The following information should be read in conjunction with (i) the financial
statements of
OVERVIEW
The Company was incorporated in the
Going Concern
To date the Company has little operations or revenues and consequently has incurred recurring losses from operations. No revenues are anticipated until we complete the financing we endeavor to obtain, as described in the Form 10-K, and implement our initial business plan. The ability of the Company to continue as a going concern is dependent on raising capital to fund our business plan and ultimately to attain profitable operations. Accordingly, these factors raise substantial doubt as to the Company's ability to continue as a going concern.
The Company plans to raise additional funds through debt or equity offerings. There is no guarantee that the Company will be able to raise any capital through this or any other offerings.
CRITICAL ACCOUNTING POLICIES
The discussion and analysis of our financial condition and results of operations
are based on our condensed consolidated financial statements, which have been
prepared in accordance with accounting principles generally accepted in
Basis of Accounting
The Company's financial statements are prepared using the accrual method of
accounting and are presented in
Basic Earnings (loss) per Share
The Company computes net income (loss) per share in accordance with ASC 260, Earnings per Share. ASC 260 specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock.
Basic net earnings (loss) per share amounts are computed by dividing the net earnings (loss) by the weighted average number of common shares outstanding. Diluted earnings (loss) per share are the same as basic earnings (loss) per share due to the lack of dilutive items in the Company.
15 Table of Contents Cash Equivalents
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.
Use of Estimates and Assumptions
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Due to the limited level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern.
Income Taxes
Income taxes are provided in accordance with ASC 740, Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities.
Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.
Foreign Currency Translation
The Company's functional and reporting currency is
Fair Value of Financial Instruments
The carrying amount of cash and current liabilities approximates fair value due to the short maturity of these instruments. These fair value estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Unless otherwise noted, it is management's opinion the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.
Environmental Costs
Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations and which do not contribute to current or future revenue generation are expensed. Liabilities are recorded when environmental assessments and/or remedial efforts are probable and the cost can be reasonably estimated. Generally, the timing of these accruals coincides with the earlier of completion of a feasibility study of the Company's commitments to plan of action based on the then known facts.
16 Table of Contents Stock Based Compensation
The Company records stock-based compensation using the fair value method of valuing stock options and other equity-based compensation issued. The Company has not granted any stock options since its inception. Accordingly, no stock-based compensation has been recorded.
Start-Up expenses
As a start-up company, the costs associated with start-up activities are expensed as incurred. Accordingly, start-up costs associated with the Company's formation have been included in the Company's general and administrative expenses.
Recent Accounting Pronouncements
The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
PLAN OF OPERATION
Our plan of operation for the following twelve months is as follows:
Planned milestones for the first three months after filing of this Quarterly Report on Form 10-Q
† Complete logo designs for our products; † Apply for trademark protection for brand names, logos, and product names; † Select food production facility; † Review schedule and modify scope as required; and † Identify and assess regulatory issues.
Planned milestones for between three and six months after filing of this Quarterly Report on Form 10-Q
† Complete packaging designs for initial products; † Test and refine recipes for product formulations; † Complete margin analysis based on completed formulations; † Obtain product UPC codes; † Develop marketing content for online distribution; † Apply to be Amazon partner; † Evaluate additional online distribution partners; † Review schedule and modify scope as required; and † Identify and assess regulatory issues. 17 Table of Contents
Planned milestones for between six and nine months after filing of this Quarterly Report on Form 10-Q
† Complete initial batches of market-ready products; † Start production manufacturing operations; † Test and document order and fulfillment processes; † Review schedule and modify scope as required; and † Identify and assess regulatory issues.
Planned milestones for between nine and twelve months after filing of this Quarterly Report on Form 10-Q
† Test geo-targeted online advertising in initial geographies; † Test social media promotion within targeted geographies to support product sales; † Review schedule and modify scope as required; and † Identify and assess regulatory issues.
We must raise at least
If we are unsuccessful in raising at least
Results of Operations for the Three Months Ended
The Company had no revenues for the three months ended
For the three-month period ended
Net income (loss) was a net loss of
Liquidity and Capital Resources
At
18 Table of Contents
As at
As at
Cash Flows from Operating Activities
We have not generated positive cash flows from operating activities. Net cash
used in operations was
Cash Flows from Financing Activities
For the three months ended
Subsequent Events
None through date of this filing.
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