Company Quick10K Filing
HK Ebus
Price0.30 EPS-0
Shares1 P/E-9
MCap0 P/FCF207
Net Debt-0 EBIT-0
TEV0 TEV/EBIT-9
TTM 2018-11-30, in MM, except price, ratios
10-Q 2018-11-30 Filed 2019-02-05
10-Q 2018-08-31 Filed 2018-10-15
10-K 2018-05-31 Filed 2018-09-14
10-Q 2018-02-28 Filed 2018-04-16
10-Q 2017-11-30 Filed 2018-01-16
10-Q 2017-08-31 Filed 2017-10-19
10-K 2017-05-31 Filed 2017-08-21
10-Q 2017-02-28 Filed 2017-04-14
10-Q 2016-11-30 Filed 2017-01-23
10-Q 2016-08-31 Filed 2016-10-14
10-K 2016-05-31 Filed 2016-09-13
10-Q 2016-02-29 Filed 2016-04-14
10-Q 2015-11-30 Filed 2016-01-14
10-Q 2015-08-31 Filed 2015-10-20
10-K 2015-05-31 Filed 2015-09-15
10-Q 2015-02-28 Filed 2015-04-17
10-Q 2014-11-30 Filed 2015-01-20
10-Q 2014-08-31 Filed 2014-10-15
10-K 2014-05-31 Filed 2014-09-15
10-Q 2014-02-28 Filed 2014-04-14
10-Q 2013-11-30 Filed 2014-01-14
10-Q 2013-08-31 Filed 2013-10-11
10-Q 2013-02-28 Filed 2013-04-15
10-Q 2012-11-30 Filed 2013-01-14
10-Q 2012-08-31 Filed 2012-10-12
10-K 2012-05-31 Filed 2012-09-13
10-Q 2012-02-29 Filed 2012-04-23
10-Q 2011-11-30 Filed 2012-01-17
10-Q 2011-08-31 Filed 2011-10-17
10-K 2011-05-31 Filed 2011-09-16
10-Q 2011-02-28 Filed 2011-04-06
10-Q 2010-11-30 Filed 2011-01-12
10-Q 2010-08-31 Filed 2010-10-13
10-K 2010-05-31 Filed 2010-08-27
10-Q 2010-02-28 Filed 2010-04-13
10-Q 2009-11-30 Filed 2010-01-14
8-K 2019-01-18
8-K 2018-07-26

HKEB 10Q Quarterly Report

Part I - Financial Information
Item 1. Financial Statements (Unaudited).
Note 1. Organization and Nature of Operations
Note 2. Basis of Presentation and Summary of Significant Accounting Policies
Note 3. Going Concern
Note 4. Related Party Transactions
Note 5. Common Stock
Note 6. Warrants
Note 7. Subsequent Events
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. Mine Safety Disclosures.
Item 5. Other Information.
Item 6. Exhibits.
EX-31.1 f10q113018_ex31z1.htm
EX-32.1 f10q113018_ex32z1.htm

HK Ebus Earnings 2018-11-30

Balance SheetIncome StatementCash Flow
28820-26795-82410-138025-193640-2492552013201520172019
Assets, Equity
-3148.0-6517.4-9886.8-13256.2-16625.6-19995.02011201320152018
Rev, G Profit, Net Income
4052519608-1309-22226-43143-640602013201520172019
Ops, Inv, Fin

10-Q 1 f10q113018_10q.htm FORM 10-Q QUARTERLY REPORT Form 10Q Quarterly Report

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended November 30, 2018

 

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: 000-52788

 

HK eBus Corporation

(Exact name of registrant as specified in its charter)

 

Nevada

 

26-2113613

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)

 

800 E. Colorado Blvd., Suite 888

 

 

Pasadena, CA

 

91101

(Address of principal executive offices)

 

(Zip Code)

 

626-683-7330

(Registrant’s telephone number, including area code)

 

N/A

(Former name, former address and former fiscal year, if changed since last report)

 

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 the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

[   ]

Accelerated filer

[   ]

Non-accelerated filer

[   ] (Do not check if a smaller reporting company)

Smaller reporting company

[X]

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No [   ]

 

As of February 5, 2019, there were 992,192 shares of the registrant’s common stock, par value $0.00001 per share, outstanding.


1


 

 

TABLE OF CONTENTS

 

 

PART I - FINANCIAL INFORMATION

PAGE

 

 

 

Item 1.

Financial Statements (Unaudited)

4

 

 

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

12

 

 

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

13

 

 

 

Item 4.

Controls and Procedures

14

 

 

 

 

PART II - OTHER INFORMATION

 

 

 

 

Item 1.

Legal Proceedings

15

 

 

 

Item 1A.

Risk Factors

15

 

 

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

15

 

 

 

Item 3.

Defaults Upon Senior Securities

15

 

 

 

Item 4.

Mine Safety Disclosures

15

 

 

 

Item 5.

Other Information

15

 

 

 

Item 6.

Exhibits

16

 

 

 

 

SIGNATURES

17

 


2


 

 

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

 

To the extent that the information presented in this Quarterly Report on Form 10-Q for the quarter ended November 30, 2018 discusses financial projections, information or expectations about our products or markets, or otherwise makes statements about future events, such statements are forward-looking. We are making these forward-looking statements in reliance on the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Although we believe that the expectations reflected in these forward-looking statements are based on reasonable assumptions, there are a number of risks and uncertainties that could cause actual results to differ materially from such forward-looking statements. These risks and uncertainties are described, among other places in this Quarterly Report, in “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

 

In addition, we disclaim any obligations to update any forward-looking statements to reflect events or circumstances after the date of this Quarterly Report. When considering such forward-looking statements, you should keep in mind the risks referenced above and the other cautionary statements in this Quarterly Report.


3


 

 

PART I-FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENTS (Unaudited).

 

The accompanying condensed unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States and the rules of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with the audited financial statements and notes thereto contained in our Form 10-K for the fiscal year ended May 31, 2018 filed with the SEC on September 14, 2018. All numbers provided in the condensed consolidated unaudited financial statements are stated in United States Dollars. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the periods presented have been reflected herein. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year.

 

 

TABLE OF CONTENTS

 

 

PAGE

Condensed Balance Sheets as of November 30, 2018 (unaudited) and May 31, 2018 (audited)

5

 

 

Condensed Statements of Operations for the three- and six-month periods ended November 30, 2018 and November 30, 2017 (unaudited)

6

 

 

Condensed Statements of Cash Flows for the six-month periods ended November 30, 2018 and November 30, 2017 (unaudited)

7

 

 

Notes to the Condensed Financial Statements (unaudited)

8

 


4


 

 

HK eBus Corporation

CONDENSED BALANCE SHEET

(Unaudited)

 

 

 

November 30,

 

 

May 31,

 

 

2018

 

 

2018

 

 

(unaudited)

 

 

(audited)

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

Cash

$

 

7,100

 

$

 

6,700

Total assets (all current)

$

 

7,100

 

$

 

6,700

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

Accounts payable

$

 

7,491

 

$

 

7,686

Due to related party

 

 

43,859

 

 

 

43,859

Total liabilities (all current)

 

 

51,350

 

 

 

51,545

 

 

 

 

 

 

 

 

Non-Current Liabilities

 

 

 

 

 

 

 

Due to related party, net of current portion

 

 

205,000

 

 

 

185,000

 

 

 

 

 

 

 

 

Total liabilities

 

 

256,350

 

 

 

236,545

 

 

 

 

 

 

 

 

Stockholders' deficit

 

 

 

 

 

 

 

Preferred stock, $.00001 par value; 100,000,000 shares authorized, no shares issued and outstanding as of November 30, 2018 and May 31, 2018

 

 

 

 

 

Common stock, $.00001 par value; 300,000,000 shares authorized, 992,192 shares issued and outstanding as of November 30, 2018 and May 31, 2018

 

 

991

 

 

 

991

Additional paid-in capital

 

 

7,043,222

 

 

 

7,043,222

Accumulated deficit

 

 

(7,293,463)

 

 

 

(7,274,058)

Total stockholders' deficit

 

 

(249,251)

 

 

 

(229,846)

 

 

 

 

 

 

 

 

Total liabilities and stockholders' deficit

$

 

7,100

 

$

 

6,700

 

The accompanying notes are integral part of these condensed financial statements.


5


 

 

HK eBus Corporation

CONDENSED STATEMENT OF OPERATIONS

(Unaudited)

 

 

 

For the three

 

 

For the six

 

 

Months ended

 

 

Months ended

 

 

November 30,

 

November 30,

 

 

November 30,

 

November 30,

 

 

2018

 

2017

 

 

2018

 

2017

 

 

 

 

 

 

 

 

 

 

Revenue

$

$

 

$

$

 

 

 

 

 

 

 

 

 

 

Operating Expenses

 

 

 

 

 

 

 

 

 

General and administrative

 

11,175

 

5,273

 

 

19,405

 

13,873

Total operating expenses

 

11,175

 

5,273

 

 

19,405

 

13,873

 

 

 

 

 

 

 

 

 

 

Loss from operations

 

(11,175)

 

(5,273)

 

 

(19,405)

 

(13,873)

 

 

 

 

 

 

 

 

 

 

Net loss

$

(11,175)

$

(5,273)

 

$

(19,405)

$

(13,873)

 

 

 

 

 

 

 

 

 

 

Basic and diluted loss per common share:

$

(0.011)

$

(0.005)

 

$

(0.020)

$

(0.010)

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares outstanding

 

992,192

 

992,192

 

 

992,192

 

992,192

 

 

The accompanying notes are integral part of these condensed financial statements.

 

 

 


6


 

 

HK eBus Corporation

CONDENSED STATEMENT OF CASH FLOWS

(Unaudited)

 

 

 

For the six

months ended

 

For the six

months ended

 

 

November 30,

2018

 

November 30,

2017

Operating Activities

 

 

 

 

Net Loss

$

(19,405)

$

(13,873)

Changes to operating assets and liabilities:

 

 

 

 

Accounts payable

 

(195)

 

6,321

Due to related party

 

20,000

 

-

Accrued interest

 

-

 

-

Net cash provided by (used in) operating activities

 

400

 

(7,552)

 

 

 

 

 

Net increase (decrease) in cash

 

400

 

(7,552)

 

 

 

 

 

Cash at the beginning of period

 

6,700

 

8,611

 

 

 

 

 

Cash at the end of period

$

7,100

 

1,058

 

 

 

 

 

Supplemental disclosures of cash flow information:

 

 

 

 

Cash paid for interest

$

-

 

-

Cash paid for income taxes

$

-

 

-

 

 

The accompanying notes are integral part of these condensed financial statements.


7


 

 

HK eBus Corporation

Notes to the Condensed Financial Statements

For the six month period ended November 30, 2018

(Unaudited)

 

NOTE 1. ORGANIZATION AND NATURE OF OPERATIONS

 

HK eBus Corporation, formerly known as Rambo Medical Group, Inc., was incorporated in the State of Nevada on November 18, 2005. On October 14, 2009, the Company filed a Certificate of Amendment to its Articles of Incorporation to increase its shares of authorized common stock from 100,000,000 to 300,000,000 and to change its name from Cobra Oil and Gas Company to Viper Resources, Inc. The Company was formed to engage in identifying, investigating, exploring, and where determined advantageous, developing, mining, refining, and marketing oil and gas. The Company may also engage in any other business permitted by law, as designated by the Board of Directors of the Company. On April 25, 2011, the Company’s previous management was replaced in its entirety. In May 2012, the Company’s management determined to discontinue its oil and gas operations, and attempt to acquire other assets or business operations that will maximize shareholder value. On August 31, 2015, the Company changed its name to HK EBUS Corporation and changed its ticker symbol to HKEB.

 

NOTE 2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

A summary of significant accounting policies of HK eBus Corporation (hereinafter the “Company”), a company organized in the state of Nevada (A Development Stage Company) is presented to assist in understanding the Company’s financial statements. The accounting policies presented in these footnotes conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the accompanying financial statements. These financial statements and notes are representations of the Company’s management who are responsible for their integrity and objectivity. The Company has not realized significant revenues from its planned principal business purpose and is considered to be in its development state in accordance with ASC 915, “Development Stage Entities”, formerly known as SFAS 7, “Accounting and Reporting by Development State Enterprises.”

 

Basis of Presentation

 

Our financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of our financial statements requires us to make estimates and assumptions that affect, among other areas, the reported amounts of trade receivable reserves and inventory reserves, impairment of long-lived assets, and recoverability of deferred tax assets. These estimates and assumptions also impact revenues, expenses and the disclosures in our financial statements and accompanying notes. Although these estimates are based on our knowledge of current events and actions we may undertake in the future, actual results may ultimately differ from these estimates and assumptions.

 

Development Stage

 

The Company is currently in the development stage and has no significant operations. On August 9, 2013, the Company effected a 1-for-100 reverse split of the outstanding common stock. The accompanying financial statements and notes to the financial statements give retroactive effect to the reverse stock split for all periods presented.

 

Fair Value Measurements

 

In January 2010, the FASB ASC Topic 825, Financial Instruments, began requiring disclosures about fair value of financial instruments in quarterly reports as well as in annual reports. For the Company, this statement applies to certain investments and long-term debt. Also, FASB ASC Topic 820, Fair Value Measurements and Disclosures, clarifies the definition of fair value for financial reporting, establishes a framework for measuring fair value and requires additional disclosures about the use of fair value measurements.

 

Various inputs are considered when determining the value of the Company’s investments and long-term debt. The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in these securities. These inputs are summarized in the three broad levels listed below.

 

Level 1 - observable market inputs that are unadjusted quoted prices for identical assets or liabilities in active markets.  

Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, credit risk, etc.).  

Level 3 - significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments).  


8


 

 

HK eBus Corporation

Notes to the Condensed Financial Statements

For the six month period ended November 30, 2018

(Unaudited)

 

NOTE 2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 

 

The Company had no financial instruments to measure for fair value as of November 30, 2018.

 

Revenue from Contracts with Customers

 

In May 2014, the FASB issued ASC Topic 606, Revenue from Contracts with Customers, which applies to all entities and all contracts with customers, with the exception of certain contracts (including leases, insurance contracts, and other contractual agreements and exchanges between entities in the same line of business), as noted in ASC 606-10. ASC 606 became effective for the Company this year, but the Company cannot assess the impact of ASC 606 because it has not yet generated revenues and is not currently tied to a specific line of business. The Company will be able to evaluate the impact of the new rule in the future, when revenue streams are known.

 

Use of Estimates

 

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make certain estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company is subject to uncertainty of future events, economic, environmental and political factors and changes in the Company's business environment; therefore, actual results could differ from these estimates. Accordingly, accounting estimates used in the preparation of the Company's financial statements will change as new events occur and that more experience is acquired, as additional information is obtained and as the Company's operating environment changes. Changes are made in estimates as circumstances warrant. Such changes in estimates and refinement of estimation methodologies are reflected in the statements.

 

Cash and Cash Equivalents

 

Cash and cash equivalents include short-term, highly liquid investments with maturities of less than three months when acquired. The Company had $7,100 and $6,700 in cash on November 30, 2018 and May 31, 2018, respectively. The Company had no cash equivalent on November 30, 2018 and May 31, 2018.

 

Accounts Payable

 

Services and goods received from vendors and billed but not yet paid are recorded as accounts payable in periods when the services and goods were received. As of November 30, 2018, $7,491 was recorded as accounts payable. The balance of accounts payable was $7,491 and $7,686 as of November 30, 2018 and May 31, 2018, respectively.

 

NOTE 3. GOING CONCERN

 

Under the going concern assumption, an entity is ordinarily viewed as continuing in business for the foreseeable future with neither the intention nor the necessity of liquidation, ceasing trading, or seeking protection from creditors pursuant to laws or regulations. Accordingly, assets and liabilities are recorded on the basis that the entity will be able to realize its assets and discharge its liabilities in the normal course of business.

 

The future of the Company is dependent upon its ability to obtain financing and upon future profitable operations from the development of its planned business. Management has plans to seek additional capital through a public or private offering of equity or debt securities, or by other means. These conditions raise substantial doubt about the Company's ability to continue as a going concern. These financial statements do not include any adjustments that might arise from this uncertainty.

 


9


 

 

HK eBus Corporation

Notes to the Condensed Financial Statements

For the six month period ended November 30, 2018

(Unaudited)

 

NOTE 3. GOING CONCERN (continued)

 

There can be no assurance that sufficient funds required during the next year or thereafter will be generated from operations or that funds will be available from external sources such as debt or equity financings or other potential sources. The lack of additional capital resulting from the inability to generate cash flow from the operations or to raise capital from external sources would force the Company to substantially curtail or cease operations and would, therefore, have a material adverse effect on its business. Furthermore, there can be no assurance that any such required funds, if available, will be available on attractive terms or that they will not have a significant dilutive effect on the Company's existing stockholders.

 

The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might necessary in the event the Company cannot continue in existence.

 

NOTE 4. RELATED PARTY TRANSACTIONS

 

On May 31, 2012, ACI made a non-interest bearing, unsecured loan to the Company in the amount of $30,000, due on May 31, 2020. On December 18, 2012, ACI made another non-interest bearing, unsecured loan to the Company in the amount of $20,000, due on December 18, 2019.

 

On May 16, 2013, ACI made a non-interest bearing, unsecured loan to the Company in the amount of $5,000, due on May 16, 2020. On November 4, 2013, ACI made a non-interest bearing, unsecured loan to the Company in the amount of $10,000, due on November 4, 2020.

 

During 2013, American Compass Inc. (“ACI”), a related party based upon the beneficial ownership of the Company held by certain key management of ACI, paid $28,859 in legal fees and $5,000 in auditing fees on behalf of the Company. As of November 30, 2013, ACI paid a total of $33,859 in legal and auditing fees on behalf of the Company, due upon request.

 

On April 17, 2014, ACI made a non-interest bearing, unsecured loan to the Company in the amount of $10,000, due on April 17, 2021. On June 30, 2014, ACI made a non-interest bearing, unsecured loan to the Company in the amount of $10,000, due on June 30, 2021. On November 19, 2014, ACI made a non-interest bearing, unsecured loan to the Company in the amount of $10,000, due on November 19, 2019.

 

On February 4, 2015, June 24, 2015, September 30, 2015, October 21, 2015 and November 18, 2015, ACI made non-interest bearing, unsecured loans to the Company in the amounts of $10,000, $10,000, $10,000, $10,000 and $20,000, respectively, due on February 4, 2020, June 24, 2020, September 30, 2020, October 21, 2020 and November 18, 2020, respectively.

 

On January 23, 2017, May 9, 2017 and December 14, 2017, ACI made non-interest bearing, unsecured loans to the Company in the amount of $10,000 in each instance, due on January 23, 2020, May 9, 2020 and December 14, 2020, respectively.

 

On January 12, 2018, ACI made a non-interest bearing, unsecured loan to the Company in the amount of $10,000, due on January 12, 2021.

 

On September 19, 2018 and October 26, 2018, ACI made non-interest bearing, unsecured loans to the Company in the amount of $10,000 in each instance, due on September 19, 2021 and October 26, 2021, respectively.

 

As of November 30, 2018, the total balance due to ACI is $248,859.

 


10


 

 

HK eBus Corporation

Notes to the Condensed Financial Statements

For the six month period ended November 30, 2018

(Unaudited)

 

NOTE 5. COMMON STOCK

 

The Company is authorized to issue 100,000,000 shares of preferred stock with a par value of $.00001. The Company is also authorized to issue 300,000,000 shares of common stock with a par value of $.00001. On May 6, 2008, the Company effected a 35-for-1 forward split of its outstanding shares of common stock. On July 20, 2010, the Company issued 50,000 shares of common stock to investors at a price of $2 per unit for a total of $100,000. The Company issued a total of 0.15 million shares of common stock to compensate its officers during the fiscal year of 2012. In order to seek alternative business development and future merging and stock offering, on August 8, 2013, the Company effected a 1-for-100 reverse stock split of the Company’s outstanding shares of common stock and changed its name to Rambo Medical Group Inc. There were 992,192 and 992,192 shares issued and outstanding as of November 30, 2018 and May 31, 2018, respectively.

 

NOTE 6. WARRANTS

 

As of May 31, 2008, the Company had 10,000 common stock purchase warrants outstanding, originally sold as part of a unit, allowing the holder to purchase one share of common stock at an exercise price of $40, anytime through May 15, 2011. In fiscal year 2009, the Company sold 10,000 units to an investor for cash at a price of $25 per unit for aggregate proceeds of $250,000. Each unit consists of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $40, anytime through June 9, 2011. As of May 31, 2009, none of the warrants had been exercised, leaving a year-end balance of 20,000 warrants. The aggregate value of the units equal to $250,000 was assigned to the common stock as the warrants are non-detachable.

 

In fiscal year 2010, the Company sold 20,252 units to investors for cash at prices ranging from $17 - $100 per unit, or an aggregate of $1,250,000. Each unit consists of one share of common stock, and one warrant to purchase one share of common stock at exercise prices ranging from of $20 - $125, anytime through expiration dates from June 2012 through February 2013. The entire value of the units was assigned to the common stock as the warrants are non-detachable. As of May 31, 2010, none of the warrants had been exercised or had expired, leaving a year-end balance of 40,252 warrants.

 

During the year ended May 31, 2011, the Company sold 50,000 units to investors at a price of $2 per unit for an aggregate of $100,000. Each unit consists of one share of common stock, and one warrant to purchase one share of common stock at an exercise price of $2.50, anytime through expiration date of July 2013. The entire value of the units was assigned to the common stock as the warrants are non-detachable. As of May 31, 2011, none of the warrants had been exercised. During the fiscal year of 2011, 10,000 warrants expired, leaving a year-end balance of 80,252 warrants.

 

During the year ended May 31, 2012, 10,000 warrants expired, leaving a year-end balance of 70,252 warrants.

 

During the year ended May 31, 2013, 20,252 warrants expired, leaving a year-end balance of 50,000 warrants.

 

During the year ended May 31, 2014, 50,000 warrants expired, leaving a year-end balance of 0 warrants.

 

During the year ended November 30, 2018, there were no warrants outstanding.

 

NOTE 7. SUBSEQUENT EVENTS

 

The Company does not have any subsequent events to report as of February 4, 2019.

 

These financial statements were approved by the Company's management and are available for issuance as of February 4, 2019. Subsequent events have been evaluated through February 4, 2019.

 

 

 


11


 

 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

 

This report contains forward-looking statements. All statements other than statements of historical facts included in this Quarterly Report on Form 10-Q, including without limitation, statements in this Management’s Discussion and Analysis of Financial Condition and Results of Operations regarding our financial position, estimated working capital, business strategy, the plans and objectives of our management for future operations and those statements preceded by, followed by or that otherwise include the words, “believe,” “expects,” “anticipates,” “intends,” “estimates,” “projects,” “target,” “goal,” “plans,” “objective,” “should,” or similar expressions or variations on such expressions are forward-looking statements. We can give no assurances that the assumptions upon which the forward-looking statements are based will prove to be correct. Because forward-looking statements are subject to risks and uncertainties including those related to changes in economic conditions, new business opportunities and general financial and business conditions, actual results may differ materially from those expressed or implied by the forward-looking statements.

 

The following discussion should be read in conjunction with our unaudited consolidated financial statements and the accompanying notes included elsewhere in this Quarterly Report on Form 10-Q.

 

The following discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in the forward-looking statements as a result of various factors, including those discussed elsewhere in this quarterly report.

 

We were incorporated in the State of Nevada on November 18, 2005 to purchase, operate and develop oil and gas properties. We never achieved any revenues from our oil and gas operations and in May of 2012 determined to discontinue all such operations. We are presently attempting to acquire other assets or business operations that will maximize shareholder value. Except as discussed below, no specific assets or businesses have been definitively identified. There is no certainty that any such assets or businesses will be identified or any transactions will be consummated.

 

Our plan is to locate a viable business venture in which we can participate. The selection of a business opportunity in which we may want to participate is complex and extremely risky and will be made by management in the exercise of its business judgment. There is no assurance that we will be able to identify and acquire any business opportunity that will ultimately prove to be beneficial to us and our shareholders.

 

We are pursuing our search for a business opportunity primarily through our officers and directors, although other sources, such as professional advisors, securities broker-dealers, venture capitalists, members of the financial community, and others, may present unsolicited proposals. Our activities are subject to several significant risks that arise primarily as a result of the fact that we have no specific business and may acquire or participate in a business opportunity based on the decision of management which will, in all probability, act without the consent, vote, or approval of our shareholders. A description of the manner in which we will pursue the search for and participation in a business venture is described above.

 

We expect that we will need to raise funds in order to effectuate our business plans. We intend initially to seek additional investors to purchase our stock to provide us with working capital to fund our operations. Thereafter, we will seek to establish or acquire businesses or assets with additional funds raised either via the issuance of shares or debt. There can be no assurance that additional capital will be available to us. We may seek to raise the required capital by other means. We may have to issue debt or equity or enter into a strategic arrangement with a third party. We currently have no agreements, arrangements or understandings with any person to obtain funds through bank loans, lines of credit or any other sources. Our inability to raise funds will have a severe negative impact on our ability to remain a viable company. In pursuing the foregoing goals, we may seek to expand or change the composition of our Board of Directors or make changes to our current capital structure, including issuing additional shares or debt and adopting a stock option plan.

 

Unless we complete a business combination with a revenue producing entity, we do not expect to generate any revenues over the next twelve months. Our principal business objective for the next twelve months will be to seek, investigate and, if such investigation warrants, engage in a business combination with a private entity whose business presents an opportunity for our shareholders.

 

During the next twelve months, we anticipate incurring costs related to filing of reports required under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and costs relating to consummating an acquisition. We believe we will be able to meet these costs through use of funds in our treasury and additional amounts, as necessary, to be loaned by or invested in us by our stockholders, management or other investors, although no assurance can be given that this will prove to be the case. We have no specific plans, understandings or agreements with respect to the raising of such funds, and we may seek to raise the required capital by the issuance of equity or debt securities or by other means. We estimate that the level of working capital needed for these general and administrative costs for the next twelve months will be approximately $150,000. However, this estimate is subject to change, depending on the number of transactions in which we ultimately become involved.


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In its report dated February 5, 2019, our auditor, DylanFloyd Accounting & Consulting, expressed an opinion that there is substantial doubt about our ability to continue as a going concern. Our financial statements do not include any adjustments that may result from the outcome of this uncertainty. We have generated no operating revenues since our inception. We had an accumulated deficit of $7,293,463 as of November 30, 2018. Our continuation as a going concern is dependent upon future events, including our ability to raise additional capital and to generate positive cash flows.

 

Presently, we have no employees except for our executive officer, Jimmy Wang. Changes in the number of employees during the next twelve months will be a function of the level of business activity.

 

We intend to contract out certain technical and administrative functions on an as-needed basis in order to conduct our operating activities. Our management team will select and hire these contractors and manage and evaluate their work performance.

 

Results of Operations

 

Three Months and Six Months Ended November 30, 2018 and November 30, 2017.

 

Revenues

 

We have had no revenues since our inception.

 

Expenses

 

Due to an increase in general and administrative expenses, our operating expenses during the three-month period ended November 30, 2018 increased to $11,175 from $5,273 during the three-month period ended November 30, 2017, representing a 112.0% increase, and increased to $19,405 from $13,873 during the six-month period ended November 30, 2017, representing a 39.9% increase.

 

Net Loss

 

We incurred a net loss for the three-month period ended November 30, 2018 of $11,175. We incurred a net loss for the three-month period ended November 30, 2017 of $5,273, representing a 112.0% increase due to an increase in general and administrative expenses.

 

We incurred a net loss for the six-month period ended November 30, 2018 of $19,405. We incurred a net loss for the six-month period ended November 30, 2017 of $13,873, representing a 39.9% increase due to an increase in general and administrative expenses.

 

Liquidity and Capital Resources

 

At November 30, 2018, we had a working capital deficit of $44,250 compared to the working capital deficit of $44,845 at May 31, 2018, representing a decrease by 1.3% due to an increase in cash and a decrease in current liabilities.

 

Management will attempt to raise capital for its current operational needs through loans from related parties, debt financing, equity financing or a combination of financing options. However, there are no existing understandings, commitments or agreements for extension of outstanding notes or an infusion of capital, and there are no assurances to that effect. Moreover, the Company's need for capital may change dramatically if it acquires an interest in a business opportunity. Unless the Company can obtain additional financing, its ability to continue as a going concern is doubtful.

 

Off-Balance Sheet Arrangements

 

We have never entered into any off-balance sheet financing arrangements and have not formed any special purpose entities. We have not guaranteed any debt or commitments of other entities or entered into any options on non-financial assets.

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 

As a smaller reporting company, as defined in Rule 12b-2 of the Exchange Act, we are not required to provide disclosure under this Item 3.

 


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ITEM 4. CONTROLS AND PROCEDURES.

 

Evaluation of Our Disclosure Controls

 

Under the supervision and with the participation of our chief executive officer and chief financial officer, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered by this quarterly report (the “Evaluation Date”). Based on this evaluation, our chief executive officer and chief financial officer concluded as of the Evaluation Date that our disclosure controls and procedures were effective such that the information relating to us, required to be disclosed in our SEC reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and (ii) is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

 

Changes in Internal Control over Financial Reporting

 

There have been no changes in our internal control over financial reporting that occurred during the quarter ended November 30, 2018 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.


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PART II-OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS.

 

From time to time we may be involved in claims arising in connection with our business. There can be no assurance as to the ultimate outcome of any such claim. The amount of reasonably possible losses in connection with any actions that may be brought against us could be material to our consolidated financial condition, operating results and/or cash flows.

 

As of the date of this Report, there are no material pending legal proceedings to which the Company or any of its subsidiaries is a party or of which any of their property is the subject, nor are there any such proceedings known to be contemplated by governmental authorities.

 

ITEM 1A. RISK FACTORS.

 

There have been no material changes in our Risk Factors as previously disclosed in our Form 10-K for the fiscal year ended May 31, 2018.

 

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

 

We have not sold any of our equity securities during the period covered by this Report.

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

 

None.

 

ITEM 4. MINE SAFETY DISCLOSURES.

 

Not applicable.

 

ITEM 5. OTHER INFORMATION.

 

None.


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ITEM 6. EXHIBITS.

 

The following exhibits are included with this quarterly report.

 

Exhibit

No.

 

Description

 

 

 

31.1

 

Certification of Principal Executive Officer and Principal Accounting Officer pursuant to SEC Rules 13a-14(a) and 15d-14(a), adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 

32.1

 

Certification of Principal Executive Officer and Principal Accounting Officer pursuant to 18 U.S.C. Section 1350, adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*

 

 

 

101.INS

 

XBRL Instance Document**

 

 

 

101.SCH

 

XBRL Taxonomy Extension Schema Document**

 

 

 

101.CAL

 

XBRL Taxonomy Extension Calculation Linkbase Document**

 

 

 

101.DEF

 

XBRL Taxonomy Extension Definition Linkbase Document**

 

 

 

101.LAB

 

XBRL Taxonomy Extension Label Linkbase Document**

 

 

 

101.PRE

 

XBRL Taxonomy Extension Presentation Linkbase Document**

 

* This certification is being furnished and shall not be deemed “filed” with the SEC for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference.

 

** Pursuant to Regulation S-T, these XBRL-related documents shall not be deemed to be “filed” for purposes of Section 11 of the Securities Act and Section 18 of the Exchange Act, or otherwise subject to the liabilities of these Sections, and are not part of any registration statement to which they relate, and shall not be deemed to have been incorporated by reference except otherwise expressly set forth by specific reference.


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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

HK EBUS CORPORATION

 

 

 

 

 

 

Date: February 5, 2019

By:

/s/ Jimmy Wang

 

 

Jimmy Wang

 

 

Chief Executive Officer and Chief Financial Officer (Principal Executive Officer and Principal Accounting Officer)


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