Plan of Operation
On September 8, 2021, the Company accepted the resignations from David Lazar as
the Company's Chief Executive Officer, Chief Financial Officer, Treasurer,
Secretary and as a Member of the Board of Directors. Effective on the same date
to fill the vacancies created by Mr. Lazar's resignations, the Company appointed
Lawrence Garcia as the Company's President, CEO, CFO, Treasurer, Secretary, and
Chairman of the Board of Directors.
The Company has no operations from a continuing business other than the
expenditures related to running the Company and has no revenue from continuing
operations as of the date of this Report. Management is currently pursuing a
business combination with Ameriguard Security Services, Inc., California
corporation, whose controlling shareholder and CEO, Lawrence Garcia, is our
Company's President, CEO, CFO, Treasurer, Secretary, and Chairman of the Board
of Directors.
If a business combination is consummated with Ameriguard Security Services,
Inc., California corporation, our Company will cease to be a shell company. As a
publicly traded operating company in the business of providing security
services, the Company will need additional funds principally from the capital
markets. Management intends to fund our working capital requirements through a
combination of our existing funds and future issuances of debt or equity
securities.
If we do consummate a business combination with Ameriguard Security Services,
Inc., California corporation, we cannot be certain as to how much capital we
need to raise or the type of securities we will be required to issue. In
connection with a business combination, a controlling block of equity issuance
to the Ameriguard's (Private Co.) shareholders would be very dilutive. Any
additional issuances of equity or convertible debt securities will result in
dilution to our current shareholders. Further, such securities might have
rights, preferences, or privileges senior to our Common Stock. Additional
financing may not be available upon acceptable terms, or at all. If adequate
funds are not available or are not available on acceptable terms, we may not be
able to take advantage of prospective new business endeavors or opportunities,
which could significantly and materially restrict our business operations.
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If we do not consummate a business combination with Ameriguard Security
Services, Inc., California corporation, based upon our current operations, we
likely will not have sufficient working capital to fund our operations over the
next 12 months. The Company will as a result continue to be dependent on funds
provided by Ameriguard Security Services, Inc., California corporation. We
anticipate that we will incur operating losses in the next 12 months,
principally costs related to our being obligated to file reports with the SEC.
Coronavirus Update
To date, the coronavirus pandemic has not had a material impact on the Company,
particularly due to our current lack of operations.
Off Balance Sheet Arrangements
As of the date of this Report, we do not have any 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 that
are material to investors.
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