketplace services. Over the next 12 months, our growth is designed to attract a modest level of business aimed at reaching a breakeven point and create consumer and lender awareness of the Company as a reliable and credible Internet-based loan marketplace. The budget for the next 12 months is estimated to be $93,990, which intends to be borrowed from our founding principal and President, Aldo Piscitello. A breakdown of the estimated cost for our next 12 months of operation are as follows:
|AMAZON (AWS) WEB HOSTING SERVICE, AND MAINTENANCE||7,000|
|4 EMPLOYEES BASIC EXPENSE COMMISSION BASE ON 1099||20,000|
|AOL BACK UP EMAIL SERVICE||120|
|E-WIZ SOLUTION, INC, IT UPDATE MAINTENANCE AND SERVICE||10,000|
|GODADDY, DOMAIN NAMES HOSTING. SERVICE. AND MAINTENANCE||2,500|
|GOOGLE EMAIL SERVICE||550|
|LIVE CHAT INC, WEB SITE SERVICE||250|
|NETFLIX .COM, DOWNLOAD SERVICE||100|
|PERSOLVENT INC, CREDIT CARDS MAINTENANCE SERVICE||220|
|PUBLIC STORAGE, RENT FOR COMPUTERS AND OFFICE SUPPLY||1,100|
|QUICK BOOKS ONLINE ACCOUNTING SERVICE||550|
|OFFICE SPACE RENT||15,000|
|THE FINANCIAL SERVICE, RATES UPDATE SERVICE||600|
|VSTOCK TRANSFER LLC||1,200|
Revenues are expected to be minimal as the volume of lender agreements during this initial stage of operation is expected to be low. We expect to operate at a loss during our initial growth/operating period. No salary is planned to be paid to the President, Directors, or other executive officers until the Company has completed 12 months of operations. Only our contract part time employees will be compensated. We currently have no part time employees.
Contingent upon the successful completion of our next 12 months of operation, we plan to aggressively expand our operation and business. Our expansion would be accompanied by an increase in the number of employees to obtain lender agreements for ever-expanding geographic areas.
Sources of Revenue
BorrowMoney.com will generally be compensated from fees paid by its members and fees paid for supplying “leads” to participating lenders and other financial institutions. However, as of the current date the Company has generated minimal revenues but is in the final development stage in anticipation of launching its web site gradually in selected markets.
Channels of Distribution; Marketing Costs
BorrowMoney.com markets and offers services directly to customers through its branded website allowing customers to transact directly with BorrowMoney.com in a convenient manner. The Company has made, and expects to continue to make, substantial investments in online and offline advertising to build its brands and drive traffic to its businesses. The cost of acquiring new customers through online and offline third-party distribution channels has increased, particularly in the case of online channels as internet commerce continues to grow and competition in the housing market increases. BorrowMoney.com expects sales and marketing expense as a percentage of revenue to continue to increase.
Results of Operations
Three Months ended May 31, 2019 as compared to May 31, 2018
The Company had $5,764 and $0 of revenue for the three-month periods ended May 31, 2019 and 2018. We consider web service support costs provided by third parties as costs related to revenue. Such costs were $2,255 for the three-month period ended May 31, 2019 compared to $1,552 for the three months ended May 31, 2018. Due to the fixed nature of these ongoing costs the company expects to continue to incur the costs regardless of recognizing revenue.
Operating expenses for the three month period ended May 31, 2019 were $9,918 compared to $16,646 for the three-month period ending May 31, 2018.
Nine Months ended May 31, 2019 as compared to May 31, 2018
The Company had $30,937 and $0 of revenue for the nine-month periods ended May 31, 2019 and 2018. We consider web service support costs provided by third parties as costs related to revenue. Such costs were $5,965 for the nine-month period ended May 31, 2019 compared to $6,502 for the nine months ended May 31, 2018. Due to the fixed nature of these ongoing costs the company expects to continue to incur the costs regardless of recognizing revenue.
Operating expenses for the nine month period ended May 31, 2019 were $56,602 compared to $85,327 for the nine-month period ending May 31, 2018.
Financial Position, Liquidity and Capital Resource
As of May 31, 2019, all cash loaned by the Company to pay its operating and development expenses has been furnished by its founder and President, Aldo Piscitello. With this cash infusion, the Company has incurred no outstanding long-term obligations, other than the debt owed to Mr. Piscitello. Additionally, the Company anticipates offering shares of the company through a private offering of its securities to supplement its capital requirements. For the nine months ended May 31, 2019 the company used $20,251 in operating activities and the Company was funded by related party loans of $73,537 offset by repayments of $45,000. The cash balance at May 31, 2019 was $13,418. All advances by Mr. Piscitello accrue interest at 4% and are due September 1, 2019. At May 31, 2019 we have a working capital deficiency of $389,657. Interest expense of $13,200 and $8,641 for the nine- month period ended May 31, 2019 and 2018 was the result of accruals related to Mr. Piscitello’s advances.
Critical Accounting Policies
Our critical accounting policies, including the assumptions and judgments underlying them, are disclosed in the Notes to the Consolidated Financial Statements. We have consistently applied these policies in all material respects. We do not believe that our operations to date have involved uncertainty of accounting treatment, subjective judgment, or estimates, to any significant degree.
The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Because we have suffered recurring losses from operations and negative operating cash flows, there is substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent on Management’s plans, which include potential asset acquisitions, mergers, or business combinations with other entities, further implementation of its business plan and continuing to raise funds through debt or equity raises. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
As a smaller reporting company, as defined by Rule 229.10(f) (1) of Regulation S-K, we are not required to provide the information required by this Item. We have chosen to disclose, however, that we have not engaged in any transactions, issued or bought any financial instruments or entered into any contracts that are required to be disclosed in response to this item.
Evaluation of Disclosure Controls and Procedure.
As of the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of Aldo Piscitello, who is the Company’s Principal Executive Officer/Principal Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures. The Company’s disclosure controls and procedures are designed to provide a reasonable level of assurance of achieving the Company’s disclosure control objectives. The Company’s Principal Executive Officer/Principal Financial Officer has concluded that the Company’s disclosure controls and procedures are, in fact, not effective.
Changes in Internal Controls over Financial Reporting
In connection with the evaluation of the Company’s internal controls during the period, Aldo Piscitello, who is both the Company’s Principal Executive Officer and Principal Financial Officer has determined that there were no changes to the Company’s internal controls over financial reporting that have been materially affected, or is reasonably likely to materially effect, the Company’s internal controls over financial reporting.
The Company is currently not a party to any pending legal proceedings and no such action by or to the best of its knowledge, against the Company, has been threatened.
Not applicable for smaller reporting company.
|31.1||Certification of Chief Executive Officer|
|31.2||Certification of Chief Financial Officer|
|32.1||Certification of Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act of 2002|
|32.2||Certification of Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act of 2002|
In accordance with the requirements of the Exchange Act, the Company caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|a Florida corporation|
|Dated: July 8, 2019||By:||/s/ Aldo Piscitello|
|President, Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, Secretary, Treasurer, and Chairman of Board of Directors|