The following management's discussion and analysis should be read in conjunction
with our financial statements and the notes thereto and the other financial
information appearing elsewhere in this report. Our financial statements are
prepared in U.S. dollars and in accordance with U.S. GAAP.
Cautionary Note Regarding Forward-Looking Statements
This Quarterly Report on Form 10-Q contains "forward-looking statements" within
the meaning of the safe harbor provisions of the U.S. Private Securities
Litigation Reform Act of 1995. Because they discuss future events or conditions,
forward-looking statements may include words such as "anticipate," "believe,"
"estimate," "intend," "could," "should," "would," "may," "seek," "plan,"
"might," "will," "pursue," "expect," "predict," "project," "goals," "strategy,"
"future," "likely," "forecast," "potential," "continue," negatives thereof or
similar references to future periods. Examples of forward-looking statements
include, among others, statements we make regarding business strategies,
macro-economic and sector-specific trends, future cash flows, financing plans,
plans and objectives of management and any other statements which are not
statements of historical facts.
Forward-looking statements are neither historical facts nor assurances of future
performance. Instead, they are based only on our current beliefs, expectations
and assumptions regarding the future of our business, future plans and
strategies, projections, anticipated events and trends, the economy and other
future conditions. Because forward-looking statements relate to the future, they
are subject to inherent uncertainties, risks and changes in circumstances that
are difficult to predict and many of which are outside of our control. Our
actual future results and financial condition may differ materially from those
indicated in the forward-looking statements. Therefore, you should not rely on
any of these forward-looking statements. The forward-looking statements made in
this report speak only as of the date hereof and we disclaim any obligation,
except as required by law, to provide updates, revisions or amendments to any
forward-looking statements to reflect changes in our expectations or future
events.
Unless otherwise indicated by the context, references to the "Company, "we,"
"us," "our" in this report are to Tancheng Group Co., Ltd., a Nevada
corporation.
Overview
We are a Nevada corporation formed under the name of Bigeon Corp. on June 19,
2018. We were developing a new kind of messenger application that was intended
to provide an entirely new way of sharing information. On August 31, 2022, our
former chief executive and financial officer, sole director and controlling
shareholder, Olegas Tunevicius, sold his 3,500,000 shares of common stock of our
company, representing approximately 79.9% of our voting capital stock, to Shanxi
Qiansui Tancheng Culture Media Co., Ltd., a private company formed under the
laws of China ("Shanxi Tancheng"). As a result of this transaction, Shanxi
Tancheng became our controlling shareholder and Yu Yang ("Mr. Yang") was
appointed as our chief executive and financial officer and sole director. Our
current business objective is to seek a business combination with an operating
company. We intend to use the Company's limited personnel and financial
resources in connection with such activities. The Company will utilize its
capital stock, debt or a combination of capital stock and debt, in effecting a
business combination.
Results of Operations
Three months ended October 31, 2022, compared to October 31, 2021
Revenues
During the three months ended October 31, 2022, and 2021, we have not received
any revenues.
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Operating expenses
Total operating expenses for the three months ended October 31, 2022 were
$29,277 compared to $20,140 for the three months ended October 31, 2021. Our
operating expenses consisted of general and administrative costs $21,777
(October 31, 2021 - $11,423), professional fees $7,500 (October 31, 2021 -
$8,614) and rent expense $nil (October 31, 2021 - $103). Expenses increased in
general and administrative costs during the three months ended October 31, 2022
was primarily due to the loss on disposal of intangible assets and write off of
prepayments partially offset with the absence of salary and wage expense.
Net Losses
The net loss for the three months ended October 31, 2022, was $29,277, compared
to $20,140 for the three months ended October 31, 2021, due to the factors
discussed above.
Liquidity and Capital Resources
As of October 31, 2022, our total assets were $1,889 comprised solely of cash.
Our total liabilities were $153,614 comprised of accounts payables and payroll
liabilities. As of July 31, 2022, our total assets were $23,666 comprised of
cash $1,889, prepaid expenses $693 and intangible assets $21,084. Our total
liabilities were $146,114 comprised of accounts payable $5,990, loan from
director $71,724 and payroll liabilities $68,400.
Shareholders' deficit has increased from $122,448 as of July 31, 2022 to
$151,725 as of October 31, 2022.
The Company has accumulated a deficit of $172,856 as of October 31, 2022,
compared to $143,579 as of July 31, 2022 and further losses are anticipated in
the development of its business. Accordingly, there is substantial doubt about
the Company's ability to continue as a going concern.
Net cash flows used in operating activities for the three months
ended October 31, 2022, were $nil.
Net cash flows used in investing activities for the three months
ended October 31, 2022, were $nil.
Net cash flows provided by financial activities for the three months
ended October 31, 2022, were $nil.
Off-Balance Sheet Arrangements
As of October 31, 2022, we did not have any off-balance sheet arrangements that
have or are reasonably likely to have a material current or future effect on our
financial condition, changes in financial condition, revenues or expenses,
results of operations liquidity, capital expenditures or capital resources.
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