Crona Corp. [CCCP] Filings

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

For the quarterly period ended September 30, 2023

For the transition period from ___________ to ___________

Commission File No. 333-216180

304 South Jones Blvd. #7356

Las Vegas, Nevada 89107

Tel: (888)998-1888

 (Address and telephone number of principal executive offices)

Securities registered under Section 12(b) of the Exchange Act:

Securities registered under Section 12(g) of the Exchange Act:

None

Indicate by check mark whether the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐   No ☒

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 ☒

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 shorter period that the registrant as required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).  Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

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 7(a)(2)(B) of the Securities Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act) Yes ☐ No ☒

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 6,087,500 common shares issued and outstanding as of January 16, 2024.

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

The accompanying interim financial statements of Crona Corp. (“the Company”, “we”, “us” or “our”), have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with United States generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations.

The interim financial statements should be read in conjunction with the Company’s latest annual financial statements.

In the opinion of management, the financial statements contain all material adjustments, consisting only of normal adjustments considered necessary to present fairly the financial condition, results of operations, and cash flows of the Company for the interim periods presented.

Crona Corp.

BALANCE SHEETS

September 30, 2023 (unaudited) and December 31, 2022

CRONA CORP.

STATEMENTS OF OPERATIONS

Three and nine months ended September 30, 2023 and 2022 (UNAUDITED)

Crona Corp.

STATEMENTS OF STOCKHOLDERS’ DEFICIT

Three and nine months ended September 30, 2023 and 2022 (UNAUDITED)

Crona Corp.

STATEMENTS OF CASH FLOWS

Nine months ended September 30, 2023 and 2022 (UNAUDITED)

Crona Corp.

NOTES TO THE FINANCIAL STATEMENTS

September 30, 2023

ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward looking statement notice

Statements made in this Form 10-Q that are not historical or current facts are “forward-looking statements” made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the “Act”) and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified by the use of terms such as “may,” “will,” “expect,” “believe,” “anticipate,” “estimate,” “approximate” or “continue,” or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward- looking statements, which speak only as of the date made. Any forward-looking statements represent management’s best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.

Financial information contained in this quarterly report and in our unaudited interim financial statements is stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles.

DESCRIPTION OF BUSINESS

Brief description of Crona Corp.

The Company was incorporated on October 6, 2016 under the laws of the State of Nevada.

On December 29, 2022, Andrei Gurduiala, former President of Crona Corp. (the “Company”) closed a Share Purchase Agreement (the “Agreement”) that he entered with Chris Brown to sell all his 5,000,000 common shares of the Company to Chris Brown for cash consideration of $500,000.

On December 29, 2022 a change in control of the Company occurred pursuant to the Agreement. Mr. Brown now has voting control over 82.1% of the Company’s issued and outstanding common stock.

On December 29, 2022, the Company received the resignation of Andrei Gurduiala as the Company’s President, Chief Executive Officer, Treasurer, Chief Financial Officer, Secretary and Director. Also on December 29, 2022, the Company appointed Chris Brown as its President, Chief Executive Officer, Treasurer, Chief Financial Officer and Secretary.

Effective December 29, 2022, the Company’s new address is 422 Richards Street, Unit 170 Vancouver, BC V6B 2Z4.

On February 3, 2023 the Company filed Articles of Continuance with the Secretary of State for the state of Wyoming. Accordingly, the Company transferred its state of formation from Nevada to Wyoming and became a Wyoming entity. In conjunction with this change of domicile, the Company increased the number of common shares that it is authorized to issue to 1,000,000,000 shares, par value $0.00001 per share.

On February 7, 2023 the Company filed a Certificate of Dissolution with the Secretary of State for the State of Nevada, effectively dissolving the Company’s existence in Nevada. The effective date for the Nevada dissolution is March 17, 2023.

On February 7, 2023, the Company increased the number of directors on its Board of Directors from 1 to 3. On February 7, 2023 the Company appointed Lucille Zdunich and Robert Brown as Directors of the Company.

On May 11, 2023 the Company authorized “Class B Preferred Stock,” and the number of shares constituting such Class shall be 10,000,000 (the “Class B Preferred Stock”).

On June 22, 2023, a shareholder holding majority voting power of the shares of the Company, by written consent, voted to elect Demetrios Malamas to the Company’s board of Directors.

On June 22, 2023, the Company received the resignation of Chris Brown as the Company’s President, Chief Executive Officer, Treasurer, Chief Financial Officer, Secretary and Director and the resignation of Robert Brown as Director.  The Company’s Board of Directors now has two members.

Also on June 22, 2023, the Company appointed Demetrios Malamas as its President, Chief Executive Officer, Treasurer, Chief Financial Officer and Secretary.

On June 28, 2023, the Company canceled the forward split (Effective as of March 6, 2023 (the “Effective Date”), all issued and outstanding shares of common stock of the Corporation automatically shall be increased at a rate of five-for-one (the “Forward Split”)) and filed a name change with the State of Wyoming to American Caskets Company.

On July 20, 2023 the State of Wyoming filed and stamped the amendments.

General description of our activity

On June 22, 2023, the Company appointed Demetrios Malamas as its President, Chief Executive Officer, Treasurer, Chief Financial Officer and Secretary. As a result of the management change, the Company is moving out of the antimicrobial surface protection services business and into the memorialization industry, serving our customers in cemetery and funeral industries.

We have not generated revenue to date and intend to generate revenue from our products sales to customers. Our mission is to ensure families are supported during the most difficult time of their lives. We aim to help families move forward from grief to remembrance. We are proud to provide products and solutions to meet the needs of every family.

We provide a variety of funeral products including funeral caskets. Funeral caskets come in a wide array of models and are made of several different materials. Metal funeral caskets come in Copper, Stainless Steel, 18 Gauge metal and 20-gauge metal. They come with a variety of popular interiors including velvet, crepe and satin among other fabrics. As for the wooden caskets, they also come in a variety of woods including, but not limited to; Pine, Mahogany, Oak, Cherry, Pecan, Maple, Poplar and Cedar. All of these caskets come with a variety of finishes, a variety of handles (swing bars or stationery, a variety of decorative corners, repositioning beds).

Our customers for caskets are funeral homes, funeral suppliers, and casket distributors in the US market. By importing from China, the Company is following a well-worn outsourcing playbook that’s upended markets for American-made goods from electronics to bedroom furniture. Our relationship with several factories in China allows us to have priority manufacturing.  In addition, our relationship with shippers allows us to have priority shipping at some of the best rates available. We will import 40-foot containers holding 64 caskets apiece and sells them to funeral homes and regional distributors for a fraction of the price. We will be attending industry Trade Shows at the National as well as the State level to increase company visibility and market presence and work to increase market share as well as to stay in contact with our Funeral Home families and customers. In addition, our marketing will include advertising in Funeral industry magazines and journals.

RESEARCH AND DEVELOPMENT EXPENDITURES

We have not incurred any research expenditures since our incorporation.

BANKRUPTCY OR SIMILAR PROCEEDINGS

There has been no bankruptcy, receivership or similar proceeding.

COMPLIANCE WITH GOVERNMENT REGULATION

We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to the services provided in any facility in any jurisdiction which we would conduct activities.

FACILITIES

Our previously leased office is located at 422 Richards Street, Unit 170, Vancouver, BC V6B 2Z4. Our current office, effective as of June 22, 2023 is 304 South Jones Blvd. #7356, Las Vegas, Nevada 89107.  Our telephone number is

(888) 998-1888.

EMPLOYEES AND EMPLOYMENT AGREEMENTS

We have no employees as of the date of this prospectus. Our sole officer and director, Chris Brown currently devotes approximately 20 hours per week to company matters. After receiving funding, Chris Brown plans to devote as much time to the operation of the Company as he determines is necessary for him to manage the affairs of the Company. As our business and operations increase, we will assess the need for full time management and administrative support personnel.

LEGAL PROCEEDINGS

There are no pending legal proceedings to which the Company is a party or in which any director, officer or affiliate of the Company, any owner of record or beneficially of more than 5% of any class of voting securities of the Company, or security holder is a party adverse to the Company or has a material interest adverse to the Company.

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This section includes a number of forward-looking statements that reflect our current views regarding the future events and financial performance of Crona Corp.

We qualify as an “emerging growth company” under the JOBS Act. As a result, we are permitted to, and intend to, rely on exemptions from certain disclosure requirements. For so long as we are an emerging growth company, we will not be required to:

Have an auditor report on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;

Comply with any requirement that may be adopted by the Public Company Accounting Oversight Board regarding mandatory audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements (i.e., an auditor discussion and analysis) unless the SEC determines that the application of such additional requirements is necessary or appropriate in the public interest, after considering protection of investors, and whether the action will promote efficiency, competition and capital formation; Submit certain executive compensation on matters to shareholder advisory votes, such as “say-on-pay” and “say-on-frequency;”

Disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the CEO’s compensation to median employee compensation.

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 have elected to take advantage of the benefits of this extended transition period. Our financial statements may therefore not be comparable to those of companies that comply with such new or revised accounting standards.

RESULTS OF OPERATION

Results of Operations for the three and nine months ended September 30, 2023 and 2022:

Revenue for three and nine months ended September 30, 2023 and 2022

For the three months ended September 30, 2023 and 2022, Crona Corp. had not generated any revenue.

For the nine months ended September 30, 2023 and 2022, Crona Corp. had not generated any revenue.

Operating expenses for the three months ended September 30, 2023 and 2022

Total operating expenses for the three months ended September 30, 2023 were $15,182. The operating expenses for the three months ended September 30, 2023 includes amortization on convertible promissory note $4,285, depreciation and amortization expense of $7,949, general and administrative expenses of $1,948, and professional fees of $1,000.

Total operating expenses for the three months ended September 30, 2022 were $2,609. The operating expenses for the three months ended September 30, 2022 includes professional fees of $2,442 and depreciation expense of $167.

Operating expenses for the nine months ended September 30, 2023 and 2022

Total operating expenses for the nine months ended September 30, 2023 were $156,734. The operating expenses for the nine months ended September 30, 2023 includes amortization on convertible promissory note $10,852, depreciation and amortization expense of $23,848, general and administrative expenses of $12,682, and professional fees of $109,352.

Total operating expenses for the nine months ended September 30, 2022 were $26,348. The operating expenses for the nine months ended September 30, 2022 included general and administrative expenses of $2,226, professional fees of $23,622 and depreciation expense of $500.

The increase in operating expenses during the nine months ended September 30, 2023 is due to an increase in activity. The Company made an asset acquisition on December 29, 2022, which resulted in amortization and depreciation expenses incurred (due to the acquisition of equipment and intangibles) during the nine months ended September 30, 2023, that was not incurred when compared to the nine months ended September 30, 2022. The Company had consulting services during the nine months ended September 30, 2023 related to business services and expansion. This has resulted in an increase in professional fees for the nine months ended September 30, 2023 compared to the professional fees for the nine months ended September 30, 2022.

Net Loss

The net loss for the nine months ended September 30, 2023 and 2022 was $166,922 and $26,348 respectively.

The net loss increased for the nine months ended September 30, 2023 compared to the nine months ended September 30, 2022, because there were increased consulting services, amortization and depreciation expenses when compared to the nine months ended September 30, 2022.

Liquidity and Capital Resources

As of September 30, 2023, our total assets were $77,169.

As of September 30, 2023, our total liabilities were $243,088.

As of September 30, 2023, we had a working capital deficit of $142,071.

CASH FLOWS FROM OPERATING ACTIVITIES

We have not generated positive cash flows from operating activities. For the nine months ended September, 2023 net cash used in operating activities was $119,236, which consisted of a net loss of $166,922, depreciation and amortization expense of $23,848, amortization of discount on promissory note of $10,852, share based compensation of $500, interest payable of $10,188, prepaid of $1,499, accrued expense of $(500) and accounts payable of $1,299.

CASH FLOWS FROM INVESTING ACTIVITIES

For the nine months ended September 30, 2023, we generated $0 in investing activities.

CASH FLOWS FROM FINANCING ACTIVITIES

For the nine months ended September 30, 2023, net cash flows provided by financing activities was $119,429 which was due to the issuance of a convertible promissory note of $116,000, and net related party advances of $3,429.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

None

ITEM 4. CONTROLS AND PROCEDURES

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of September 30, 2023. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

Changes in Internal Controls over Financial Reporting

There was no change in the Company’s internal control over financial reporting during the quarterly period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are not involved in any pending legal proceeding nor are we aware of any pending or threatened litigation against us.

ITEM 1A. RISK FACTORS

None.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS

None

ITEM 5. OTHER INFORMATION

None

ITEM 6. EXHIBITS

The following exhibits are included as part of this report by reference:

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.