Item
1.
Financial Statements
Our unaudited financial statements are stated in United States
Dollars (US$) and are prepared in accordance with United States Generally
Accepted Accounting Principles.
4
ASIAN DEVELOPMENT FRONTIER INC.
CONDENSED FINANCIAL STATEMENTS
October 31, 2017 and January 31, 2017
(Stated in US
Dollars)
(Unaudited)
5
6
ASIAN DEVELOPMENT FRONTIER INC.
CONDENSED BALANCE
SHEETS
(Stated in US Dollars)
|
|
October 31,
|
|
|
January 31,
|
|
|
|
2017
|
|
|
2017
|
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS
|
|
CURRENT ASSETS
|
|
|
|
|
|
|
Prepaid expenses
|
$
|
-
|
|
$
|
1,500
|
|
|
|
|
|
|
|
|
TOTAL ASSETS
|
|
-
|
|
|
1,500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS
DEFICIT
|
|
|
|
|
|
|
|
|
CURRENT LIABILITIES
|
|
|
|
|
|
|
Accounts payable and accrued liabilities .
|
$
|
25,426
|
|
$
|
14,347
|
|
Due to
related party
|
|
337,101
|
|
|
264,706
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES
|
|
362,527
|
|
|
279,053
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STOCKHOLDERS DEFICIT
|
|
|
|
|
|
|
Capital stock
|
|
|
|
|
|
|
Authorized
225,000,000
common shares, $0.001 par
value,
Issued
and
outstanding
95,306,667
common shares (January 31, 2017 95,306,667)
|
|
95,307
|
|
|
95,307
|
|
Additional
paid-in-capital
|
|
502,487
|
|
|
502,487
|
|
Accumulated deficit
|
|
(960,321
|
)
|
|
(875,347
|
)
|
|
|
|
|
|
|
|
TOTAL STOCKHOLDERS
DEFICIT
|
|
(362,527
|
)
|
|
(277,553
|
)
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND
STOCKHOLDERS DEFICIT
|
$
|
-
|
|
$
|
1,500
|
|
The accompanying notes are an integral part of these unaudited
financial statements
F-1
ASIAN DEVELOPMENT FRONTIER INC.
CONDENSED STATEMENTS
OF OPERATIONS
(Stated in US Dollars)
(Unaudited)
|
|
Three months
|
|
|
Three months
|
|
|
Nine months
|
|
|
Nine months
|
|
|
|
ended
|
|
|
ended
|
|
|
ended
|
|
|
ended
|
|
|
|
October 31,
|
|
|
October 31,
|
|
|
October 31,
|
|
|
October 31,
|
|
|
|
2017
|
|
|
2016
|
|
|
2017
|
|
|
2016
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Professional fees
|
$
|
9,809
|
|
$
|
5,686
|
|
$
|
23,544
|
|
$
|
15,956
|
|
General
and administrative
|
|
35,791
|
|
|
25,375
|
|
|
61,430
|
|
|
43,580
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses
|
|
45,600
|
|
|
31,061
|
|
|
84,974
|
|
|
59,536
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
$
|
(45,600
|
)
|
$
|
(31,061
|
)
|
$
|
(84,974
|
)
|
$
|
(59,536
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted loss per share
|
$
|
(0.00
|
)
|
$
|
(0.00
|
)
|
$
|
(0.00
|
)
|
$
|
(0.00
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares
outstanding basic and diluted
|
|
95,306,667
|
|
|
95,306,667
|
|
|
95,306,667
|
|
|
95,306,667
|
|
The accompanying notes are an integral part of these unaudited
financial statements
F-2
ASIAN DEVELOPMENT FRONTIER INC.
CONDENSED STATEMENTS OF CASH FLOWS
(Stated in US Dollars)
(Unaudited)
|
|
Nine months
|
|
|
Nine months
|
|
|
|
ended
|
|
|
ended
|
|
|
|
October 31,
|
|
|
October 31,
|
|
|
|
2017
|
|
|
2016
|
|
Operating Activities
|
|
|
|
|
|
|
Net Loss
|
$
|
(84,974
|
)
|
$
|
(59,536
|
)
|
Adjustments to reconcile net loss to net cash used by operating
activities:
|
|
|
|
|
|
|
Expenses paid by Company shareholder
|
|
72,395
|
|
|
82,315
|
|
|
|
|
|
|
|
|
Changes in working capital:
|
|
|
|
|
|
|
Accounts payable and accrued liabilities
|
|
11,079
|
|
|
(22,779
|
)
|
Prepaid expenses
|
|
1,500
|
|
|
-
|
|
|
|
|
|
|
|
|
Net cash used in operating activities
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
Cash Flows from Investing Activities
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
Cash Flows from Financing Activities
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Changes in Cash
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
Cash at Beginning of Period
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
Cash at End of Period
|
$
|
-
|
|
$
|
-
|
|
|
|
|
|
|
|
|
Supplemental Disclosures of Cash Flow
Information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Paid For:
|
|
|
|
|
|
|
Interest
|
$
|
-
|
|
$
|
-
|
|
Income
taxes
|
$
|
-
|
|
$
|
-
|
|
The accompanying notes are an integral part of these unaudited
financial statements
F-3
ASIAN DEVELOPMENT FRONTIER INC.
NOTES TO THE
CONDENSED FINANCIAL STATEMENTS
October 31, 2017 and January 31, 2017
(Stated in US Dollars)
(Unaudited)
1. NATURE OF BUSINESS
The Company was incorporated in the State of Nevada on February
2, 2005. The Company was previously in the business of developing fuel cell
products in China. During fiscal 2008, the Company suspended the development of
their fuel cell products due to the inability to raise sufficient additional
financing. Management is currently focusing on identifying, evaluating and
negotiating new business opportunities. On July 31, 2012, the Company through a
merger with a wholly-owned subsidiary changed its name from Intervia Inc. to
Blue Sky Petroleum Inc. Effective July 9, 2015, the Company through a merger
with a wholly-owned subsidiary changed its name from Blue Sky Petroleum Inc. to
Asian Development Frontier Inc. (the Company).
The Company has not generated any revenues from operations. The
Company will obtain additional funding by borrowing funds from its director and
officer, or by private placement of common stock. There can be no assurance that
the Company will be successful in its efforts to raise additional financing or
if financing is available, that it will be on terms that are acceptable to the
Company.
2. GOING CONCERN
The Companys financial statements are prepared using generally
accepted accounting principles in the United States of America applicable to a
going concern which contemplates the realization of assets and liquidation of
liabilities in the normal course of business. The Company has not yet
established an ongoing source of revenues sufficient to cover its operating
costs, which raises substantial doubt regarding the Companys ability to
continue as a going concern. The ability of the Company to continue as a going
concern is dependent on the Company obtaining adequate capital to fund operating
losses until it becomes profitable. If the Company is unable to obtain adequate
capital, it could be forced to cease operations.
Managements plan to support the Company in its operations and
to maintain its business strategy is to raise funds through public offerings and
to rely on officers and directors to perform essential functions with minimal
compensation. If the Company does not raise all of the money it needs from
public offerings, it will have to find alternative sources, such as a second
public offering, a private placement of securities, or loans from its officers,
directors or others. If the Company requires additional cash and is unable to
raise it, it will either have to suspend operations until the cash is raised, or
cease business entirely.
The ability of the Company to continue as a going concern is
dependent upon its ability to successfully accomplish the plans described in the
preceding paragraph and eventually secure other sources of financing and attain
profitable operations. The accompanying financial statements do not include any
adjustments that might be necessary if the Company is unable to continue as a
going concern.
F-4
ASIAN DEVELOPMENT FRONTIER INC.
NOTES TO THE
CONDENSED FINANCIAL STATEMENTS
October 31, 2017 and January 31, 2017
(Stated in US Dollars)
(Unaudited)
3. BASIS OF PRESENTATION
Unaudited Interim Financial Statements
The accompanying unaudited interim financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and the rules and regulations of the Securities
and Exchange Commission. They do not include all information and footnotes
required by United States generally accepted accounting principles for complete
financial statements. However, except as disclosed herein, there has been no
material changes in the information disclosed in the notes to the financial
statements for the year ended January 31, 2017 included in the Companys Form
10-K filed with the Securities and Exchange Commission. The unaudited interim
financial statements should be read in conjunction with those financial
statements included in the Form 10-K. In the opinion of Management, all
adjustments considered necessary for a fair presentation, consisting solely of
normal recurring adjustments, have been made. Operating results for the three
months ended October 31, 2017 are not necessarily indicative of the results that
may be expected for the year ending January 31, 2018.
4. RELATED PARTY TRANSACTIONS
During the nine month period ended October 31, 2017, the
Company did not pay or accrue any management salaries (the year ended January 31
2017 - $Nil) to directors or former directors of the Company. At October 31,
2017, $337,101 (January 31, 2017 - $264,706) is owed to the Companys president
for compensation, advances and expenses paid by the president. During the nine
months ended October 31, 2017, $72,395 (2016 - $82,315) of expenses were paid on
behalf of the Company by the president.
5. COMMON STOCK
The Company is authorized to issue 225,000,000 shares of its
$0.001 par value common stock. During the year ended January 31, 2017, no shares
of common stock were cancelled (January 31, 2016 7,200,000 shares).
At October 31, 2017 and January 31, 2017, the Company had
95,306,667 shares issued and outstanding.
At October 31, 2017 and January 31, 2017, the Company had no
issued or outstanding stock options or warrants.
6. INCOME TAXES
The Company is subject to United States federal and state
income taxes at an approximate rate of 34%. The reconciliation of the provision
for income taxes at the United States federal statutory rate compared to the
Companys income tax expense as reported is as follows:
|
|
2017
|
|
|
2016
|
|
Net loss before income taxes
|
$
|
(84,974
|
)
|
$
|
(59,536
|
)
|
Statutory tax rate
|
|
34%
|
|
|
34%
|
|
|
|
|
|
|
|
|
Income tax benefit
|
|
(28,891
|
)
|
|
(20,242
|
)
|
Change in valuation allowance
|
|
28,891
|
|
|
20,242
|
|
|
|
|
|
|
|
|
|
$
|
-
|
|
$
|
-
|
|
F-6
ASIAN DEVELOPMENT FRONTIER INC.
NOTES TO THE
CONDENSED FINANCIAL STATEMENTS
October 31, 2017 and January 31, 2017
(Stated in US Dollars)
(Unaudited)
The amount taken into income as deferred income tax assets must
reflect that portion of the income tax loss carry forwards that is more
likely-than-not to be realized from future operations. The Company has chosen to
provide a full valuation allowance against all available income tax loss carry
forwards, regardless of their time of expiry.
The Company has not filed income tax returns since inception.
Tax authorities prescribe penalties for failing to file certain tax returns and
supplemental disclosures. Upon filing there could be penalties and interest
assessed. Such penalties vary by jurisdiction and by assessing practices and
authorities. As the Company has incurred losses since inception there would be
no known or anticipated exposure to penalties for income tax liability. However,
certain jurisdictions may assess penalties for failing to file returns and other
disclosures and for failing to file other supplementary information associated
with foreign ownership, activities, debt and equity positions. Management has
considered the likelihood and significance of possible penalties associated with
its current and intended filing positions and has determined, based on their
assessment, that such penalties, if any, would not be expected to be material.
Managements assessment is subject to uncertainty. All tax years from inception
are open to examination by the Internal Revenue Service.
No provision for income taxes has been provided in these
financial statements due to the net loss for the periods ended October 31, 2017
and 2016. At October 31, 2017 the Company has a net operating loss carried
forward of $960,321, which expires commencing in 2034. The potential tax benefit
of these losses may be limited due to certain changes in ownership provisions
under Section 382 of the Internal Revenue Code (IRS) and similar state
provisions.
IRS Section 382 places a limitation (the Section 382
Limitation) on the amount of taxable income which can be offset by net
operating loss carryforwards after a change in control (generally greater than a
50% change in ownership) of a loss corporation. Generally, after a control
change, a loss corporation cannot deduct operating loss carryforwards in excess
of the Section 382 Limitation. Due to these change in ownership provisions,
utilization of the net operating loss and tax credit carryforwards may be
subject to an annual limitation regarding their utilization against taxable
income in future periods. The Company has not concluded its analysis of Section
382 through January 31, 2017, but believes that the provisions will not limit
the availability of losses to offset future income.
7. SUBSEQUENT EVENTS
The Company has evaluated subsequent events through the date
which the financial statements were issued, and no material recognizable
subsequent events were identified.
F-6
Item
2.
Management's Discussion and Analysis of Financial Condition and Results of
Operations
FORWARD-LOOKING STATEMENTS
This quarterly report contains forward-looking statements.
These statements relate to future events or our future financial performance. In
some cases, you can identify forward-looking statements by terminology such as
may, should, expects, plans, anticipates, believes, estimates,
predicts, potential or continue or the negative of these terms or other
comparable terminology. These statements are only predictions and involve known
and unknown risks, uncertainties and other factors that may cause our or our
industry's actual results, levels of activity, performance or achievements to be
materially different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements. Although
we believe that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity, performance
or achievements. Except as required by applicable law, including the securities
laws of the United States, we do not intend to update any of the forward-looking
statements to conform these statements to actual results.
Our unaudited financial statements are stated in United States
Dollars (US$) and are prepared in accordance with United States Generally
Accepted Accounting Principles. The following discussion should be read in
conjunction with our financial statements and the related notes that appear
elsewhere in this quarterly report. 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 quarterly report.
Unless otherwise specified in this quarterly report, all dollar
amounts are expressed in United States dollars and all references to common
stock refer to shares of our common stock.
As used in this quarterly report, the terms we, us, our
and our company mean Asian Development Frontier Inc., unless otherwise
indicated. We have no subsidiaries.
Corporate Overview
We were incorporated in the State of Nevada on February 2,
2005. Our original business plan was to develop fuel cell technology and produce
fuel cells in China for indoor forklifts, scooters, underwater equipment (e.g.
shallow underwater sightseeing submarines) that require a small size, longevity
of use and silent operation. During fiscal 2008 we suspended the development of
our products and business plan until we were able to raise sufficient additional
financing.
Since the suspension of our original business plan, our
management has been analyzing various alternatives available to our company to
ensure our survival and to preserve our shareholders' investment in our common
shares.
On July 31, 2012, we filed Articles of Merger with the Nevada
Secretary of State to change the name of the company from Intervia Inc. to
Blue Sky Petroleum Inc., by way of a merger with our wholly-owned subsidiary
Blue Sky Petroleum Inc., which was created solely for the name change.
Also on July 31, 2012, we filed a Certificate of Change with
the Nevada Secretary of State to give effect to a forward split of our
authorized and issued and outstanding shares of common stock on a 3 new for 1
old basis and, consequently, our authorized capital increased from 75,000,000 to
225,000,000 shares and correspondingly, our issued and outstanding shares of
common stock increased from 15,740,000 to 47,220,000 shares of common stock, all
with a par value of $0.001. These amendments became effective on August 7, 2012
upon approval from the Financial Industry Regulatory Authority (FINRA).
5
Effective September 19, 2012, our stock symbol changed from
ITVA to BSKY to better reflect the new name of our company. The symbol
change became effective with the OTC Markets at the opening of trading on
September 19, 2012.
On June 10, 2015, our board of directors approved an agreement
and plan of merger to merge with our wholly-owned subsidiary Asian Development
Frontier Inc., a Nevada corporation, to effect a name change from Blue Sky
Petroleum Inc. to Asian Development Frontier Inc. Asian Development Frontier
Inc. was formed solely for the change of name.
Articles of Merger to effect the merger and change of name were
filed and became effective with the Nevada Secretary of State on July 9, 2015.
The name change became effective with the OTC Markets at the opening of trading
on July 9, 2015 under the symbol "ADFI". Our CUSIP number is 04521W101.
On September 21, 2017, Unifunds Limited, a Hong Kong
corporation, acquired an aggregate of 55,000,000 issued and outstanding common
shares of the Company. The shares were acquired in private transactions, in
equal part from each of Jin Han Alvin Lee, our former president, secretary,
chief executive officer, chief financial officer, treasurer and director, and
Kok Seong Lim, our former director. The purchase price, which was paid with
personal funds of the purchaser, was $0.06218 per share or $3,420,000 in the
aggregate.
The address of our principal executive office is 65/10-12 Floor
1, Chamnan Phenjati Business Center Building. Rama IX Rd, Huai Khwang, Bangkok,
Thailand. Our telephone number is 852-3106-3133.
Our Current Business
During our last two fiscal years, we have been a company with
no operations.
On July 15, 2010, we entered into an option agreement to
purchase a 100% undivided right, title and interest in the Proteus property
located near Cobalt, Ontario, an area known historically for the mining of
silver ore. The Proteus Property consists of three mineral claims comprised of
nine units covering approximately 360 acres located in the Larder Lake Mining
Division in Ontario, Canada. In order to acquire the Proteus Property pursuant
to the agreement, our company was to make the cash payments and incur amounts on
exploration and development.
We have been unsuccessful in raising additional capital for
this exploration project and therefore do not have sufficient funds to make the
required option payments. Consequently, effective August 13, 2012, we entered
into an assignment agreement among Timber Wolf Gold Inc., a Nevada corporation
and Gino Chitaroni, wherein we have assigned all of our rights, title and
interest in and to the option agreement for the Proteus Property to Timber Wolf,
with no further obligations to our company.
We continue to look for properties and opportunities. However,
at this time we have not yet been successful in finding a transaction that has
warranted pursuing.
Research and Development
We do not currently have a formal research and development
effort. We did not spend any funds on research and development during the last
two fiscal years.
Purchase of Significant Equipment
We do not intend to purchase any significant equipment over the
twelve months ending October 31, 2018.
6
Employees
Currently, we do not have any employees. Additionally, we have
not entered into any consulting or employment agreements with our president,
chief executive officer, treasurer, secretary or chief financial officer. Our
directors, executive officers and certain contracted individuals play an
important role in the running of our company. We do not expect any material
changes in the number of employees over the next 12 month period. We do and will
continue to outsource contract employment as needed.
We engage contractors from time to time to consult with us on
specific corporate affairs or to perform specific tasks in connection with our
programs.
Plan of Operation
You should read the following discussion of our financial
condition and results of operations together with our unaudited financial
statements and the notes to those unaudited financial statements included
elsewhere in this filing prepared in accordance with accounting principles
generally accepted in the United States. This discussion contains
forward-looking statements that reflect our plans, estimates and beliefs. Our
actual results could differ materially from those anticipated in these
forward-looking statements.
Anticipated Cash Requirements
Based on our net loss of $84,974 incurred during the nine month
period ended October 31, 2017, our monthly usage rate is approximately $7,100.
We estimate our operating expenses and working capital requirements for the
twelve month period beginning November 1, 2017 to be as follows:
Estimated
Expenses For the Twelve Month Period ending October 31, 2018
|
|
|
|
Professional fees
|
$
|
60,000
|
|
General and administrative
|
$
|
150,000
|
|
Total
|
$
|
210,000
|
|
We had $Nil in cash as of October 31, 2017, and a working
capital deficit of $362,527. Until we complete another transaction, acquisition
or business combination, our cash requirements will be in regards to maintaining
our corporate existence, and ensuring compliance with our Securities and
Exchange Commission continuous disclosure obligations, including our financial
reporting requirements. In addition, we will require additional capital in order
to investigate and conclude any future transaction, acquisition or business
combination. In order to improve our liquidity, we plan to pursue additional
equity financing from private investors or possibly a registered public
offering. We do not currently have any definitive arrangements in place for the
completion of any further private placement financings and there is no assurance
that we will be successful in completing any further private placement
financings. If we are unable to achieve the necessary additional financing, then
we plan to reduce the amounts that we spend on our business activities and
administrative expenses in order to be within the amount of capital resources
that are available to us.
Results of Operations
Three months ended October 31, 2017 compared to three
months ended October 31, 2016.
|
|
Three months
|
|
|
Three
months
|
|
|
|
ended
|
|
|
ended
|
|
|
|
October 31,
|
|
|
October 31,
|
|
|
|
2017
|
|
|
2016
|
|
|
|
|
|
|
|
|
Revenue
|
$
|
Nil
|
|
$
|
Nil
|
|
Operating Expenses
|
$
|
45,600
|
|
$
|
31,061
|
|
Net Loss
|
$
|
(45,600
|
)
|
$
|
(31,061
|
)
|
7
Expenses
Our operating expenses for the three month periods ended
October 31, 2017 and October 31, 2016 are outlined in the table below:
|
|
Three months
|
|
|
Three months
|
|
|
|
ended
|
|
|
ended
|
|
|
|
October 31,
|
|
|
October 31,
|
|
|
|
2017
|
|
|
2016
|
|
|
|
|
|
|
|
|
Professional fees
|
$
|
9,809
|
|
$
|
5,686
|
|
General and administrative
|
$
|
35,791
|
|
$
|
25,375
|
|
Operating expenses for the three months ended October 31, 2017
increased by 46.1% as compared to the comparative period for October 31, 2016
primarily as a result of an increase in professional fees. Operating expenses
for the nine months ended October 31, 2017 increased by 42.7% as compared to the
comparative period for October 31, 2016 primarily as a result of an increase in
professional fees.
Nine months ended October 31, 2017 compared to nine months
ended October 31, 2016.
|
|
Nine months
|
|
|
Nine months
|
|
|
|
ended
|
|
|
ended
|
|
|
|
October 31,
|
|
|
October 31,
|
|
|
|
2017
|
|
|
2016
|
|
|
|
|
|
|
|
|
Revenue
|
$
|
Nil
|
|
$
|
Nil
|
|
Operating Expenses
|
$
|
84,974
|
|
$
|
59,536
|
|
Net Loss
|
$
|
(84,974
|
)
|
$
|
(59,536
|
)
|
Expenses
Our operating expenses for the nine month periods ended October
31, 2017 and October 31, 2016 are outlined in the table below:
|
|
Nine months
|
|
|
Nine months
|
|
|
|
ended
|
|
|
ended
|
|
|
|
October 31,
|
|
|
October 31,
|
|
|
|
2017
|
|
|
2016
|
|
|
|
|
|
|
|
|
Professional fees
|
$
|
23,544
|
|
$
|
15,956
|
|
General and administrative
|
$
|
61,430
|
|
$
|
43,580
|
|
Operating expenses for the nine months ended October 31, 2017
increased by 42.7% as compared to the comparative period for October 31, 2016
primarily as a result of increases in professional fees and general and
administrative expenses.
8
Revenue
We have not had any revenues from operations since inception
(February 2, 2005). We do not anticipate that we will earn any revenues from
operations unless and until we acquire and operate a profitable business. This
might never happen and we can offer no assurance that even if we acquire a
business that we will ever be profitable.
Liquidity and Capital Resources
Working Capital
|
|
As at
|
|
|
As at
|
|
|
Percentage
|
|
|
|
October 31,
|
|
|
January 31,
|
|
|
Increase/
|
|
|
|
2017
|
|
|
2017
|
|
|
(Decrease)
|
|
Current Assets
|
$
|
-
|
|
$
|
1,500
|
|
|
(100
|
)%
|
Current Liabilities
|
$
|
362,527
|
|
$
|
279,053
|
|
|
29.91%
|
|
Working Capital (deficiency)
|
$
|
(362,527
|
)
|
$
|
(277,553
|
)
|
|
29.91%
|
|
Cash Flows
|
|
Nine months
|
|
|
Nine months
|
|
|
|
Ended October 31,
|
|
|
Ended October 31,
|
|
|
|
2017
|
|
|
2016
|
|
|
|
|
|
|
|
|
Net cash used in operating
activities
|
$
|
Nil
|
|
$
|
Nil
|
|
Net cash provided by financing activities
|
$
|
Nil
|
|
$
|
Nil
|
|
Net cash used in investing
activities
|
$
|
Nil
|
|
$
|
Nil
|
|
Net increase (decrease) in cash
|
$
|
Nil
|
|
$
|
Nil
|
|
Operating Activities
We did not use any cash for operating activities for the nine
months ended October 31, 2017 or for the nine months ended October 31, 2016.
Financing Activities
We did not receive any cash from financing activities for the
nine months ended October 31, 2017 or for the nine months ended October 31,
2016.
We have suffered recurring losses from operations. The
continuation of our company is dependent upon our company attaining and
maintaining profitable operations and raising additional capital as needed.
Future Financings
We will require additional funds to implement our growth
strategy in our new business. These funds may be raised through equity
financing, debt financing, or other sources, which may result in further
dilution in the equity ownership of our shares.
There can be no assurance that additional financing will be
available to us when needed or, if available, that it can be obtained on
commercially reasonable terms. If we are not able to obtain the additional
financing on a timely basis should it be required, or generate significant
material revenues from operations, we will not be able to meet our other
obligations as they become due and we will be forced to scale down or perhaps
even cease our operations.
9
Off-Balance Sheet Arrangements
We have no 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
stockholders.
Critical Accounting Policies
The discussion and analysis of our financial condition and
results of operations are based upon our financial statements, which have been
prepared in accordance with accounting principles generally accepted in the
United States of America. Preparing financial statements requires management to
make estimates and assumptions that affect the reported amounts of assets,
liabilities, revenue, and expenses. These estimates and assumptions are affected
by managements application of accounting policies. We believe that
understanding the basis and nature of the estimates and assumptions involved
with the following aspects of our financial statements is critical to an
understanding of our financial statements.
The accompanying unaudited interim financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and the rules and regulations of the Securities
and Exchange Commission. They do not include all information and footnotes
required by United States generally accepted accounting principles for complete
financial statements. However, except as disclosed herein, there have been no
material changes in the information disclosed in the notes to the financial
statements for the year ended January 31, 2017 included in our companys Form
10-K filed with the Securities and Exchange Commission. The unaudited interim
financial statements should be read in conjunction with those financial
statements included in the Form 10-K. In the opinion of management, all
adjustments considered necessary for a fair presentation, consisting solely of
normal recurring adjustments, have been made. Operating results for the nine
months ended October 31, 2017 are not necessarily indicative of the results that
may be expected for the full year.