The following discussion of our financial condition and results of operations
should be read in conjunction with our financial statements for the years ended
June 30, 2020 and June 30, 2019 together with notes thereto as included in this
Annual Report on Form 10-K. The following discussion contains forward-looking
statements that reflect our plans, estimates and beliefs. Our actual results
could differ materially from those discussed in the forward-looking statements.
Factors that could cause or contribute to such differences include but are not
limited to those discussed below and elsewhere in this Annual Report,
particularly in the section entitled "Risk Factors." Our audited financial
statements are stated in United States Dollars and are prepared in accordance
with United States Generally Accepted Accounting Principles.
We are a development stage company since we have no current operations, are
currently pursuing options to find suitable merger candidates and have not
generated any significant revenue to date. We have incurred recurring losses to
date. Our financial statements have been prepared assuming that we will continue
as a going concern and, accordingly, do not include adjustments relating to the
recoverability and realization of assets and classification of liabilities that
might be necessary should we be unable to continue in operation.
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We expect we will require additional capital to meet our long-term operating
requirements. We expect to raise additional capital through, among other things,
the sale of equity or debt securities.
RESULTS OF OPERATION
Year Ended June 30, 2020 Compared to Year Ended June 30, 2019
Our net loss for the year ended June 30, 2020 was ($87,575) compared to a net
loss of ($107,342) during the year ended June 30, 2019. The decrease in the net
loss was mainly due to a decrease in shares to be issued for services. During
the years ended June 30, 2020 and June 30, 2019, we did not generate any
revenue.
During the year ended June 30, 2020, we incurred operating expenses of $84,879
compared to $104,650 incurred during the year ended June 30, 2019. The decrease
was mainly due to a decrease in shares to be issued for services.
During the year ended June 30, 2020, we incurred interest expenses of $2,692,
compared to $2,692 incurred during the year ended June 30, 2019.
On January 1, 2015, the company entered into a management agreement with Mr.
Horkey for a period of 5 years and will issue 350,000 shares of its common stock
as consideration and is accounted for on the balance sheet as shares to be
issued and will be expensed over the life of the contract (5 years), which
resulted in a prepaid consulting expense of $210,000. For the year ended June
30, 2020, we expensed $21,000 in consulting expense for Mr. Horkey They were
valued on the date of the agreement and the stock price at that time was $.60.
LIQUIDITY AND CAPITAL RESOURCES
Year Ended June 30, 2020
As of June 30, 2020, our current assets were $0 and our current liabilities were
$476,843, which resulted in a working capital deficit of $476,843.
As of June 30, 2020, our total liabilities were $476,843 comprised entirely of
current liabilities.
Cash Flows from Operating Activities
For the year ended June 30, 2020, net cash flows used in operating activities
was $(0) compared to net cash used in operating activity of $0 for the same
period in 2020.
Cash Flows from Investing Activities
For the year ended June 30, 2020 and June 30, 2019, net cash flows used in
investing activities was $0.
Cash Flows from Financing Activities
For the year ended June 30, 2020, net cash flows from financing activities were
$0. For the year ended June 30, 2019, net cash flows provided by financing
activities was $0.
PLAN OF OPERATION AND FUNDING
We expect that working capital requirements will continue to be funded through a
combination of our proceeds from the sales of stock and generation of revenues
from acquisitions. Our working capital requirements are expected to increase in
line with the growth of our business.
Our principal demands for liquidity are to increase business operations and for
general corporate purposes. We intend to meet our liquidity requirements,
including capital expenditures related to future business operations, and the
expansion of our business, through cash flow provided by funds raised through
proceeds from the issuance of debt or equity.
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MATERIAL COMMITMENTS
Convertible Debenture
As of June 30, 2014, we had a note payable dated June 30, 2010 in the principal
amount of $1,253,095. As of March 31, 2016, this note has been either converted
to stock or paid. The note payable accrues interest at the rate of 5% per annum,
however that interest has been forgiven each year by the note holders. As of
September 21, 2014, the note payable balance of $691,926 ($650,000 at June 30,
2013 plus additional advances of $41,926 for the year ended June 30, 2020) has
been converted into shares of common stock. See "Item 5.
PURCHASE OF SIGNIFICANT
EQUIPMENT
We do not intend to purchase any significant equipment during the next twelve
months.
OFF-BALANCE SHEET ARRANGEMENTS
As of the date of this Annual 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.
RESULTS OF OPERATION
Quarter Ended September 30, 2019 Compared to Quarter Ended September 30, 2018
Our net loss for the quarter ended September 30, 2019 was ($26,616) compared to
a net loss of ($26,863) during the quarter ended September 30, 2018.
During the quarter ended September 30, 2019, we incurred operating expenses of
$25,942 compared to $26,199 incurred during the quarter ended September 30,
2018. The decrease in expenses was mainly due to a decrease in transfer agent
fees.
On January 1, 2015, the company entered into a management agreement with Mr.
Horkey for a period of 5 years and will issue 350,000 shares of its common stock
as consideration and is accounted for on the balance sheet as shares to be
issued and will be expensed over the life of the contract (5 years), which
resulted in a prepaid consulting expense of $210,000. For the three months ended
September 30, 2019, we expensed $10,500 in consulting expense for Mr. Horkey.
They were valued on the date of the agreement and the stock price at that time
was $.60.
During the quarter ended September 30, 2019, we incurred interest expenses of
$674 compared to $664 incurred during the quarter ended September 30, 2018.
LIQUIDITY AND CAPITAL RESOURCES
Quarter Ended September 30, 2019
As of September 30, 2019, our current assets were $0 and our current liabilities
were $426,384, which resulted in a working capital deficit of $426,384.
As of September 30, 2019, and 2018, our total liabilities were comprised
entirely of current liabilities.
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Cash Flows from Operating Activities
For the three months ended September 30, 2019, net cash flows used in operating
activities was $0 compared to net cash used in operating activity of $0 for the
same period in 2018.
Cash Flows from Investing Activities
For the three months ended September 30, 2019 and September 30, 2018, net cash
flows used in investing activities was $0.
Cash Flows from Financing Activities
For the three months ended September 30, 2019 and 2018, net cash flows from
financing activities was $0.
PLAN OF OPERATION AND FUNDING
We expect that working capital requirements will continue to be funded through a
combination of our proceeds from the sales of stock and generation of revenues
from acquisitions. Our working capital requirements are expected to increase in
line with the growth of our business.
Our principal demands for liquidity are to increase business operations and for
general corporate purposes. We intend to meet our liquidity requirements,
including capital expenditures related to future business operations, and the
expansion of our business, through cash flow provided by funds raised through
proceeds from the issuance of debt or equity.
MATERIAL COMMITMENTS
Convertible Debenture
As of March 31, 2014, we have a note payable dated June 30, 2010 in the
principal amount of $1,253,095 of which As of September 30, 2019 this note has
been either converted to stock or paid in full. The note payable accrued
interest at the rate of 5% per annum, however that interest has been forgiven
each year by the note holders. As of September 14, 2014, the amounts due to
related parties on convertible notes was $0. The Board of Directors approved
convert $691,926 of these related party notes payable, however as of September
30, 2019, the Shares have yet to be issued.
PURCHASE OF SIGNIFICANT EQUIPMENT
We do not intend to purchase any significant equipment during the next twelve
months.
OFF-BALANCE SHEET ARRANGEMENTS
As of the date of this Quarterly 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.
RESULTS OF OPERATION
Quarter Ended December 31, 2019 Compared to Quarter Ended December 31, 2018
Our net loss for the quarter ended December 31, 2019 was ($27,281) compared to a
net loss of ($27,112) during the quarter ended December 31, 2018.
During the quarter ended December 31, 2019, we incurred operating expenses of
$26,607 compared to $26,438 incurred during the quarter ended December 31, 2018.
The increase in expenses was mainly due to an increase in transfer agent fees.
During the quarter ended December 31, 2019, we incurred interest expenses of
$674 compared to $674 incurred during the quarter ended December 31, 2018.
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Six Months Ended December 31, 2019 Compared to Six Months Ended December 31,
2018
Our net loss for the six months ended December 31, 2019 was ($53,897) compared
to a net loss of ($53,975) during the six months ended December 31, 2018. The
decrease in net loss was mainly due to the decrease in filing fees.
During the six months ended December 31, 2019, we incurred operating expenses of
$52,549 compared to $52,637 incurred during the six months ended December 31,
2018. The decrease in expenses was mainly due to a decrease in transfer agent
fees.
On January 1, 2015, the company entered into a management agreement with Mr.
Horkey for a period of 5 years and will issue 350,000 shares of its common stock
as consideration and is accounted for on the balance sheet as shares to be
issued and will be expensed over the life of the contract (5 years), which
resulted in a prepaid consulting expense of $210,000. For the six months ended
December 31, 2019, we expensed $21,000 in consulting expense for Mr. Horkey They
were valued on the date of the agreement and the stock price at that time was
$.60.
During the six months ended December 31, 2019, we incurred interest expenses of
$1,348 compared to $1,338 incurred during the six months ended December 31,
2018.
LIQUIDITY AND CAPITAL RESOURCES
Six Months Ended December 31, 2019
As of December 31, 2019, our current assets were $0 and our current liabilities
were $443,165, which resulted in a working capital deficit of $443,165.
As of December 31, 2019, and June 30, 2019 our total liabilities were entirely
of current liabilities.
Cash Flows from Operating Activities
For the six months ended December 31, 2019, net cash flows used in operating
activities was $0 compared to net cash used in operating activity of $0 for the
same period in 2018.
Cash Flows from Investing Activities
For the six months ended December 31, 2019 and December 31, 2018, net cash flows
used in investing activities was $0.
Cash Flows from Financing Activities
For the six months ended December 31, 2019 and 2018, net cash flows from
financing activities were $0 and $0 respectively.
PLAN OF OPERATION AND FUNDING
We expect that working capital requirements will continue to be funded through a
combination of our proceeds from the sales of stock and generation of revenues
from acquisitions. Our working capital requirements are expected to increase in
line with the growth of our business.
Our principal demands for liquidity are to increase business operations and for
general corporate purposes. We intend to meet our liquidity requirements,
including capital expenditures related to future business operations, and the
expansion of our business, through cash flow provided by funds raised through
proceeds from the issuance of debt or equity.
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MATERIAL COMMITMENTS
Convertible Debenture
As of March 31, 2014, we have a note payable dated June 30, 2010 in the
principal amount of $1,253,095 of which As of December 31, 2019 this note has
been either converted to stock or paid in full. The note payable accrued
interest at the rate of 5% per annum, however that interest has been forgiven
each year by the note holders. As of September 14, 2014, the amounts due to
related parties on convertible notes was $0. The Board of Directors approved
convert $691,926 of these related party notes payable, however as of June 30,
2020, the Shares have yet to be issued.
PURCHASE OF SIGNIFICANT EQUIPMENT
We do not intend to purchase any significant equipment during the next twelve
months.
OFF-BALANCE SHEET ARRANGEMENTS
As of the date of this Quarterly 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.
RESULTS OF OPERATION
For the three and nine months ended March 31, 2020 compared to the same period
in 2019
Our net loss for the quarter ended March 31, 2020 was ($18,004) compared to a
net loss of ($26,767) during the three months ended March 31, 2019. During the
three months ended March 31, 2020 and March 31, 2019, we did not generate any
revenue.
During the three months ended March 31, 2020, we incurred operating expenses of
$17,330 compared to $26,093 incurred during the three months ended March 31,
2019. The decrease in expenses was mainly due to the decrease in shares to be
issued for consulting
During the three months ended March 31, 2020, we incurred interest expenses of
$674 compared to $674 incurred during the three months ended March 31, 2019.
Nine months Ended March 31, 2020 Compared to Nine months Ended March 31, 2019
Our net loss for the nine months ended March 31, 2020 was ($71,901) compared to
a net loss of ($80,743) during the nine months ended March 31, 2019. During the
nine months ended March 31, 2020 and March 31, 2019, we did not generate any
revenue.
During the nine months ended March 31, 2020, we incurred operating expenses of
$69,879 compared to $78,731 incurred during the nine months ended March 31,
2019. The decrease in expenses was mainly due to the decrease in shares to be
issued for consulting.
On January 1, 2015, the company entered into a management agreement with Mr.
Horkey for a period of 5 years and will issue 350,000 shares of its common stock
as consideration and is accounted for on the balance sheet as shares to be
issued and will be expensed over the life of the contract (5 years), which
resulted in a prepaid consulting expense of $210,000. For the nine months ended
March 31, 2020, we expensed $21,000 in consulting expense for Mr. Horkey They
were valued on the date of the agreement and the stock price at that time was
$.60.
During the nine months ended March 31, 2020, we incurred interest expenses of
$2,022 compared to $2,012 incurred during the nine months ended March 31, 2019.
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LIQUIDITY AND CAPITAL RESOURCES
Nine months Ended March 31, 2019
As of March 31, 2020, our current assets were $0 and our current liabilities
were $461,169, which resulted in a working capital deficit of $461,169.
As of March 31, 2020 and June 30, 2019, our total liabilities were comprised
entirely of current liabilities.
Cash Flows from Operating Activities
For the nine months ended March 31, 2020, net cash flows used in operating
activities was $0 compared to net cash used in operating activity of $0 for the
same period in 2019.
Cash Flows from Investing Activities
For the nine months ended March 31, 2020 and March 31, 2019, net cash flows used
in investing activities was $0.
Cash Flows from Financing Activities
For the nine months ended March 31, 2020, net cash flows from financing
activities was $0. For the nine months ended March 31, 2019 net cash flows used
in financing activities was $0.
PLAN OF OPERATION AND FUNDING
We expect that working capital requirements will continue to be funded through a
combination of our proceeds from the sales of stock and generation of revenues
from acquisitions. Our working capital requirements are expected to increase in
line with the growth of our business.
Our principal demands for liquidity are to increase business operations and for
general corporate purposes. We intend to meet our liquidity requirements,
including capital expenditures related to future business operations, and the
expansion of our business, through cash flow provided by funds raised through
proceeds from the issuance of debt or equity.
MATERIAL COMMITMENTS
Convertible Debenture
As of March 31, 2020, we have a note payable dated June 30, 2010 in the
principal amount of $1,253,095. As of March 31, 2020, this note has been either
converted to stock or paid. The note payable accrued interest at the rate of 5%
per annum, however that interest has been forgiven each year by the note
holders. As of September 14, 2014, the amounts due to related parties on
convertible notes was $0. The Board of Directors approved convert $691,926 of
these related party notes payable, however as of June 30, 2020, the Shares have
yet to be issued. We issued 1,835,835 in September 9, 2020 for this conversion.
PURCHASE OF SIGNIFICANT EQUIPMENT
We do not intend to purchase any significant equipment during the next twelve
months.
GOING CONCERN
The independent auditors' report accompanying our June 30, 2020 and June 30,
2019 financial statements contains an explanatory paragraph expressing
substantial doubt about our ability to continue as a going concern. The
financial statements have been prepared "assuming that we will continue as a
going concern," which contemplates that we will realize our assets and satisfy
our liabilities and commitments in the ordinary course of business. We have
suffered recurring losses from operations and have a working capital deficit.
These factors raise substantial doubt about our ability to continue as a going
concern.
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RECENTLY ISSUED ACCOUNTING STANDARDS
The following describes the recently issued accounting standards used in
reporting our financial condition and results of operations. In some cases,
accounting standards allow more than one alternative accounting method for
reporting. Such is the case with accounting for oil and gas activities described
below. In those cases, our reported results of operations would be different
should we employ an alternative accounting method.
Management does not believe that any other recently issued, but not yet
effective accounting pronouncements, if adopted, would have a material effect on
the accompanying consolidated financial statements.
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