UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Amendment
No. 1)
☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED MARCH 31,
2015
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________
to ___________
COMMISSION FILE NO. 333-190235
ALTAIR INTERNATIONAL CORP.
(Exact name of registrant as specified
in its charter)
Nevada
(State or Other Jurisdiction of Incorporation
or Organization)
|
|
99-0385465
IRS Employer Identification Number |
7370
Primary Standard Industrial Classification
Code Number |
Altair International Corp.
6501 E. Greenway Pkwy #103-412
Scottsdale, AZ 85254
Tel. (760) 413-3927
(Address and
telephone number of principal executive offices)
Securities registered pursuant to Section
12(b) of the Act: None
Securities registered pursuant to Section
12(g) of the Act: None
Indicate by check mark whether the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☑
Indicate by check mark if the registrant is not required
to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☑
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or
for shorter period that the registrant as required to file such reports), and (2) has been subject to such filing requirements
for the past 90 days. Yes ☑ No ☐
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. Yes ☐ No ☑
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated
filer" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer ☐ Accelerated
filer ☐
Non-accelerated filer ☐ Smaller
reporting company ☑
Indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Act) Yes ☑ No ☐
As of July 6, 2015, the registrant had 29,645,000 shares of
common stock issued and outstanding. No market value has been computed based upon the fact that no active trading market has been
established as of July 6, 2015.
EXPLANATORY
NOTE
This Amendment No. 1 on Form 10-K/A (this
“Amendment”) amends Altair International Corp’s (the “Company”) Annual Report on Form 10-K for
the period ended March 31, 2015, which was filed with the Securities and Exchange Commission on July 24, 2015.
The purpose of this Amendment is
to include the Independent Auditor’s Report on Financial Statements for the period of the report, which was
inadvertently omitted from the original filing of the 10-K as filed on July 24, 2015. This Amendment speaks as of the original
filing date of the Original 10-K. The Company has not updated the disclosures contained herein to reflect any events which
occurred subsequent to the filing of the Original 10-K.
TABLE OF CONTENTS
|
PART 1 |
|
ITEM 1 |
Description of Business |
4 |
ITEM 1A |
Risk Factors |
5 |
ITEM 2 |
Description of Property |
5 |
ITEM 3 |
Legal Proceedings |
5 |
ITEM 4 |
Mine Safety Disclosures |
5 |
|
PART II |
|
ITEM 5 |
Market for Common Equity and Related Stockholder Matters |
6 |
ITEM 6 |
Selected Financial Data |
6 |
ITEM 7 |
Management's Discussion and Analysis of Financial Condition and Results of Operations |
6 |
ITEM 7A |
Quantitative and Qualitative Disclosures about Market Risk |
8 |
ITEM 8 |
Financial Statements and Supplementary Data |
9 |
ITEM 9 |
Changes In and Disagreements with Accountants on Accounting and Financial Disclosure |
17 |
ITEM 9A (T) |
Controls and Procedures |
17 |
|
PART III |
|
ITEM 10 |
Directors, Executive Officers, Promoters and Control Persons of the Company |
17 |
ITEM 11 |
Executive Compensation |
18 |
ITEM 12 |
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters |
19 |
ITEM 13 |
Certain Relationships and Related Transactions |
19 |
ITEM 14 |
Principal Accountant Fees and Services |
19 |
|
PART IV |
|
ITEM 15 |
Exhibits |
20 |
PART I
ITEM 1. DESCRIPTION OF BUSINESS
FORWARD-LOOKING STATEMENTS
This annual report contains forward-looking statements. These
statements relate to future events or our future financial performance. These statements often can be identified by the use of
terms such as "may," "will," "expect," "believe," "anticipate," "estimate,"
"approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject
to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements,
which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur
in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control
that could cause actual results and events to differ materially from historical results of operations and events and those presently
anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or
circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.
Our Business
Altair International Corp. (“Altair”) is a development
stage company that was incorporated in Nevada on December 20, 2012. The Company has recently entered into a strategic alliance
with Cure Pharmaceutical Corporation (“CURE”), a California company engaged in the development of oral thin film (“OTF”)
for the delivery of nutraceutical, over-the-counter and prescription products. Currently this alliance is comprised of an Exclusive
License and Distribution Agreement for CURE’s Sildenafil (commonly known as Viagra) Products throughout Asia, Brazil, the
Middle East and Canada while a Joint Venture Agreement for the procurement of converting and packaging equipment specific for oral
thin film products has been proposed through a Letter of Intent. In addition, Altair and Cure have agreed to enter into further
joint ventures or other business relationships for the purpose of completing the development and marketing of additional products,
and for license and distribution agreements for additional Cure products such as aspirin, sleep-aid, topical muscle and joint pain
relief, and electrolytes delivered through OTF or other methods.
The Company had previously planned to commence operations
in the architectural field and to be responsible for the concept architectural vision of future private and public buildings as
well as municipal organized public areas. This plan was abandoned in the 2015 fiscal year in favor of the business operations described
above.
ITEM 1A. RISK FACTORS
Not applicable to smaller reporting companies.
ITEM 2. DESCRIPTION OF PROPERTY
We do not own any real estate or other properties.
ITEM 3. LEGAL PROCEEDINGS
We are not currently involved in any legal proceedings
and we are not aware of any pending or potential legal actions.
ITEM 4. MINE SAFETY DISCLOSURES
None.
PART II
ITEM 5. MARKET FOR COMMON EQUITY
AND RELATED STOCKHOLDER MATTERS
Market Information
There is a limited public market for our common shares. Our
common shares are quoted on the OTC Bulletin Board under the symbol “ATAO”. Trading in stocks quoted on
the OTC Bulletin Board is often thin and is characterized by wide fluctuations in trading prices due to many factors that may be
unrelated to a company’s operations or business prospects. We cannot assure you that there will be a market in the
future for our common stock.
OTC Bulletin Board securities are not listed or traded on
the floor of an organized national or regional stock exchange. Instead, OTC Bulletin Board securities transactions are conducted
through a telephone and computer network connecting dealers in stocks. OTC Bulletin Board issuers are traditionally smaller
companies that do not meet the financial and other listing requirements of a regional or national stock exchange.
Number of Holders
As of July 6, 2015, the 29,645,000 issued and outstanding
shares of common stock were held by a total of 45 shareholders of record.
On February 9, 2015, the Company affected a seven for one
forward split of its common stock. As a result of this forward split, the Company had 29,645,000 common shares issued and outstanding
at March 31, 2015.
Dividends
No cash dividends were paid on our shares of common stock
during the fiscal year ended March 31, 2015. We have not paid any cash dividends since our inception and do not foresee declaring
any cash dividends on our common stock in the foreseeable future.
Recent Sales of Unregistered Securities
None.
Purchase of our Equity Securities by Officers and Directors
None.
Other Stockholder Matters
None.
ITEM 6. SELECTED FINANCIAL DATA
Not applicable.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The following discussion should be read in conjunction with
our financial statements, including the notes thereto, appearing elsewhere in this annual 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. Our audited financial statements are stated in United States Dollars
and are prepared in accordance with United States Generally Accepted Accounting Principles.
RESULTS
OF OPERATIONS
We have incurred recurring losses to date. Our financial statements
have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating
to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to
continue in operation.
We expect we will require additional capital to meet our long
term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.
FISCAL YEAR ENDED MARCH 31, 2015 COMPARED TO FISCAL YEAR ENDED
MARCH 31, 2014
Our net loss for the fiscal year ended March 31, 2015 was $74,006
compared to a net loss of $28,449 for the fiscal year ended March 31, 2014. During fiscal years ended March 31, 2015 and March
31, 2014, the Company did not generate any revenue.
During the fiscal year ended March 31, 2015, we incurred general
and administrative expenses of $27,135 compared to $28,449 in general and administrative expenses incurred during the fiscal year
ended March 31, 2014
Expenses incurred during fiscal year ended March 31, 2015 compared
to the fiscal year ended March 31, 2014 increased primarily due to the increased scale and scope of business operations.
General and administrative expenses generally include corporate overhead and financial and administrative contracted services.
The weighted average number of shares outstanding was 29,645,000
for the fiscal year ended March 31, 2015 and 23,697,016 for the fiscal year ended March 31, 2014.
LIQUIDITY AND CAPITAL RESOURCES
FISCAL YEAR ENDED MARCH 31, 2015
As of March 31, 2015, our current assets were $200 and our
total liabilities were $505,945. As of March 31, 2015, current assets were comprised of $200 in cash. As of March 31, 2015, total
liabilities were comprised of $353,425 in advances from a related party, interest payable of $10,000, a promissory note for $27,778,
a derivative liability of $100,002 and $14,740 in accounts payable. As of March 31, 2015, our total assets were $440,200 comprised
of $200 of cash, a sales and distribution license of $200,000 and advances to Cure Pharmaceuticals of $240,000. Stockholders’
deficit was $65,745 as of March 31, 2015.
Cash Flows from
Operating Activities
We have not generated positive cash flows from operating
activities. For the fiscal year ended March 31, 2015 net cash flows used in operating activities was $23,486 consisting of a net
loss of $74,006, and increases of $12,740 in accounts payable, $10,000 in interest payable, and $27,780 in debt discount . Net
cash flows used in operating activities was $26,449 for the year ended March 31, 2014.
Cash Flows from Financing Activities
We have financed our operations primarily from either advances
from shareholders or the issuance of equity and debt instruments. For the year ended March 31, 2015 cash was provided from financing
activities including a $100,000 Promissory Note due to a third party and advances from a shareholder of $347,025. For the year
ended March 31, 2014 net cash provided by financing activities was $31,000, received from proceeds from issuance of common stock
and proceeds from related party.
PLAN OF OPERATION AND FUNDING
We expect that working capital requirements will continue
to be funded through a combination of our existing funds, advances from shareholders and further issuances of securities. Our working
capital requirements are expected to increase in line with the growth of our business.
Existing working capital, further advances and debt instruments,
and anticipated cash flow are expected to be adequate to fund our operations over the next six months. We have no lines of credit
or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement
of equity and debt instruments. In connection with our business plan, management anticipates additional increases in operating
expenses and capital expenditures relating to: (i) acquisition of inventory; (ii) developmental expenses associated with a start-up
business; and (iii) marketing expenses. We intend to finance these expenses with further issuances of securities and debt issuances.
Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements.
Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such
securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon
acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to
take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business
operations.
MATERIAL COMMITMENTS
As of the date of this Annual Report, we do not have any
material commitments.
PURCHASE OF SIGNIFICANT EQUIPMENT
In connection with a proposed joint venture with Cure Pharmaceuticals
Corp. of Oxnard California, we anticipate acquiring packaging and labeling equipment at a total cost of approximately $250,000
for the production of Cure’s product lines.
OFF-BALANCE SHEET ARRANGEMENTS
As of the date of this Annual Report, we do not have any
off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources
that are material to investors.
GOING CONCERN
The independent auditors' report accompanying our March 31,
2015 and March 31, 2014 financial statements contains an explanatory paragraph expressing substantial doubt about our ability to
continue as a going concern. The financial statements have been prepared "assuming that we will continue as a going concern,"
which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK
Not applicable to smaller reporting companies.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Report of Independent Registered Public Accounting Firm |
F–1 |
|
|
Balance Sheets |
F–2 |
|
|
Statements of Operations |
F–3 |
|
|
Statement of Stockholders’ Equity |
F–4 |
|
|
Statements of Cash Flows |
F–5 |
|
|
Notes to the Financial Statements |
F–6 |
GILLESPIE & ASSOCIATES, PLLC
CERTIFIED PUBLIC ACCOUNTANTS
10544 ALTON AVE NE
SEATTLE, WA 98125
206.353.5736
INDEPENDENT AUDITOR’ REPORT ON FINANCIAL
STATEMENTS
To the Board of Directors
Altair International, Inc.
We have audited the accompanying balance sheets of Altair International,
Inc. (A Development Stage Company) as of March 31, 2015 and 2014, and the related statements of operations, stockholders’
deficit and cash flows for the periods then ended. These financial statements are the responsibility of the Company’s management.
Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audits in accordance with
the 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. The company
is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included
consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control over
financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable
basis for our opinion.
In our opinion, subject to the following paragraph, the financial statements
referred to above present fairly, in all material respects, the financial position of Altair International, Inc. (A Development
Stage Company) as of March 31, 2015 and 2014 and the results of its operations and cash flows for the periods then ended in conformity
with generally accepted accounting principles in the United States of America.
The accompanying financial statements have been
prepared assuming the Company will continue as a going concern. As discussed in Note #2 to the financial statements, the company
has had significant operating losses; a working capital deficiency and its need for new capital raise substantial doubt about its
ability to continue as a going concern. Management’s plan in regard to these matters is also described in Note #2. The financial
statements do not include any adjustments that might result from the outcome of this uncertainty.
/S/ GILLESPIE & ASSOCIATES, PLLC
Seattle, Washington
July 6, 2015
ALTAIR INTERNATION CORP. |
BALANCE SHEETS |
AUDITED |
| |
| |
|
| |
March 31, 2015 | |
March 31, 2014 |
ASSETS | |
| |
|
Current Assets | |
| |
|
Cash | |
$ | 200 | | |
$ | 7,570 | |
Total current assets | |
| 200 | | |
| 7,570 | |
| |
| | | |
| | |
Other Assets | |
| | | |
| | |
Advances and deposits | |
| 240,000 | | |
| — | |
Sales and distribution licenses | |
| 200,000 | | |
| — | |
Total assets | |
$ | 440,200 | | |
$ | 7,570 | |
| |
| | | |
| | |
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | |
| | | |
| | |
Current Liabilities | |
| | | |
| | |
Accounts payable | |
$ | 14,740 | | |
$ | 2,000 | |
Promissory note | |
| 27,778 | | |
| — | |
Interest payable | |
| 10,000 | | |
| — | |
Derivative liability | |
| 100,002 | | |
| — | |
Loans from shareholder | |
| 353,425 | | |
| 6,400 | |
Total current liabilities | |
| 505,945 | | |
| 8,400 | |
Total Liabilities | |
| 505,945 | | |
| 8,400 | |
| |
| | | |
| | |
Stockholders' Equity (Deficit) | |
| | | |
| | |
Common Stock, $0.001 par value, 75,000,000 shares authorized; 29,645,000 shares issued and outstanding at March 31, 2015 and 2014 | |
| 4,235 | | |
| 4,235 | |
Additional paid-in-capital | |
| 32,556 | | |
| 23,465 | |
Accumulated deficit | |
| (102,536 | ) | |
| (28,530 | ) |
Total stockholders' equity (deficit) | |
| (65,745 | ) | |
| (830 | ) |
Total liabilities and stockholders's equity (deficit) | |
$ | 440,200 | | |
$ | 7,570 | |
| |
| | | |
| | |
| |
| | | |
| | |
The accompanying notes are an integral part of these financial statements |
ALTAIR INTERNATION CORP. |
STATEMENTS OF OPERATIONS |
AUDITED |
| |
| |
|
| |
Year ended | |
Year Ended |
| |
March 31, 2015 | |
March 31, 2014 |
Expenses | |
| | | |
| | |
Total General and Administrative
expenses | |
$ | 27,135 | | |
$ | 28,449 | |
Derivative expense | |
| 9,093 | | |
| — | |
Interest expense | |
| 37,778 | | |
| — | |
| |
| | | |
| | |
Loss before income taxes | |
| (74,006 | ) | |
| (28,449 | ) |
Income taxes | |
| — | | |
| — | |
Net loss | |
$ | (74,006 | ) | |
$ | (28,449 | ) |
| |
| | | |
| | |
Loss per share - Basic
and Diluted | |
$ | (0.002 | ) | |
$ | (0.001 | ) |
Weighted Average Shares - Basic and Diluted | |
| 29,645,000 | | |
| 23,697,016 | |
| |
| | | |
| | |
| |
| | | |
| | |
The accompanying notes are an integral part of these financial statements. |
ALTAIR INTERNATIONAL CORP. |
STATEMENTS OF STOCKHOLDERS' DEFICIT |
AUDITED |
| |
| |
| |
| |
| |
|
| |
| Number of Common Shares | | |
| Amount | | |
| Additional Paid-In-Capital | | |
| Accumulated Deficit | | |
| Total | |
Balance at inception | |
| — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Common shares issued for cash at $0.001 on March 18,
2013 | |
| 3,000,000 | | |
| 3,000 | | |
| — | | |
| | | |
| 3,000 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Net loss for the period ended March 31, 2013 | |
| | | |
| | | |
| | | |
| (81 | ) | |
| (81 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Balance at March 31, 2013 | |
| 3,000,000 | | |
| 3,000 | | |
| — | | |
| (81 | ) | |
| 2,919 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Common shares issued for cash at $0.02 in November and December,
2013 | |
| 1,235,000 | | |
| 1,235 | | |
| 23,465 | | |
| | | |
| 24,700 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Net loss for the year ended March 31, 2014 | |
| | | |
| | | |
| | | |
| (28,449 | ) | |
| (28,449 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Balance at March 31, 2014 | |
| 4,235,000 | | |
| 4,235 | | |
| 23,465 | | |
| (28,530 | ) | |
| (830 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | |
7 for 1 forward stock split effective February 9, 2015 | |
| 25,410,000 | | |
| — | | |
| — | | |
| | | |
| — | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Net loss for the year ended March 31, 2015 | |
| | | |
| | | |
| | | |
| (74,006 | ) | |
| (74,006 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Common shares to be issued with Promissory
Note | |
| | | |
| | | |
| 9,091 | | |
| | | |
| 9,091 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Balance at March 31, 2015 | |
| 29,645,000 | | |
$ | 4,235 | | |
$ | 32,556 | | |
$ | (102,536 | ) | |
$ | (65,745 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
The accompanying notes are an integral part of these financial statements. |
ALTAIR INTERNATION CORP. |
STATEMENTS OF CASH FLOWS |
AUDITED |
| |
| |
|
| |
March 31, 2015 | |
March 31, 2014 |
CASH FLOWS FROM OPERATING ACTIVITIES | |
| | | |
| | |
Net (loss) | |
$ | (74,006 | ) | |
$ | (28,449 | ) |
Adjustments to reconcile net loss to net cash used in operating activities | |
| | | |
| | |
Changes in: | |
| | | |
| | |
Accounts payable | |
| 12,740 | | |
| 2,000 | |
Interest payable | |
| 10,000 | | |
| — | |
Debt discount | |
| 27,780 | | |
| | |
| |
| (23,486 | ) | |
| (26,449 | ) |
| |
| | | |
| | |
CASH FLOWS FOR INVESTING ACTIVITIES | |
| | | |
| | |
Acquisition of distribution and sales license | |
| (200,000 | ) | |
| — | |
Advances and deposits | |
| (240,000 | ) | |
| — | |
| |
| (440,000 | ) | |
| — | |
| |
| | | |
| | |
CASH FLOW FROM FINANCING ACTIVITIES | |
| | | |
| | |
Proceeds from loan from shareholder | |
| 347,025 | | |
| 6,300 | |
Proceeds from Promissory Note | |
| 100,000 | | |
| — | |
Proceeds from issuance of common stock | |
| 9,091 | | |
| 24,700 | |
| |
| 456,116 | | |
| 31,000 | |
| |
| | | |
| | |
NET INCREASE IN CASH AND CASH EQUIVALENTS | |
| (7,370 | ) | |
| 4,551 | |
| |
| | | |
| | |
CASH AND CASH EQUIVALENTS | |
| | | |
| | |
Beginning of year | |
| 7,570 | | |
| 3,019 | |
End of year | |
$ | 200 | | |
$ | 7,570 | |
| |
| | | |
| | |
| |
| | | |
| | |
| |
| | | |
| | |
Supplemental disclosures of cash flow information | |
| | | |
| | |
Taxes paid | |
$ | — | | |
$ | — | |
Interest paid | |
$ | — | | |
$ | — | |
| |
| | | |
| | |
| |
| | | |
| | |
The accompanying notes are an integral part of these financial statements. |
ALTAIR INTERNATIONAL CORP.
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31, 2015
AUDITED
NOTE 1 - ORGANIZATION AND
BUSINESS OPERATIONS
Organization and Description of Business
ALTAIR INTERNATIONAL CORP. (the “Company”) was
incorporated under the laws of the State of Nevada on December 20, 2012. The Company is in the development stage as defined under
Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 915-205 "Development-Stage
Entities.”
The Company has entered into a strategic alliance with Cure
Pharmaceutical Corporation (“CURE”), a California company engaged in the development of oral thin film (“OTF”)
for the delivery of nutraceutical, over-the-counter and prescription products. Currently this alliance is comprised of an Exclusive
License and Distribution Agreement for CURE’s Sildenafil (commonly known as Viagra) Products throughout Asia, Brazil, the
Middle East and Canada while a Joint Venture Agreement for the procurement of converting and packaging equipment specific for oral
thin film products has been proposed through a Letter of Intent. In addition, Altair and Cure have agreed to enter into further
joint ventures or other business relationships for the purpose of completing the development and marketing of additional products,
and for license and distribution agreements for additional Cure products such as aspirin, sleep-aid, topical muscle and joint pain
relief, and electrolytes delivered through OTF or other methods.
The Company had previously planned to commence operations
in the architectural field and to be responsible for the concept architectural vision of future private and public buildings as
well as municipal organized public areas. This plan was abandoned in the 2015 fiscal year in favor of the business operations described
above.
Since inception (December 20, 2012) through March 31, 2015
the Company has not generated any revenue and has accumulated losses of $102,536.
NOTE
2 - GOING CONCERN
The financial statements
have been prepared on a going concern basis, which assumes the Company will be able to realize its assets and discharge its liabilities
in the normal course of business for the foreseeable future. The Company has incurred losses since inception resulting in
an accumulated deficit of $102,536 as of March 31, 2015 and further losses are anticipated in the development of its business raising
substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern
is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its
obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance
operating costs over the next twelve months with existing cash on hand and loans from directors and/or private placement of common
stock.
NOTE 3 - SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES
Basis of Presentation
The accompanying financial statements have been prepared
in accordance with generally accepted accounting principles in the United States of America, and pursuant to the rules and regulations
of the Securities and Exchange Commission (the “SEC”) and reflect all adjustments, consisting of normal recurring adjustments,
which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company
as of and for the years ending March 31, 2015 and 2014.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company
considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents.
The Company's bank accounts are deposited in insured institutions.
The funds are insured up to $250,000. At March 31, 2015 the Company's bank deposits did not exceed the insured amounts.
Basic and Diluted Income (Loss) Per Share
The Company computes loss per share in accordance with “ASC-260”,
“Earnings per Share” which requires presentation of both basic and diluted earnings per share on the face of the statement
of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average
number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares
outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive.
Income Taxes
The Company follows the liability method of accounting for
income taxes. Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences
attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences).
The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that
includes the enactment date.
Fair Value of Financial Instruments
FASB ASC 820 "Fair Value Measurements and Disclosures"
establishes a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. The hierarchy prioritizes
the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.
These tiers include:
Level 1: defined as observable inputs such as quoted prices
in active markets;
Level 2: defined as inputs other than quoted prices
in active markets that are either directly or indirectly observable; and
Level 3: defined as unobservable inputs in which little
or no market data exists, therefore requiring an entity to develop its own assumptions.
The carrying amounts of financial assets and liabilities,
such as cash and accrued liabilities approximate their fair values because of the short maturity of these instruments.
Use of Estimates
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported
amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.
NOTE 4 – PROMISSORY NOTE
On March 6, 2015, the Company executed
a convertible promissory note for $100,000 with Williams Ten, LLC. The note is due in ninety days, has a $10,000 one-time interest
payment due at maturity and requires the issuance of 10,000 shares of common stock. Any unpaid principal and interest at the end
of the term is convertible into shares of common stock at 50% of the average closing price for the ten days prior to the end of
the term of the note. The fair value of the common stock issued was determined to be $9,091 based its fair value relative to the
fair value of the debt issued. This amount has been recorded as a debt discount and will be amortized utilizing the interest method
of accretion over the term of the note. In addition, due to the variable nature of the conversion feature which has no explicit
limit on the number of shares that could be required to be issued, the company bifurcated the conversion feature and accounted
for it as a derivative liability. The Company recorded the derivative liability at its fair value of $100,004 based on the Black
Scholes Merton pricing model and a corresponding debt discount of $90,909 and derivative expense charge of $9,095. As of March
31, 2015, $27,778 of the debt discount has been amortized to interest expense and the Company fair valued the derivative at $100,002
resulting in a small gain on the change in fair value of the derivative. This note is presented net of debt discount of $72,222.
NOTE 5 –
COMMON STOCK
The Company has 75,000,000 common shares authorized with
a par value of $0.001 per share.
During the period December 20, 2012 (inception) to March
31, 2013, the Company sold a total of 3,000,000 shares of common stock for total cash proceeds of $3,000. In November and December
2013, the Company sold a total of 1,235,000 shares of common stock for total cash proceeds of $24,700. During the period December
20, 2012 (inception) to March 31, 2014, the Company sold a total of 4,235,000 shares of common stock for total cash proceeds of
$27,700.
On February 9, 2015, the Company affected a seven for one
forward split of its common stock. As a result of this forward split, the Company had 29,645,000 common shares issued and outstanding
at March 31, 2015.
NOTE 6 – RELATED PARTY TRANSACTIONS
Since inception through March 31, 2015 Directors have loaned
the Company $353,425 to pay for incorporation costs, general and administrative expenses and professional fees, the acquisition
of sales and distribution licenses and advances to Cure Pharmaceutical. As of March 31, 2015, total loan amount was $353,425.
The loan is non-interest bearing, due upon demand and unsecured.
NOTE 7 – SUBSEQUENT EVENTS
The Promissory Note disclosed
in Note 4 was not repaid on June 6, 2015 as required by the terms of the Note and remains outstanding as of July 6, 2015.
In accordance
with ASC 855-10, the Company has analyzed its operations from March 31, 2015 to July 6, 2015 and has determined that it does not
have any further material subsequent events to disclose in these financial statements.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
ITEM 9A(T). CONTROLS AND PROCEDURES
Management’s Report
on Disclosure Controls and Procedures
Our management is responsible for establishing and maintaining
a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that
is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange
Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms.
Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure
that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated
and communicated to the issuer’s management, including its principal executive officer or officers and principal financial
officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
An evaluation was conducted under the supervision and with
the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures
as of March 31, 2015. Based on that evaluation, our management concluded that our disclosure controls and procedures were effective
as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act,
is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. Such officer also confirmed
that there was no change in our internal control over financial reporting during the fiscal year period ended March 31, 2015 that
has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
PART III
Item 10. Directors, Executive Officers, Promoters and
Control Persons of the Company
DIRECTORS AND EXECUTIVE OFFICERS
The name, age and titles of our executive officer and director
is as follows:
|
|
|
|
|
Name and Address of Executive
Officer
and/or Director |
|
Age |
|
Position |
|
|
|
|
|
Alan M. Smith
6501 E. Greenway Pkwy #103-412
Scottsdale, AZ 85254 |
|
64 |
|
President, Treasurer, Secretary and Director
(Principal Executive, Financial and Accounting Officer) |
Effective October 16, 2014, Homero Giovanni
Penaherrera Zavala (“Mr. Zavala”) resigned from his positions as the current President, Chief Executive Officer, Chief
Financial Officer, Secretary, Treasurer and Director of the Company. Mr. Zavala’s resignation was not the result of any
disagreement with the Company on any matter relating to the Company’s operations, policies, practices, or otherwise.
On October 16, 2014, Alan Smith (“Mr.
Smith”) was appointed to serve as the Company’s President, Chief Executive Officer, Chief Financial Officer, Secretary,
Treasurer, and Director of the Company to serve until the next annual meeting or until his successor is duly appointed. On October
16, 2014, Mr. Smith accepted such appointment. Mr. Smith owns 70.83% of the outstanding shares of our common stock.
During the past five years, Alan Smith, as
President and CEO of Avid Management Corporation, has provided independent financial consulting services to a variety of startup
and development stage companies in the technology, resource and consumer products sectors. These services have included corporate
reorganizations and restructuring, the development of internal systems and controls and assistance with financing in both the private
and public markets. On September 25, 2014, Mr. Smith was appointed to act as a Director of Univest Tech, Inc. (UVST), a publicly
held Colorado Corporation. From March to October 2014, Mr. Smith acted as an officer and director of Mountain High Acquisitions
Corp. (MYHI), a publicly held Colorado corporation. Additionally, Mr. Smith has been an active investor in a number of startup
ventures while managing his own personal equity portfolio. Mr. Smith is a Chartered Accountant and has provided audit,
tax and financial consulting services to a wide variety of small to medium sized companies during his 35 year career. During this
period, Mr. Smith became known for his proficiency in negotiating highly advantageous acquisitions, reorganizing operations, improving
efficiencies, and establishing financial controls. The primary focus of Mr. Smith’s career however, has been the successful
restructuring of companies in transition and leading the development of business plans to assist them in procurement of short to
medium term financing, many through public offerings. Mr. Smith obtained his Chartered Accountant designation in 1978
from the Institute of Chartered Accountants of Ontario. He was also a member of the Institute of Chartered Accountants of British
Columbia from 1980 until his retirement in 1999. Additionally, Mr. Smith earned a Master’s Degree in Business Administration
in 1975 from Queen’s University at Kingston, Ontario and a Bachelor of Applied Science (Civil Engineering) in 1973, also
from Queen’s University.
During the past ten years, Mr. Smith
has not been the subject to any of the following events:
1. Any bankruptcy petition filed by
or against any business of which Mr. Smith was a general partner or executive officer either at the time of the bankruptcy or
within two years prior to that time.
2. Any conviction in a criminal proceeding
or being subject to a pending criminal proceeding.
3. An order, judgment, or decree,
not subsequently reversed, suspended or vacated, or any court of competent jurisdiction, permanently or temporarily
enjoining, barring, suspending or otherwise limiting Mr. Smith’s involvement in any type of business,
securities or banking activities.
4. Found by a court of competent jurisdiction
(in a civil action), the Securities and Exchange Commission or the Commodity Future Trading Commission to have violated a federal
or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.
5. Was the subject of any order,
judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or
otherwise limiting for more than 60 days the right to engage in any activity described in paragraph (f)(3)(i) of this section,
or to be associated with persons engaged in any such activity;
6. Was found by a court of competent
jurisdiction in a civil action or by the Commission to have violated any Federal or State securities law, and the judgment in
such civil action or finding by the Commission has not been subsequently reversed, suspended, or vacated;
7. Was the subject of, or a party to,
any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated,
relating to an alleged violation of:
i. Any Federal or State securities
or commodities law or regulation; or
ii.Any law or regulation respecting
financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement
or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order; or
iii Any law or regulation prohibiting
mail or wire fraud or fraud in connection with any business entity; or
8. Was the subject of, or a party to, any sanction
or order, not subsequently reversed, suspended or vacated, of any self-regulatory organization (as defined in Section 3(a)(26)
of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act
(7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its
members or persons associated with a member.
AUDIT COMMITTEE
We do not have an audit committee financial expert.
We do not have an audit committee financial expert because we believe the cost related to retaining a financial expert at this
time is prohibitive. Further, because we have no operations, at the present time, we believe the services of a financial expert
are not warranted.
ITEM 11. EXECUTIVE COMPENSATION
The table below summarizes all compensation awarded
to, earned by, or paid to our executive officers by any person for all services rendered in all capacities to us for the fiscal
period from our incorporation on December 20, 2012 to March 31, 2015.
SUMMARY COMPENSATION TABLE
Summary Compensation Table
|
|
|
|
|
|
|
|
|
|
Name and
Principal
Position |
Year |
Salary
($) |
Bonus
($) |
Stock
Awards
($) |
Option
Awards
($) |
Non-Equity
Incentive Plan
Compensation
($) |
All Other
Compensation
($) |
All Other
Compensation
($) |
Total
($) |
Homero Giovanni Penaherrera Zavala, President, Secretary
and Treasurer
Alan Smith,
President Secretary and Treasurer |
2012
2013
2014
2014
2015 |
-0-
-0-
-0- |
-0-
-0-
-0- |
-0-
-0-
-0- |
-0-
-0-
-0- |
-0-
-0-
-0- |
-0-
-0-
-0- |
-0-
-0-
-0- |
-0-
-0-
-0- |
There are no current employment agreements between the company
and its officer.
As of March 31, 2015, we had no pension plans or compensatory
plans or other arrangements which provide compensation in the event of a termination of employment or a change in our control.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The following table provides certain
information regarding the ownership of our common stock, as of July 6, 2015 and as of the date of the filing of this annual report
by:
|
|
|
|
|
• |
|
each of our executive officers; |
|
• |
|
each director; |
|
• |
|
each person known to us to own more than 5% of our outstanding common stock; and |
|
• |
|
all of our executive officers and directors and as a group. |
|
|
|
|
|
|
|
|
|
Title of Class |
|
Name and Address of
Beneficial Owner |
|
Amount and Nature of
Beneficial Ownership |
|
Percentage |
|
|
|
|
|
|
|
|
|
Common Stock |
|
Alan Smith
6501 E Greenway Pkwy
#103-412
Scottsdale, AZ 95254 |
|
21,000,000 shares of common stock (direct) |
|
|
70.83 |
% |
All officers and directors (1 person) |
|
|
|
21,000,000 shares of common stock |
|
|
70.83 |
% |
The percent of class is based on 29,645,000 shares of common
stock issued and outstanding as of the date of this annual report.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
During the year ended March 31, 2015, we had not entered
into any transactions with our sole officer or director, or persons nominated for these positions, beneficial owners of 5% or more
of our common stock, or family members of these persons wherein the amount involved in the transaction or a series of similar transactions
exceeded the lesser of $120,000 or 1% of the average of our total assets for the last three fiscal years.
During the period from October 14,
2014 to March 31, 2014, a director loaned the Company $353,425. The loan is non-interest bearing, due upon demand and unsecured.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
During the fiscal year ended March 31,
2015, we incurred approximately $7,750 in fees to our principal independent accountants for professional services rendered in
connection with the audit of our financial statements and for the quarterly reviews of our financial statements.
ITEM 15. EXHIBITS
The following exhibits are filed as part of this Annual Report.
Exhibits:
|
|
Number |
Description |
|
|
3.01 |
Articles of Incorporation - Filed with the SEC on July 29, 2013 as part of our Registration Statement on Form S-1. |
3.02 |
Bylaws - Filed with the SEC on July 29, 2013 as part of our Registration Statement on Form S-1. |
31.1 |
Certification of Principal Executive Officer and Principal Financial Officer, pursuant to SEC Rules 13a-14(a) and 15d-14(a), adopted pursuant Section 302 of the Sarbanes Oxley Act of 2002 |
32.1 |
Certification of Chief Executive Officer and Principal Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
101.INS |
XBRL Instance Document |
101.SCH |
XBRL Taxonomy Extension Schema Document |
101.CAL |
XBRL Taxonomy Extension Calculation Linkbase Document |
101.DEF |
XBRL Taxonomy Extension Definition Linkbase Document |
101.LAB |
XBRL Taxonomy Extension Label Linkbase Document |
101.PRE |
XBRL Taxonomy Extension Presentation Linkbase Document |
SIGNATURES
In accordance with the requirements of the Exchange Act,
the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
|
|
ALTAIR INTERNATIONAL CORP. |
Dated:August 12, 2015 |
By: /s/ Alan M.
Smith
Alan M. Smith, Director, President, Secretary and Treasure |
|
|
20 | Page
EXHIBIT 31.1
CERTIFICATION
I, Alan M. Smith, certify that:
1. |
I have reviewed this Annual Report on Form 10-K of Altair International Corp. (the “Company”); |
2. |
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. |
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company as of, and for, the periods presented ire this report; |
4. |
I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have: |
|
a. |
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
|
b. |
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
|
c. |
Evaluated the effectiveness of the Company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
|
d. |
Disclosed in this report any change in the Company’s internal control over financial reporting that occurred during the Company’s most recent fiscal quarter (the Company’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and |
5. |
I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions): |
|
a. |
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company’s ability to record, process, summarize and report financial information; and |
|
b. |
Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting. |
Date: August 12, 2015
|
|
/s/ Alan M. Smith |
|
|
Alan M. Smith |
|
|
Chief Executive Officer
|
EXHIBIT 31.2
CERTIFICATION
I, Alan M. Smith, certify that:
1. |
I have reviewed this Annual Report on Form 10-K of Altair International Corp. (the “Company”); |
2. |
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. |
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company as of, and for, the periods presented ire this report; |
4. |
I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have: |
|
a. |
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
|
b. |
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
|
c. |
Evaluated the effectiveness of the Company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
|
d. |
Disclosed in this report any change in the Company’s internal control over financial reporting that occurred during the Company’s most recent fiscal quarter (the Company’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and |
5. |
I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions): |
|
a. |
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company’s ability to record, process, summarize and report financial information; and |
|
b. |
Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting. |
Date:August 12, 2015
|
|
/s/ Alan M. Smith |
|
|
Alan M. Smith |
|
|
Chief Financial Officer |
EXHIBIT 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY
ACT OF 2002
In connection with the Annual Report of Altair International
Corp. (the “Company”) on Form 10-K for the period ended March 31, 2015, as filed with the Securities and Exchange Commission
on the date hereof (the “Report”), I, Alan M. Smith, Principal Executive Officer of the Company, certify, pursuant
to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
1. |
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
2. |
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
Date: August 12, 2015 |
|
/s/ Alan M. Smith |
|
|
Alan M. Smith |
|
|
Chief Executive Officer |
EXHIBIT 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY
ACT OF 2002
In connection with the Annual Report of Altair International
Corp. (the “Company”) on Form 10-K for the period ended March 31, 2015, as filed with the Securities and Exchange Commission
on the date hereof (the “Report”), I, Alan M. Smith, Principal Financial Officer of the Company, certify, pursuant
to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
1. |
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
2. |
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
Date: August 12, 2015 |
|
/s/ Alan M. Smith |
|
|
Alan M. Smith |
|
|
Chief Financial Officer |
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