|8-K||2019-08-16||Sale of Shares|
|8-K||2019-04-08||M&A, Sale of Shares, Shell Status, Exhibits|
|8-K||2019-02-19||Amend Bylaw, Exhibits|
|PFTI||Puradyn Filter Technologies||0|
|UHSI||Universal Hospital Services||0|
|LAKF||Lake Forest Minerals||0|
|Part I Financial Information|
|Item 1 - Unaudited Financial Statements|
|Note 1. Summary of Significant Accounting Policies|
|Note 2. Net Loss per Common Share|
|Note 3. Convertible Notes Payable and Notes Payable|
|Note 4. Subsequent Events|
|Item 2. Management's Discussion and Analysis of Financial Conditions and Results of Operations.|
|Item 6. Exhibits.|
|Balance Sheet||Income Statement||Cash Flow|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended April 30, 2019
☐ 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 000-50693
Cyber Apps World Inc.
(Name of Registrant as Specified in Its Charter)
|(State or Other Jurisdiction of |
Incorporation or Organization)
420 N. Nellis Blvd., Suite A3-146, Las Vegas, Nevada
|(Address of Principal Executive Offices)||(Zip Code)|
(Issuer’s Telephone Number, Including Area Code)
Securities registered under Section 12(b) of the Exchange Act:
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, Par value $0.001 per share
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☒ No
Indicate by checkmark if the registrant is not required to file reports to Section 13 or 15(d) Of the Act. ☐ Yes ☒ No
Indicate by check mark whether the issuer: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 ☒ No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the 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 ☐|
|Non-accelerated filer ☐||Smaller reporting company ☒|
|Emerging growth company ☐|
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
On April 30, 2019, there were 32,603,032 shares of common stock outstanding.
Table of Contents
|PART I. FINANCIAL INFORMATION||1|
|ITEM 1 - Unaudited Financial Statements||2|
|Balance Sheets as of April 30, 2019 and July 31, 2018 (Unaudited)||2|
|Statements of Operations for the Three Months and Nine months Ended April 30, 2019 and 2018 (Unaudited)||3|
|Statements of Cash Flows for the Nine Months Ended April 30, 2019 and 2018 (Unaudited)||4|
|Notes to Unaudited Financial Statements||5|
|ITEM 2 - Management’s Discussion and Analysis of Financial Condition and Results of Operations||7|
|ITEM 3 - Quantitative and Qualitative Disclosures About Market Risk|
|ITEM 4 - Controls and Procedures|
|PART II. OTHER INFORMATION||9|
|ITEM 6 - Exhibits||9|
Certain information and footnote disclosures required under accounting principles generally accepted in the United States of America have been condensed or omitted from the following financial statements pursuant to the rules and regulations of the Securities and Exchange Commission. It is suggested that the following financial statements be read in conjunction with the year-end financial statements and notes thereto included in the Company’s Annual Report on Form 10K for the year ended July 31, 2018. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.
The results of operations for the three months ended April 30, 2019 and 2018 are not necessarily indicative of the results for the entire fiscal year or for any other period.
Cyber Apps World, Inc.
|Total current assets||24,016||6,702|
|Property & Equipment, net|
|Liabilities and Stockholders’ Deficiency|
|Accounts payable and accrued expenses||122,671||100,550|
|Convertible Note Payable||-||29,767|
|Total Current Liabilities||222,671||231,765|
|Commitments and contingencies||-||-|
|Preferred stock, $.001 par value, 10,000,000 shares authorized, 0 issued and outstanding||-||-|
|Common stock, $.001 par value, 250,000,000 shares authorized as of April 30, 2019;|
32,600,468 issued and outstanding at April 30, 2019 and
24,319,935 issued and outstanding at October 31st 2018, respectively.
|Additional paid-in capital||9,742,742||8,347,542|
|Stockholders’ equity (deficiency)||1,151,344||(225,064||)|
|Total liabilities and stockholders’ equity||1,374,016||6,702|
The accompanying notes are an integral part of these condensed financial statements.
Cyber Apps World, Inc.
|For the Three Months Ended|
|For the Nine Months Ended|
|General and administrative||5,998||870||35,429||1,164|
|Research & Development||-||-||-||-|
|Total operating expenses||5,998||870||35,429||1,164|
|Income / (Loss) from operations||(5,998||)||(870||)||(35,429||)||(1,164||)|
|Other (expenses)/ income||-||-||-||-|
|Net Income / (Loss) before provision for income taxes||$||(5,998||)||$||(870||)||(35,429||)||(1,164||)|
|Provision for (benefit from) income taxes||-||-||-||-|
|Net Income / (Loss)||$||(5,998||)||$||(870||)||(35,429||)||(1,164||)|
|Net Income per common share- basic and diluted||$||-||$||-||-||-|
|Weighted average number of common shares outstanding- basic and diluted||26,819,935||24,319,935||26,819,935||24,319,935|
The accompanying notes are an integral part of these consolidated financial statements
Cyber Apps World, Inc.
|Nine Months Ended|
|CASH FLOWS FROM OPERATING ACTIVITIES:|
|Net Income / (loss)||(35,429||)||(1,164||)|
|Adjustments to reconcile net loss to net cash utilized in operating activities|
|Change in Deposit||(23,547||)||(469||)|
|Change in accounts payable and accrued expenses||21,135||(24,400||)|
|Change in other receivable||-||-|
|Net cash used in operating activities||(37,840||)||(26,033||)|
|CASH FLOWS FROM INVESTING ACTIVITIES:|
|Net cash used in investing activities||(1,350,000||)||-|
|CASH FLOWS FROM FINANCING ACTIVITIES:|
|Due to Front line||(77,593||)||26,033|
|Additional Paid in Capital||1,395,200|
|Net cash provided by financing activities||1,387,840||26,033|
|CHANGE IN CASH AND CASH EQUIVALENTS:|
|Net decrease in cash and cash equivalents||-||-|
|Cash and cash equivalents at beginning of year||-||-|
|Cash and cash equivalents at end of Period||$||-||$||-|
|NON-CASH SUPPLEMENTARY DISCLOSURES:|
|Cash paid for interest||$||-||$||-|
|Cash paid for income taxes||$||-||$||-|
As of and for the Nine Months Ended April 30, 2019
Note 1. Summary of Significant Accounting Policies
Condensed Interim Financial Statements – The accompanying unaudited condensed financial statements include the accounts of Cyber Apps World Inc. (the “Company”). These financial statements are condensed and, therefore, do not include all disclosures normally required by accounting principles generally accepted in the United States of America. Therefore, these statements should be read in conjunction with the most recent annual financial statements of Cyber Apps World for the year ended July 31, 2018 included in the Company’s Form 10-K filed with the Securities and Exchange Commission. In particular, the Company’s significant accounting principles were presented as Note 2 to the Financial Statements in that report. In the opinion of management, all adjustments necessary for a fair presentation have been included in the accompanying condensed financial statements and consist of only normal recurring adjustments. The results of operations presented in the accompanying condensed financial statements are not necessarily indicative of the results that may be expected for the full year ending July 31, 2019.
The Company’s financial statements for the period ended April 30, 2019, have been prepared on a going concern basis which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business. The Company did not have any revenue in and as of April 30, 2019. Management recognized that the Company’s continued existence is dependent upon its ability to obtain needed working capital through additional equity and/or debt financing and revenue to cover expenses as the Company continues to incur losses.
Since its incorporation, the Company financed its operations almost exclusively through advances from its controlling shareholders. Management’s plans are to finance operations through the sale of equity or other investments for the foreseeable future, as the Company does not receive significant revenue from its new business operations. There is no guarantee that the Company will be successful in arranging financing on acceptable terms.
The Company’s ability to raise additional capital is affected by trends and uncertainties beyond its control. The Company does not currently have any arrangements for financing and it may not be able to find such financing if required. Obtaining additional financing would be subject to a number of factors, including investor sentiment. Market factors may make the timing, amount, terms or conditions of additional financing unavailable to it. These uncertainties raise substantial doubt about the ability of the Company to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of these uncertainties.
The Company’s significant accounting policies are summarized in Note 1 of the Company’s Annual Report on Form 10-K for the year ended July 31, 2018. There were no significant changes to these accounting policies during the Nine months ended April 30, 2019 and the Company does not expect that the adoption of other recent accounting pronouncements will have a material impact on its financial statements
Note 2. Net Loss Per Common Share
Loss per share is computed based on the weighted average number of shares outstanding during the year. Diluted loss per common share is computed by dividing net loss by the weighted average number of common shares and potential common shares during the specified periods. The Company has no outstanding options, warrants or other convertible instruments that could affect the calculated number of shares. We incurred a net loss of $2,034 during the year ended July 31, 2018, and a loss of $35,429 for period ended April 30, 2019.
Note 3. Convertible Notes Payable and Notes Payable
At year end July 31, 2018, the Company had a balance of convertible notes of $77,593 which is convertible into common stock at approx. $0.02 per share. As of January 31, 2019 the convertible note has been repaid.
As of April 30, 2019, the Company has one Promissory Note payable in the amount of $100,000, which is due and payable within 30 days of demand and bear’s 10% interest per annum.
Note 4. Subsequent Events
Forward Looking Statements
This quarterly report contains forward-looking statements that involve risks and uncertainties. We use words such as anticipate, believe, plan, expect, future, intend and similar expressions to identify such forward-looking statements. You should not place too much reliance on these forward-looking statements. Our actual results are likely to differ materially from those anticipated in these forward-looking statements for many reasons, including the risks faced by us described in this section.
We were incorporated on July 15, 2002 under the laws of the State of Nevada. On April 5, 2011, we merged with our wholly owned subsidiary, Sky Power Solutions Corp., and in the merger the name of the Company was changed to Sky Power Solutions Corp. December 24, 2012 Sky Power Solutions merged with our wholly owned subsidiary, Clean Enviro Tech Corp., and in the merger changed the name of the Company to Clean Enviro Tech Corp. On April 9, 2015 the Company merged with our wholly owned subsidiary Cyber Apps World Inc. and in the merger changed the name of the Company to Cyber Apps World Inc. (CYAP)
On August 17, 2007, our Board of Directors approved the change in our fiscal year from the calendar year to a fiscal year ending on July 31.
On July 27, 2012, Mehboob Charania resigned as President and as a member of the board of directors; and Liudmila Voinarovska was appointed as President and became the CEO and sole director.
On December 19, 2012, our Board of Directors authorized the merger with our wholly-owned subsidiary, Clean Enviro Tech Corp. and also approved the filing with the Secretary of State of Nevada a Certificate of Change that effected a 1:50 reverse split in our outstanding common stock and a reduction of our authorized common stock in the same 1:50 ratio, from 500,000,000 shares to 10,000,000 shares. In the merger the name of our company was changed from Sky Power Solutions Corp. to Clean Enviro Tech Corp. The change of the Company’s name to Clean Enviro Tech Corp. and the 1:50 reverse split with the concurrent reduction of our authorized common stock in the same ratio were approved by FINRA and effective for trading purposes on January 19, 2013.
On April 9, 2016, our Board of Directors authorized the merger with our wholly owned subsidiary Cyber Apps World. In the merger the name of the Company was changed to Cyber Apps World Inc.
Effective February 19, 2019 the Company filed a 1:45 reverse split with FINRA which reduced issued common stock to 1,098,221 and authorized common stock to 1,111,111 then effective April 8, 2019 the authorized common stock approved by FINRA was increased to 250,000,000.
Cyber Apps World redirected the Company focus and intended to develop and acquire a worldwide e-commerce internet platform in which revenues would be based on the purchase and sale of products and services by way of mobile/computer applications online.
Results of Operations for the Nine months Ended April 30, 2019 and 2018
As of April 30, 2019 and 2018, we had cash on hand of $0 and $0 respectively. During the period ended April 30, 2019 and 2018 we incurred a net loss of $35,429 and $1,164 respectively. On April 30, 2019 and 2018, we had a working capital deficiency of $98,656 and $93,848 respectively and a stockholders’ equity of $1,151,344 and a deficit of $225,064 respectively.
We had 32,600,443 shares of common stock issued and outstanding as of April 30, 2019. Our common stock is quoted on the OTCQB of the OTC Markets Group.
Plan of Operations
An agreement was signed on April 8, 2019 with Real-Time Save Online to acquire the full commercial version of the website which is a price comparison site. We plan to change the name to RTSave.com and expect to launch by July 31, 2019.
We do not have sufficient revenues to sustain our operations.
We have no revenues from operations. All funding is from a third party. As of April 30, 2019 and 2018 respectively, we had cash on hand of $0 and $0. For the period ended April 30, 2019 and 2018 respectively, we have reported a net loss of $35,429 and $1,164; a working capital deficiency of $98,656 and $93,848; and a stockholders’ equity of $1,151,344 and a deficit of $225,064 respectively.
We expect that we will continue to incur operating losses until our apps have proven themselves in the marketplace. If the apps are not successful, and if sales are not actualized in the near future it will adversely affect the company. Failure to achieve or maintain profitability may materially and adversely affect the future value of our common stock.
If we do not obtain additional financing, our business will fail.
The Company currently has no operating funds, all funding is from a third party. If funding from shareholders, third parties or financing is not obtained we will not be able to launch the apps, and nor will we be able to complete our business plan. We do not currently have any arrangements for financing and we may not be able to find such financing if required. Market factors may make the timing, amount, terms or conditions of additional financing unavailable to us.
We have been the subject of a going concern opinion from our independent auditors, which means that we may not be able to continue operations unless we obtain additional funding.
Our independent auditors have added an explanatory paragraph to their audit opinions, issued in connection with our financial statements, which states that our ability to continue as a going concern is uncertain.
|31||Certification of Chief Executive Officer and Principal Financial Officer Pursuant to Section 302 of the Sarbanes- Oxley Act of 2002, filed herewith.|
|32||Certification of Chief Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith.|
Copies of the following documents are included as exhibits to this report pursuant to Item 601 of Regulation S-K.
|SEC Ref. No.||Title of Document|
|101. INS||XBRL Instance Document|
|101. SCH||XBRL Taxonomy Extension Schema Document|
|101. CAL||XBRL Taxonomy Calculation Linkbase Document|
|101. DEF||XBRL Taxonomy Extension Definition Linkbase Document|
|101. LAB||XBRL Taxonomy Label Linkbase Document|
|101. PRE||XBRL Taxonomy Presentation Linkbase Document|
The XBRL related information in Exhibits 101 to this Annual Report on Form 10-K shall not be deemed “filed” or a part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, and is not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of those sections.
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|Cyber Apps World Inc.|
|By:||/s/ Liudmilla Voinarovska|
|Chief Executive Officer and Principal Financial Officer|
|Date: May 6, 2019|
In accordance with the Securities Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
|By:||/s/ Liudmilla Voinarovska|
|(President, Chief Executive Officer and Director)|
|Date: May 6, 2019|