ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Certain information included herein contains forward-looking statements that involve risks and uncertainties within the meaning of Sections 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934. The words, such as "may," "would," "could," "anticipate," "estimate," "plans," "potential," "projects," "continuing," "ongoing," "expects," "believe," "intend" and similar expressions and variations thereof are intended to identify forward-looking statements. These statements appear in a number of places in this Form 10-K and include all statements that are not statements of historical fact regarding intent, belief or current expectations of the Company, or our directors or our officers, with respect to, among other things: (i) our liquidity and capital resources; (ii) our financing opportunities and plans; (iii) continued development of business opportunities; (iv) market and other trends affecting our future financial condition; and (v) our growth and operating strategy. Investors and prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those projected in the forward-looking statements as a result of various factors. The factors that might cause such differences include, among others, the following: (i) we have incurred significant losses since our inception; (ii) any material inability to successfully develop our business plans; (iii) any adverse effect or limitations caused by government regulations; (iv) any adverse effect on our ability to obtain acceptable financing; (v) competitive factors; and (vi) other risks including those identified in our other filings with the Securities and Exchange Commission.
Overview
The following discussion and analysis of our financial condition and results of operations ("MD&A") should be read in conjunction with our consolidated financial statements and the accompanying notes to the consolidated financial statements included in this Form 10-K.
The MD&A is based on our consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities and expenses and related disclosure of contingent assets and liabilities. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
COVID-19 Pandemic Update
The ongoing outbreak of Coronavirus (COVID-19) has caused significant disruptions to national and global economies and government activities.
The pandemic did not have a substantial net impact to our consolidated operating results or our liquidity position in fiscal year 2020. In fiscal year 2020, we did not observe any impairments of our assets or a significant change in the fair value of assets due to the pandemic.
However, given the global economic slowdown, and the other risks and uncertainties associated with the pandemic, our business, financial condition, results of operations and growth prospects could be materially adversely affected. The extent to which the COVID-19 pandemic impacts our business, the business of our commercial partners, our corporate development objectives, our ability to access capital and the value of and market for our common stock, will depend on future developments that are highly uncertain and cannot be predicted with confidence at this time, such as the ultimate duration of the pandemic, travel restrictions, quarantines, social distancing and business closure requirements in the United States and other countries, and the effectiveness of actions taken globally to contain and treat the disease.
Background
The Company does not currently engage in any business activities that provide cash flow. Subsequent to the change of control that occurred in March 2020, the Company is now focused in the real estate development industry.
No revenue was generated by the Company during the 2020 fiscal year.
-4-
During the next 12 months, we anticipate incurring costs related to:
|
|
|
|
-
|
Purchasing additional real estate
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|
-
|
Developing real estate properties
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|
-
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Operating developed properties
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|
-
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Filing of Exchange Act reports
|
We believe we will be able to meet these costs through use of funds to be loaned by or invested in us by our stockholders, management or other investors. There are no assurances that such funds will be advanced or that the Company will be able to secure any additional funding as needed.
Material Agreements
We entered into the following three material purchase agreements during the year ended September 30, 2020:
Bedford, New York Property
We purchased 23.45 acres of land in Bedford, New York, for a total purchase price of $766,210. This property will be held for future real estate development.
Blue Diamond Ranch
In July 2020, we entered into a purchase agreement to acquire certain land near Ely, Nevada, including equipment, grazing permits and mineral rights, for approximately $15,000,000. We paid an escrow deposit of $500,000, with approximately $14,500,000 due to the seller at closing. Under the agreement, the deposit is forfeited if due diligence is not completed by December 1, 2020. We failed to close the transaction, and forfeited the $500,000 deposit.
Beespoke Capital Colorado, Inc.
In October 2019, before the change in control, we purchased the assets of Beespoke Capital Colorado, a broker-dealer firm ("Beespoke"). Subsequently, the licenses of Beespoke issued by the Financial Industry Regulatory Authority, Inc. ("FINRA") and the Securities and Exchange Commission ("SEC") expired and the principal officer of Beespoke resigned. Our current management is in the process of renewing such licenses. We converted Beespoke from a limited liability company to a corporation and changed its domicile from Colorado to Connecticut. Pending renewal of regulatory licenses, Beespoke is inactive.
Results of Operations
Years Ended September 30, 2020 and 2019
We generated no revenues during the fiscal years ended September 30, 2020 and 2019. Legal and accounting fees were $246,790 and $16,641, in the years ended September 30, 2020 and 2019, respectively. This was due to an increase in business activity in 2020. General and administrative expenses were $35,210 and $3,768 for the years ended September 30, 2020 and 2019, respectively. This increase was also due to an increase in business activity in 2020.
We incurred liquidated damages of $500,000 related to a forfeited escrow on a real estate transaction during the year ended September 30, 2020. There was no similar transactions during the year ended September 30, 2019.
Interest expense of $898 for the year ended September 30, 2020 is related to accrued interest on promissory notes. Interest expense of $15,755 for the year ended September 30, 2019 is primarily related to a $15,000 beneficial conversion feature on a convertible note payable that the Company issued. In October 2018 and January 2019, we received funding from issuing $5,000 and $10,000 respectively, of convertible notes payable to a legal custodian of the Company. The notes bear interest at an annual rate of 10% and are convertible to common shares of the Company at $0.0001 per share. As of September 30, 2019, these notes were converted into common stock. Interest expense of $755 for the year ended September 30, 2019 was related to accrued interest on promissory notes.
For the year ended September 30, 2019, $549 of accrued interest was outstanding on the notes payable. In connection with the above notes, the Company recognized a beneficial conversion feature of $15,000, representing the maximum amount of the intrinsic value of the conversion feature at the time of issuance. This beneficial conversion feature was accreted to interest expense during the year ended September 30, 2019.
During the year ended September 30, 2020, these promissory notes were forgiven as a result of a change of control.
-5-
Liquidity and Capital Resources
In assessing its liquidity, management monitors and analyzes the Company's cash on-hand, its ability to generate sufficient revenue sources in the future, and its operating and capital expenditure commitments. The Company, as of the date of this filing had approximately $9,500,000 in cash, which can be used to finance operations over the next 12 months. However, the Company has not generated any revenues from operations to date. For the years ended September 30, 2020 and 2019, our expenses were $782,000 and $20,409 respectively, consisting primarily of liquidated damages, legal and accounting fees, administrative expenses and filing fees. Net cash used in operating activities was $701,171 for the year ended September 30, 2020, compared to net cash used in operating activities of $33,004 for the year ended September 30, 2019. The ongoing expenses of the Company will be related to seeking out real estate development opportunities.
The effects of COVID-19 could impact the Company's ability to operate as a going concern and maintain sufficient liquidity to continue operations. The impact of COVID-19 on companies is evolving rapidly and its future effects are uncertain. There are material uncertainties from COVID-19. There are a wide range of factors to consider, including travel bans, restrictions on activity, government assistance and potential sources of replacement financing, financial health of vendors and customers and their effect on expected profitability and other key financial performance ratios, including information that shows whether there will be sufficient liquidity to continue to meet obligations when they come due.
At September 30, 2020, we had an accumulated deficit of $900,484 and cash of $2,551,600. At September 30, 2019, we had an accumulated deficit of $752,042 and cash of $0.
During the year ended September 30, 2020, Mr. Lee, the Company's Chief Executive Officer and controlling shareholder, paid the Company's outstanding legal fees and stock transfer agent fees and made a down payment for a company vehicle. These payments are offset by amounts he owes the Company. The net related party receivable balance as of September 30, 2020 is $5,992 and is non-interest bearing.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements.
Recently Issued Accounting Pronouncements
We review new accounting standards as issued. There are two pending accounting standards that we are currently evaluating as to their impact on the Company's consolidated financial statements.
In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework Changes to the Disclosure Requirements for Fair Value Measurement ("ASU 2018-13"), which amends disclosure requirements on fair value measurements in Topic 820. This amendment modifies the valuation process of fair value measurements by removing the disclosure requirements for the valuation processes for Level 3 fair value measurements, clarifying the timing of the measurement uncertainty disclosure, and including the changes in unrealized gains and losses for recurring Level 3 fair value measurements in other comprehensive income if held at the end of the reporting period. It also allows the disclosure of other quantitative information in lieu of the weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. The amendments in this ASU are effective for fiscal years beginning after December 15, 2019 and should be applied prospectively for the most recent period presented in the initial fiscal year of adoption. The Company is currently evaluating the impact that this guidance will have on the Company's results of operations, financial position and cash flows.
In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"), which modifies ASC 740 to reduce complexity while maintaining or improving the usefulness of the information provided to users of financial statements. ASU 2019-12 is effective for the Company for interim and annual reporting periods beginning after December 15, 2021. The Company is currently assessing the impact of ASU 2019-12, but it is not expected to have a material impact on the Company's results of operations, financial position and cash flows.
ITEM 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Our consolidated financial statements, together with the report of auditors, are as follows:
INDEX TO
CONSOLIDATED FINANCIAL STATEMENTS
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Consolidated Financial Statements for the Years Ended September 30, 2020 and 2019
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Page
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Report of Independent Registered Public Accounting Firm
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8-10
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Consolidated Balance Sheets
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11
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Consolidated Statements of Operations
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12
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Consolidated Statements of Stockholders' Equity (Deficit)
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13
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Consolidated Statements of Cash Flows
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14
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Notes to Consolidated Financial Statements
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15-23
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-7-
-8-
-9-
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and Board of Directors of Ameritrust Corporation (formerly Gryphon Resources, Inc.)
Opinion on the Financial Statements
We have audited the accompanying balance sheets of Ameritrust Corporation (formerly Gryphon Resources, Inc.) (the Company) as of September 30, 2019 and the related statements of operations, stockholders equity (deficit), and cash flows for the year ended September 30, 2019, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of September 30, 2019, and the results of its operations and its cash flows for the year ended September 30, 2019, in conformity with accounting principles generally accepted in the United States of America.
Substantial Doubt About the Companys Ability to Continue as a Going Concern
As discussed in Note 2 to the financial statements, the Companys lack of revenues, accumulated deficit and inability to generate positive cash flows raise substantial doubt about its ability to continue as a going concern for one year from the issuance of these financial statements. Managements plans are also described in Note 2. The financial statements do not include adjustments that might result from the outcome of this uncertainty.
Basis of Opinion
These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on the Companys financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to fraud or error. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Companys internal control over financial reporting. Accordingly, we express no such opinion.
Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.
/s/ Boyle CPA, LLC
We served as the Companys auditor from 2018 to 2019
Bayville, NJ
November 12, 2019
-10-
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AMERITRUST CORPORATION
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CONSOLIDATED BALANCE SHEETS
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September 30, 2020
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September 30, 2019
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(Consolidated)
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ASSETS
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Cash
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$ 2,551,600
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$ -
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Due from Related Party Net (Note 9)
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5,992
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-
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Real Estate Property Under Development (Note 4)
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766,210
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-
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Goodwill (Notes 6 and 10)
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786,136
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-
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Right of Use Asset (Note 5)
|
50,715
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-
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Other Assets (Note 11)
|
65,000
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-
|
TOTAL ASSETS
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$ 4,225,653
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$ -
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LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)
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Accounts Payable
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$ 24,754
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$ 5,250
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Accounts Payable - Related Party (Note 9)
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-
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1,500
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Right of Use Liability (Note 5)
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50,715
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-
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Interest Payable - Related Party (Note 9)
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-
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|
549
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Notes Payable - Related Party (Note 9)
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-
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|
17,798
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Total Liabilities
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75,469
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25,097
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Stockholders' Equity (Deficit)
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Common Stock, par value $0.01 ($0.001 at September 30, 2019)
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Unlimited shares authorized, 26,767,818 shares issued and
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outstanding at September 30, 2020; 400,000,000 shares authorized,
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267,675,000 shares issued and outstanding at September 30, 2019
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267,675
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267,675
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Preferred Stock, par value $0.01
Unlimited shares authorized, no shares issued and outstanding
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|
|
|
at September 30, 2020 and 2019
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-
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-
|
Additional Paid-In Capital
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4,782,993
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|
459,270
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Accumulated Deficit
|
(900,484)
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(752,042)
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|
Total Stockholders' Equity (Deficit)
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4,150,184
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(25,097)
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
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$ 4,225,653
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$ -
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The accompanying notes are an integral part of these audited consolidated financial statements
-11-
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AMERITRUST CORPORATION
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CONSOLIDATED STATEMENTS OF OPERATIONS
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For the Years Ended
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September 30,
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2020
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2019
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(Consolidated)
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Revenues:
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$ -
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$ -
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|
Expenses:
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Legal and Accounting Fees
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|
246,790
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16,641
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Liquidated Damages (Note 11)
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|
500,000
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-
|
General and Administrative Expenses
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|
35,210
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3,768
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Total Operating Expenses
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|
782,000
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|
20,409
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|
|
Operating Loss
|
|
$ (782,000)
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|
$ (20,409)
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|
|
Other Income (Expense)
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|
Interest Expense - Net
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|
(205)
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|
(15,755)
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Gain on Debt Forgiveness (Note 9)
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|
31,988
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-
|
Total Other Income (Expense)
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|
31,783
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|
(15,755)
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|
|
Net Loss before Income Taxes
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|
(750,217)
|
|
(36,164)
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|
|
|
|
Income Taxes (Note 8)
|
|
-
|
|
-
|
|
|
|
|
|
Net Loss
|
|
$ (750,217)
|
|
$ (36,164)
|
|
|
|
|
|
Basic and Fully Diluted Loss per Common Share
|
|
$ (0.0036)
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|
$ (0.0002)
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|
|
|
|
|
Weighted Average Common Shares Outstanding
|
|
|
|
|
Basic and Fully Diluted
|
|
207,777,313
|
|
223,291,438
|
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|
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|
|
The accompanying notes are an integral part of these audited consolidated financial statements
-12-
|
|
|
|
|
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|
|
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AMERITRUST CORPORATION
|
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
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|
|
Common Stock
|
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Additional Paid-
|
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Accumulated
|
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Total Stockholders'
|
|
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Shares
|
|
Par Value
|
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In Capital
|
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Deficit
|
|
Equity (Deficit)
|
Balance as of September 30, 2018
|
|
117,675,000
|
|
$ 117,675
|
|
$ 573,109
|
|
$ (715,878)
|
|
$ (25,094)
|
|
|
|
|
|
|
|
|
|
|
|
Beneficial Conversion Feature
|
|
-
|
|
-
|
|
15,000
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|
-
|
|
15,000
|
|
|
|
|
|
|
|
|
|
|
|
Stock Issuance for the Cancellation of Debt
|
|
150,000,000
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|
150,000
|
|
(128,839)
|
|
-
|
|
21,161
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss
|
|
-
|
|
-
|
|
-
|
|
(36,164)
|
|
(36,164)
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of September 30, 2019
|
|
267,675,000
|
|
$ 267,675
|
|
$ 459,270
|
|
$ (752,042)
|
|
$ ( 25,097)
|
|
|
|
|
|
|
|
|
|
|
|
10:1 Reverse Stock Split
|
|
(240,907,182)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
Change of Control
|
|
-
|
|
-
|
|
27,772
|
|
729,187
|
|
756,959
|
|
|
|
|
|
|
|
|
|
|
|
Common Control Merger
|
|
-
|
|
-
|
|
4,295,951
|
|
(127,412)
|
|
4,168,539
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss
|
|
-
|
|
-
|
|
-
|
|
(750,217)
|
|
(750,217)
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of September 30, 2020
|
|
26,767,818
|
|
$ 267,675
|
|
$ 4,782,993
|
|
$ (900,484)
|
|
$ 4,150,184
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these audited consolidated financial statements
-13-
|
|
|
|
|
AMERITRUST CORPORATION
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CONSOLIDATED STATEMENTS OF CASH FLOWS
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|
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|
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|
|
|
For the Years Ended
|
|
|
September 30,
|
|
|
2020
|
|
2019
|
|
|
(Consolidated)
|
|
|
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
Net Loss
|
|
$ (750,217)
|
|
$ (36,164)
|
Adjustments to reconcile net loss to net cash
|
|
|
|
|
used in operating activities:
|
|
|
|
|
Beneficial Conversion Feature
|
|
-
|
|
15,000
|
Gain on Debt Forgiveness
|
|
(31,988)
|
|
-
|
Changes In:
|
|
|
|
|
Due From Related Party
|
|
78,566
|
|
-
|
Accounts Payable
|
|
4,517
|
|
(10,889)
|
Accounts Payable - Related Party
|
|
(1,500)
|
|
(1,500)
|
Interest Payable - Related Party
|
|
(549)
|
|
549
|
Net Cash Used in Operating Activities
|
|
(701,171)
|
|
(33,004)
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
Common Control Merger
|
|
3,252,771
|
|
-
|
Net Cash Provided by Investing Activities
|
|
3,252,771
|
|
-
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
Proceeds from Note Payable - Related Party
|
|
-
|
|
33,004
|
Net Cash Provided by Financing Activities
|
|
-
|
|
33,004
|
|
|
|
|
|
Net Increase in Cash
|
|
2,551,600
|
|
-
|
Cash at Beginning of Period
|
|
-
|
|
-
|
|
|
|
|
|
Cash at End of Period
|
|
$ 2,551,600
|
|
$ -
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
|
|
|
|
|
Cash paid during the year for:
|
|
|
|
|
Interest
|
|
$ 1,447
|
|
$ -
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITIES
|
150,000,000 shares of common stock were issued in exchange for convertible note due to a Related Party
|
|
$ -
|
|
$ 21,161
|
Gain on debt forgiveness by a Related Party
|
|
$ 31,988
|
|
$ -
|
Goodwill resulting from a Change in Control
|
|
$ 786,136
|
|
$ -
|
Right of Use Asset acquired by financing lease
|
|
$ 50,715
|
|
$ -
|
Liquidated damages related to a forfeited deposit from purchase agreement
|
|
$ 500,000
|
|
$ -
|
|
|
|
|
|
The accompanying notes are an integral part of these audited consolidated financial statements
-14-
Note 1. Organizational History and Description of Business
Background
Ameritrust Corporation, a Wyoming corporation (the "Company"), is the successor to Gryphon Resources, Inc., a Nevada corporation incorporated in Nevada in January 2006 ("Gryphon"). Gryphon was originally incorporated under the name Gryphon Oil & Gas, Inc. Gryphon's primary business focus was acquiring and exploring properties for the existence of commercially viable deposits of gold in Canada. In April 2008, Gryphon established a Turkish subsidiary named APM Madencilik Sanayi Ve Ticaret Limited Sirketi. The Turkish subsidiary was sold in September 2010 to an unrelated third party, and all operations in Turkey ceased.
Thereafter, Gryphon focused on mineral exploration and continued exploring for gold, silver, copper-porphyry and lithium on two different properties in the state of Arizona. In August 2012, Gryphon filed dissolution documents with the State of Nevada. In 2018, its corporate charter was reinstated and one of Gryphon's shareholders was appointed as custodian. Since that time it has since been seeking merger targets and has been evaluating various opportunities.
Change of Control
In March 2020, Mr. Seong Y. Lee purchased 142,500,000 shares of common stock of Gryphon in a private transaction, representing a majority of the outstanding shares from Tourmeline Ventures, LLC for $0.0028 per share in cash. The purchase price was paid from personal funds of Mr. Lee and, as a result, Mr. Lee became the controlling shareholder.
In April and July 2020, following the change in control, the Board of Directors of Gryphon increased the number of directors on its Board from one to two. Subsequently, the Board voted to appoint Mr. Lee to the vacancy on the Board of Directors and elect him as Chief Executive Officer. The Board also voted to increase the authorized shares to 410,000,000, of which 400,000,000 shares were designated as common stock and 10,000,000 shares were designated as preferred stock, and to affect a 1 for 10 reverse stock split.
Common Control Mergers
In June 2008, Panko Financial Corporation ("Panko") filed Articles of Incorporation in the state of Michigan. This entity has 380,000 shares of common stock authorized. In November 2008, Panko changed its name to Ameritrust Corporation, a Michigan corporation ("AMI").
In April 2020, Americorp, Inc., registered in the state of Georgia with 10,000,100,000,000 shares of stock authorized with a $.01 par value of which 10,000,000,000,000 shares are for common stock and 100,000,000 shares are for preferred stock. In May 2020, this entity changed its name to Ameritrust Corporation ("AMGA").
Effective May 2020, AMI entered into an agreement whereby AMI merged into AMGA, and AMGA is the surviving entity. AMGA's majority stockholder is the sole stockholder of AMI, and as a result this transaction was accounted for as a common control merger. See Note 10.
In April 2020, Americorp, Inc. filed Articles of Incorporation in the state of Wyoming authorizing an unlimited number of shares of common and preferred stock with a par value of $.01. Also in April 2020, this entity changed its name to Ameritrust Corporation ("Ameritrust").
In August 2020, Ameritrust Corporation, a Wyoming Corporation merged with Ameritrust Corporation, a Georgia corporation. In accordance with the terms of the Merger Agreement between the commonly controlled companies, AMGA shareholders received one share of common stock of Ameritrust for each share of AMGA that they held. Ameritrust is the surviving corporation in the merger. See Note 10.
The accompanying consolidated financial statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles (GAAP) and include the accounts Gryphon Resources, Inc. and Ameritrust Corporation ("Ameritrust"), which are collectively referred to as "the Company" unless the context otherwise requires. All intercompany accounts, transactions and balances have been eliminated in consolidation.
Subsequent to the purchase of the majority of the stock of Gryphon, and the common control mergers, the Company is a real estate holding, development, and operating company.
The Company's common stock trades on the OTC PINK Exchange under the ticker symbol "ATCC" (formerly "GRYO").
The Company's functional currency is USD and the Company's reporting currency is USD.
The consolidated financial statements are presented in accordance with accounting principles related to common control transactions. ASC 805-50 governs transactions between commonly controlled entities. ASC 805, Business Combinations explicitly scopes out common control transactions from business combinations (ASC 805-10-15-4). ASC 805-10-20 defines a business combination as a transaction where an acquirer obtains control, which is different than a merger of two entities controlled by the same person because neither entity gains control of the other.
On August 28, 2020, Ameritrust and Gryphon, two entities under common control, merged. The transaction does not meet the definition of a business combination. Accordingly, the comparable period at September 31, 2019 are the financial statements of Gryphon.
-15-
Note 2. Liquidity
The Company has not attained profitable operations and is dependent upon the continued financial support from its shareholders, the ability to raise equity or debt financing, and the attainment of profitable operations from future business plans. These factors raise substantial concerns about the long-term liquidity of the Company, and whether the Company will be able to meet obligations and repay liabilities arising from normal business operations when they come due.
In assessing its liquidity, management monitors and analyzes the Company's cash on-hand, its ability to generate sufficient revenue sources in the future, and its operating and capital expenditure commitments. As of September 30, 2020, our total cash balance was approximately $2,552,000 as compared to $0 as of September 30, 2019; however, for the years ended September 30, 2020 and 2019, the Company had negative cash flow from operating activities. In addition, our principal shareholder, Mr. Lee, has been providing funds to support the Company's operations.
In the fiscal years ended September 30, 2020 and 2019, operating loss was $782,000 and $20,409 respectively, consisting primarily of legal and accounting fees, forfeited deposit on purchase agreement, administrative expenses and filing fees. The ongoing expenses of the Company will be related to its real estate ventures as well as mandatory filing requirements, including reporting requirements under the Securities Exchange Act of 1934. The Company continues to rely on cash contributions from the Company's majority shareholder.
In late 2019, an outbreak of COVID-19 emerged and by March 11, 2020 was declared a global pandemic by The World Health Organization. Throughout the United States and locally, governments and municipalities instituted measures in an effort to control the spread of COVID-19, including quarantines, shelter-in-place orders, school closings, travel restrictions and the closure of non-essential businesses. The effects of COVID-19 could impact the Company's ability to maintain sufficient liquidity to continue operations. The impact of COVID-19 on companies is evolving rapidly and its future effects are uncertain. There are material uncertainties from COVID-19 that cast significant doubt on the Company's ability to operate. It is highly likely that the Company will have issues relating to the current situation that need to be considered by management.
There will be a wide range of factors to consider, including travel bans, restrictions on activity, government assistance and potential sources of replacement financing, financial health of suppliers and customers and their effect on expected profitability and other key financial performance ratios including information that shows whether there will be sufficient liquidity to continue to meet obligations when they come due.
Based on the assessment of the current economic environment, potential customer demands and sales trends, and the negative impact from COVID-19 outbreak and spread, we believe that the real estate market will continue to be uncertain in the coming periods.
Note 3. Summary of Significant Accounting Policies
Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and expenses during the reporting period. On an on-going basis, the Company evaluates its estimates. Actual results and outcomes may differ materially from the estimates as additional information becomes known.
The estimates that we make include valuation of goodwill, the selection of estimated useful lives of real estate, and valuation of deferred tax assets.
Fair Value Measurements
The FASB's authoritative guidance for fair value measurements establishes a three-level hierarchy based upon the inputs to the valuation model of an asset or liability. Level 1 inputs are quoted prices in active markets for identical assets; Level 2 inputs are significant other observable inputs; and Level 3 inputs are significant unobservable inputs.
When available, the Company uses quoted market prices in active markets to determine fair value. Non-financial assets measured at fair value on a non-recurring basis principally include goodwill and real estate assets which the Company reviews for indicators of impairment when events and circumstances indicate that the carrying value is not recoverable.
The carrying value of cash and accounts payable approximate their fair value because of the short-term nature of these instruments and their liquidity. Management is of the opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments.
-16-
Cash
Cash consists of highly liquid investments with original maturities of three months or less. On occasion, the Company has amounts deposited with financial institutions in excess of federally insured limits.
Real Estate Property Under Development
Real estate property consists of a residential site under development. Real estate property under development is stated at the lower of cost or fair value.
Expenditures for land development, including cost of land use rights, deed tax, pre-development costs, and engineering costs, exclusive of depreciation, are capitalized and allocated to development projects by the specific identification method.
Real estate property under development is subject to valuation adjustments when the carrying amount exceeds fair value. An impairment loss is recognized only if the carrying amount of the assets is not recoverable and exceeds fair value. The carrying amount is not recoverable if it exceeds the sum of the undiscounted cash flows expected to be generated by the assets. The Company reviewed all of its real estate projects for future losses and impairment by comparing the estimated future undiscounted cash flows for each project to the carrying value of such project.
Goodwill
Goodwill is reviewed for impairment at least annually, or more frequently when events or changes in circumstances indicate that the carrying value may not be recoverable. Judgments regarding indicators of potential impairment are based on market conditions and operational performance of the business.
The Company may assess its goodwill for impairment initially using a qualitative approach to determine whether conditions exist to indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying value. If management concludes, based on its assessment of relevant events, facts and circumstances that it is more likely than not that a reporting unit's carrying value is greater than its fair value, then a goodwill impairment charge is recognized for the amount in excess, not to exceed the total amount of goodwill allocated to that reporting unit. If the fair value of a reporting unit exceeds its carrying amount, goodwill is not considered to be impaired and no further testing is required. If determined to be impaired, an impairment charge is recorded as a general and administrative expense within the Company's consolidated statement of operations.
Right of Use Assets and Lease Liabilities
The Company adopted ASU 2016-02 which amended the previous guidance for lease accounting and related disclosure requirements. The new guidance requires the recognition of right-of-use assets and lease liabilities on the balance sheet for leases with terms greater than 12 months or leases that contain a purchase option that is reasonably certain to be exercised. Lessees are required to classify leases as either financing or operating leases. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease.
The Company elected to utilize the package of practical expedients in ASC 842-10-65-1(f) that, upon adoption of ASU 2016-02, allows entities to (1) not reassess whether any expired or existing contracts contain leases, (2) retain the classification of leases (e.g., operation or finance lease) existing at the date of adoption and (3) not reassess initial direct costs for any existing leases.
The Company adopted ASU 2016-02 using the modified retrospective method, and accordingly, the new guidance was applied to leases that existed as of September 30, 2020. The adoption of ASU 2016-02 did not have a material impact on the Company's balance sheet, results of operations or cash flows. The Company leases a vehicle used for business. The lease expires in August 2023.
Distinguishing Liabilities from Equity
The Company relies on the guidance provided by ASC Topic 480, Distinguishing Liabilities from Equity, to classify certain convertible instruments. The Company first determines whether a financial instrument should be classified as a liability. The Company determines a liability classification if the financial instrument is mandatorily redeemable, or if the financial instrument, other than outstanding shares, embodies a conditional obligation that the Company must or may settle by issuing a variable number of its equity shares.
The Company analyzes all financial instruments with features of both liabilities and equity under ASC 480, "Distinguishing Liabilities from Equity," and ASC 815.
-17-
Income Taxes
Deferred income tax assets and liabilities are determined based on the estimated future tax effects of net operating loss and credit carryforwards and temporary differences between the tax basis of assets and liabilities and their respective financial reporting amounts measured at the current enacted tax rates. The Company records an estimated valuation allowance on its deferred income tax assets if it is not more likely than not that these deferred income tax assets will be realized.
When assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of its deferred tax assets will not be realized. The realization of deferred tax assets is dependent upon the generation of sufficient taxable income in future periods and in the jurisdictions in which those temporary differences become deductible. The Company records a valuation allowance when it determines it is more likely than not that a portion of the deferred tax assets will not be realized.
The accounting for deferred taxes is based upon estimates of future results. Differences between the anticipated and actual outcomes of these future results could have a material impact on the Company's consolidated results of operations or financial position. Also, changes in existing federal and state tax laws and tax rates could affect future tax results and the valuation of the Company's deferred tax assets and liabilities.
Interest and penalties related to unrecognized tax benefits are recognized in the consolidated financial statements as a component of income tax expense. Significant judgment is required to evaluate uncertain tax positions. The Company evaluates its uncertain tax positions on a quarterly basis. The evaluations are based upon a number of factors, including changes in facts or circumstances, changes in tax law, correspondence with tax authorities during the course of audits and effective settlement of audit issues. Changes in the recognition or measurement of uncertain tax positions could result in increases or decreases in the Company's income tax expense in the period in which the change is made.
Earnings (Loss) Per Share
Basic and diluted earnings (loss) per common share is calculated using the weighted average number of common shares outstanding during the period. The Company's convertible notes are excluded from the computation of diluted earnings per share as they are anti-dilutive due to the Company's losses during those periods.
Business Combinations
The September 30, 2020 consolidated financial statements present the combined operations of Ameritrust and Gryphon beginning on March 25, 2020, which is the date a Change of Control effected a new beginning of period.
Pending Accounting Standards
In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework Changes to the Disclosure Requirements for Fair Value Measurement ("ASU 2018-13"), which amends disclosure requirements on fair value measurements in Topic 820. This amendment modifies the valuation process of fair value measurements by removing the disclosure requirements for the valuation processes for Level 3 fair value measurements, clarifying the timing of the measurement uncertainty disclosure, and including the changes in unrealized gains and losses for recurring Level 3 fair value measurements in other comprehensive income if held at the end of the reporting period. It also allows the disclosure of other quantitative information in lieu of the weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. The amendments in this ASU are effective for fiscal years beginning after December 15, 2019 and should be applied prospectively for the most recent period presented in the initial fiscal year of adoption. The Company is currently evaluating the impact that this guidance will have on the Company's results of operations, financial position and cash flows.
In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"), which modifies ASC 740 to reduce complexity while maintaining or improving the usefulness of the information provided to users of financial statements. ASU 2019-12 is effective for the Company for interim and annual reporting periods beginning after December 15, 2021. The Company is currently assessing the impact of ASU 2019-12, but it is not expected to have a material impact on the Company's consolidated financial statement.
Note 4. Real Estate Property Under Development
The following is a description of the Company's significant real estate transactions during the year ended September 30, 2020:
|
|
|
|
-
|
Purchased 23.45 acres of land in Bedford, NY for a total purchase price of $766,210.
|
Each quarter, the Company reviews the performance and outlook for its real estate for indicators of potential impairment and performs detailed impairment evaluations and analyses when necessary. As a result of this process, there were no real estate impairment charges for the year ended September 30, 2020. When applicable, real estate impairments and land option charges are included in cost of sales in the consolidated statement of operations.
-18-
Note 5. Right of Use Assets and Lease Liabilities
During August 2020, the Company entered into a financing lease for a vehicle. The lease requires monthly payments of $1,449 over a three year term that expires in August 2023.
Most leases contain renewal options for varying periods, which are at the Company's sole discretion and included in the expected lease term if they are reasonably certain of being exercised. Right-of-use assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The Company uses its incremental borrowing rate to determine the present value of the lease as the rate implicit in the lease is typically not readily determinable.
Operating lease Right of Use Assets and Lease Liabilities were as follows for the year ended September 30, 2020:
|
|
|
Right of Use Assets:
|
|
|
Operating Right of Use Asset
|
$ 50,715
|
|
|
|
Right of Use Liabilities:
|
|
|
Operating Lease Liability
|
$ 50,715
|
|
|
|
As of September 30, 2020, operating lease maturities are as follows:
|
|
Period Ending September 30,
|
|
2021
|
$ 17,388
|
2022
|
17,388
|
2023
|
15,939
|
|
$ 50,715
|
Note 6. Fair Value Measurements
The Company measures goodwill at fair value on a non-recurring basis when events and circumstances indicate that the carrying value is not recoverable.
No such assets or liabilities were required to be measured at fair value on a recurring basis at September 30, 2020 and 2019.
Note 7. Equity
Common and Preferred Stock Authorized
In July 2020, the Articles of Incorporation of the Company were amended in the State of Nevada to authorize 410,000,000 shares of capital stock of which 400,000,000 shares were designated as common stock with a par value of $0.01 per share and 10,000,000 shares were designated as preferred stock with a par value of $0.01 per share. The shareholders also approved a 10-1 reverse stock split and recapitalization of its stock.
Subsequent to the merger of Ameritrust and Gryphon in August 2020, the Company has authorized capital stock consisting of an unlimited number of shares of common stock and an unlimited number of shares of preferred stock.
Therefore, as of September 30, 2020, the Company is authorized to issue unlimited shares of common stock with a par value of $0.01 and unlimited shares of preferred stock with a par value of $0.01.
As of September 30, 2019, the Company was authorized to issue 400,000,000 of common stock with a par value of $0.0001. The Company had no authorized shares of preferred stock.
Common and Preferred Stock Issued and Outstanding
At September 30, 2020 and 2019, there were 26,767,818 and 267,675,000 shares of common stock issued and outstanding, respectively.
At September 30, 2020 and 2019, there were no shares of preferred stock issued and outstanding.
-19-
Note 8. Income Taxes
Significant components of the Company's deferred tax assets are as follows:
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|
|
|
|
|
|
|
|
September 30, 2020
|
|
September 30, 2019
|
Deferred tax assets:
|
|
|
|
|
|
|
Net operating loss carryforwards
|
|
$
|
231,785
|
|
$
|
157,667
|
Total deferred tax assets
|
|
|
231,785
|
|
|
157,667
|
Less: valuation allowance
|
|
|
(231,785)
|
|
|
(157,667)
|
Net deferred tax asset
|
|
$
|
-
|
|
$
|
-
|
|
|
|
|
|
|
|
The net increase in the valuation allowance for deferred tax assets was $76,459 for the year ended September 30, 2020, due to the increased accumulated deficit. The Company evaluates its valuation allowance on an annual basis based on projected future operations. When circumstances change and this causes a change in management's judgment about the realizability of deferred tax assets, the impact of the change on the valuation allowance is reflected in current operations.
For federal income tax purposes, the Company has net U.S. operating loss carry forwards at September 30, 2020 available to offset future federal taxable income, if any, of $900,484. The majority of loss carry forwards will expire by the fiscal year ended September 30, 2039.
Accordingly, there is no current tax expense for the years ended September 30, 2020 and 2019.
The utilization of the tax net operating loss carry forwards may be limited due to ownership changes that have occurred as a result of sales of common stock.
The effects of state income taxes were insignificant for the years ended September 30, 2020 and 2019.
The following is a reconciliation between expected income tax benefit and actual, using the applicable statutory income tax rate of 26% and 21% for the years ended September 30, 2020 and 2019, respectively:
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|
|
|
|
|
|
|
|
2020
|
|
2019
|
Income tax benefit at statutory rate
|
|
$
|
195,056
|
|
$
|
7,594
|
Change in valuation allowance
|
|
|
(195,056)
|
|
|
(7,594)
|
|
|
$
|
-
|
|
$
|
-
|
|
|
|
|
|
|
|
As of September 30, 2020, the Company does not believe that it has taken any tax positions that would require the recording of any additional tax liability nor does it believe that there are any unrealized tax benefits that would either increase or decrease within the next twelve months. As of September 30, 2020, the Company's income tax returns generally remain open for examination for three years from the date filed with each taxing jurisdiction.
Note 9. Related Party
Gryphon Resources, Inc.
As of September 30, 2020, due to agreements executed as part of the Change of Control, the debt due to the former legal custodian of Gryphon in the amount of $31,988 was forgiven. Therefore, as of September 30, 2020, the Company has $0 in promissory notes payable and interest payable to the former legal custodian.
From September 2018 to June 2020, the Company incurred related party payables of $7,000 to an entity related to the legal custodian of Gryphon for professional fees. On March 31, 2019, $4,000 of this balance was converted into a promissory note payable bearing interest at an annual rate of 10%. In June 2020, $3,000 was converted into a non-interest bearing promissory note payable. As of September 30, 2020, this debt was forgiven during the Change of Control.
In December 2019, Gryphon issued a $7,247 promissory note payable related to the legal custodian of Gryphon. This note is non-interest bearing and is payable on demand. As of September 30, 2020, this debt was forgiven during the Change of Control.
In September 2019, Gryphon issued a $3,500 promissory note payable related to the legal custodian of Gryphon. This note is non-interest bearing and is payable on demand. As of September 30, 2020, this debt was forgiven during the Change of Control.
In July 2019, Gryphon issued a $2,150 promissory note payable related to the legal custodian of Gryphon. These notes bear interest at an annual rate of 10% and are payable on demand. As of September 30, 2020, this debt was forgiven during the Change of Control.
-20-
In June 2019, Gryphon issued a $5,000 promissory note payable and a $354 promissory note payable related to the legal custodian of Gryphon. These notes bear interest at an annual rate of 10% and are payable on demand. As of September 30, 2020, this debt was forgiven during the Change of Control.
In March 2019, Gryphon issued a $4,000 promissory note payable and a $2,794 promissory note payable related to the legal custodian of Gryphon. These notes bear interest at an annual rate of 10% and are payable on demand. As of September 30, 2020, this debt was forgiven during the Change of Control.
In January 2019, 150,000,000 shares of Gryphon common stock were issued in exchange for the cancellation of debt, $21,161 in convertible notes payable, and accrued interest to an entity related to the legal custodian of Gryphon.
In January 2019, Gryphon issued a $10,000 convertible note payable to an entity related to the legal custodian of Gryphon. This note bears interest at an annual rate of 10% and is convertible to common shares of the Company at $0.0001 per share. In connection with the above note, Gryphon recognized a beneficial conversion feature of $10,000, representing the maximum amount of the intrinsic value of the conversion feature at the time of issuance. This beneficial conversion feature was accreted to interest expense during the year ended September 30, 2019. As of September 30, 2019, this note had been converted and $0 was outstanding in principal and accrued interest.
In December 2018, Gryphon issued a $5,000 convertible note payable to an entity related to the legal custodian of Gryphon. This note bears interest at an annual rate of 10% and is convertible to common shares of Gryphon at $0.0001 per share. In connection with this note, Gryphon recognized a beneficial conversion feature of $5,000, representing the maximum amount of the intrinsic value of the conversion feature at the time of issuance. This beneficial conversion feature was accreted to interest expense during the year ended September 30, 2019. As of September 30, 2019, this note had been converted and $0 of the principal balance and accrued interest was outstanding on the note payable.
Ameritrust Corporation
At September 30, 2020, the majority shareholder, Director and CEO, Mr. Lee, paid the Company's legal fees and stock transfer agent fees which are offset by amounts he owes the Company. The net related party accounts receivable balance as of September 30, 2020 amounts to $5,992, and is non-interest bearing.
Note 10. Change of Control and Common Control Merger
Change of Control
In March 2020, a Change of Control of the Company resulted from a private transaction where 142,500,000 shares of common stock representing an ownership interest of approximately 53% was purchased by Mr. Seong Y. Lee. The consideration for the shares was $0.0028 per share. The source of cash consideration for the shares was personal funds of Mr. Lee.
The following is the fair value of the assets acquired and the liabilities assumed in the Change of Control:
|
|
|
Assets
|
|
|
|
Goodwill
|
$ 786,136
|
|
|
|
|
Total Assets
|
786,136
|
|
|
|
Liabilities
|
|
|
|
Accounts Payable
|
1,159
|
|
Accounts Payable - Related Party
|
28,018
|
|
Total Liabilities
|
29,177
|
|
|
|
|
Net Assets
|
$ 756,959
|
|
|
|
|
|
|
Consideration
|
|
|
|
Cash
|
$ 400,000
|
|
Fair value of noncontrolling interest
|
$ 356,959
|
|
|
|
|
|
$ 756,959
|
-21-
Change of Control
In August 2020, Ameritrust Corporation, a Wyoming Corporation ("Ameritrust") merged with Ameritrust Corporation, a Georgia corporation ("AMGA"). In accordance with the terms of the Merger Agreement between the commonly controlled companies, AMGA shareholders received one share of common stock of Ameritrust for each share of AMGA that they held. Ameritrust is the surviving corporation in the merger.
For accounting purposes, the transaction was accounted for as a common control merger because Mr. Lee owns the majority of the stock outstanding and his management team holds all key positions in the management of the combined company.
The following is the book value of the assets acquired, and the liabilities assumed in this transaction:
|
|
|
Assets
|
|
|
|
Cash
|
$ 3,252,771
|
|
Due to Shareholder
|
84,558
|
|
Investment BeeSpoke Capital LLC
|
65,000
|
|
Property and Equipment, net
|
766,210
|
|
Total Assets
|
4,168,539
|
|
|
|
Liabilities
|
|
|
|
Total Liabilities
|
-
|
|
|
|
Net Assets
|
|
$ 4,168,539
|
Note 11. Material Agreements
Blue Diamond Ranch
In July 2020, the Company entered into a purchase agreement to acquire certain land near Ely, Nevada, including equipment, grazing permits and mineral rights, for approximately $15,000,000. It paid an escrow deposit of $500,000, with approximately $14,500,000 due to the seller at closing. Under the agreement, the deposit is forfeited if due diligence is not completed by December 1, 2020. The Company failed to close the transaction, and forfeited the $500,000 deposit.
Beespoke Capital Colorado, Inc.
In October 2019, before the change in control, the Company purchased the assets of Beespoke Capital Colorado, a broker-dealer firm ("Beespoke"). Subsequently, the licenses of Beespoke issued by the Financial Industry Regulatory Authority, Inc. ("FINRA") and the Securities and Exchange Commission ("SEC") expired and the principal officer of Beespoke resigned. The Company's current management is in the process of renewing such licenses. The Company converted Beespoke from a limited liability company to a corporation and changed its domicile from Colorado to Connecticut. Pending renewal of regulatory licenses, Beespoke is inactive.
Note 12. Concentration of Credit Risk
The Company relies heavily on the support of its Chairman and majority shareholder. A withdrawal of this support, for any reason, would have a material adverse effect on the Company's financial position and its operations.
Note 13. Subsequent Events
The Company has evaluated subsequent events through the date on which the consolidated financial statements were available to be issued.
-22-
Real Estate Asset Acquisitions
On October 20, 2020, the Company issued 7,022,387,818,000 shares of common stock to related party investors in exchange for development properties comprised of three operating companies, land and buildings. Real estate development consist of residential unit sites and commercial offices. The operating companies lease the land for the residential unit sites under land use right leases with various terms from the Peoples Republic of China (PRC) government. The following table summarizes these properties:
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|
|
Acquisition Date
|
Description of Property
|
Shares Issued
|
October 20, 2020
|
Beijing Meixin Fortune Plaza
|
483,002,832,900
|
October 20, 2020
|
Shenzhen Meixin Fortune Plaza
|
483,002,832,900
|
October 20, 2020
|
Shanghai Meixin Fortune Plaza
|
477,337,110,500
|
October 20, 2020
|
Guangzhou Meixin Fortune Plaza
|
413,597,733,700
|
October 20, 2020
|
Hangzhou Meixin Fortune Plaza
|
407,932,011,300
|
October 20, 2020
|
Liaoning Zhongshuiyatian Industry Co.
|
355,966,666,600
|
October 20, 2020
|
Shenyang Meixin Fortune Plaza
|
311,614,730,900
|
October 20, 2020
|
Chongqing Meixin Fortune Plaza
|
308,781,869,700
|
October 20, 2020
|
Tianjin Meixin Fortune Plaza
|
308,781,869,700
|
October 20, 2020
|
Chengdu Meixin Fortune Plaza
|
252,124,645,900
|
October 20, 2020
|
Nanjing Meixin Fortune Plaza
|
229,461,756,400
|
October 20, 2020
|
Xi'an Meixin Fortune Plaza
|
223,796,034,000
|
October 20, 2020
|
Sanya Meixin Fortune Plaza
|
223,796,034,000
|
October 20, 2020
|
Fuzhou Meixin Fortune Plaza
|
195,467,422,100
|
October 20, 2020
|
Wuhan Meixin Fortune Plaza
|
195,467,422,100
|
October 20, 2020
|
Kunming Meixin Fortune Plaza
|
174,220,963,200
|
October 20, 2020
|
Changsha Meixin Fortune Plaza
|
174,220,963,200
|
October 20, 2020
|
Taiyuan Meixin Fortune Plaza
|
152,974,504,200
|
October 20, 2020
|
Harbin Meixin Fortune Plaza
|
152,974,504,200
|
October 20, 2020
|
Jinan Meixin Fortune Plaza
|
152,974,504,200
|
October 20, 2020
|
Hefei Meixin Fortune Plaza
|
152,974,504,200
|
October 20, 2020
|
Zhengzhou Meixin Fortune Plaza
|
152,974,504,200
|
October 20, 2020
|
Guiyang Meixin Fortune Plaza
|
152,974,504,200
|
October 20, 2020
|
Changchun Meixin Fortune Plaza
|
150,141,643,100
|
October 20, 2020
|
Lanzhou Meixin Fortune Plaza
|
150,141,643,100
|
October 20, 2020
|
Nanning Meixin Fortune Plaza
|
141,643,059,500
|
October 20, 2020
|
Fushun Bank Co., Ltd
|
141,170,915,900
|
October 20, 2020
|
Yinchuan Meixin Fortune Plaza
|
128,895,184,100
|
October 20, 2020
|
Liaoning Pacific Industry Co., Ltd
|
50,821,529,700
|
October 20, 2020
|
Panjin Real Estate Co., Ltd
|
42,351,274,700
|
October 20, 2020
|
Fushun Fortune Plazza Real Estate Co,.Ltd
|
42,351,274,700
|
October 20, 2020
|
Shenyang Haojingxiang Real Estate Co., Ltd
|
35,292,729,000
|
October 20, 2020
|
Liaoning Zhongshuiyatian Industry Co., Ltd.
|
1,916,902,700
|
October 20, 2020
|
Bank of Fushun Co., Ltd
|
472,143,500
|
October 20, 2020
|
Liaoning Medical Center at Dalian
|
198,300,300
|
October 20, 2020
|
Liaoning Pacific Industry Co., Ltd
|
169,971,600
|
October 20, 2020
|
Panjin Real Estate Co., Ltd
|
141,643,000
|
October 20, 2020
|
Fushun Fortune Plazza Real Estate Co,.Ltd
|
141,643,000
|
October 20, 2020
|
Shenyang Haojingxiang Real Estate properties
|
118,035,800
|
|
Shares issued in exchange for properties
|
7,022,387,818,000
|
The accounting treatment and related reporting associated with this transaction has not been consummated as of the date of this filing.
On October 20, 2020, the Company issued 217,159,376,133 shares of common stock for services, donations and gifts. The closing price of the Company's common stock was $0.29 per share on the date of issuance.
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