Notes
to the Financial Statements
September
30, 2020
(Unaudited)
The
results for the six months ended September 30, 2020 are not necessarily indicative of the results of operations for the full year.
These financial statements and related footnotes should be read in conjunction with the financial statements and footnotes thereto
included in the Company’s Annual Report on Form 10K for the year ended March 31, 2020, filed with the Securities and Exchange
Commission.
The
accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments
(which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and
cash flows at September 30, 2020 and for the related periods presented have been made.
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’s physical address is 322 North Shore Drive, Building1B, Suite 200, Pittsburgh, PA 15212. The Company is in the
development stage as defined under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification
(“ASC”) 915-205 "Development-Stage Entities.”
Mining
Lease
The
Company is currently engaged in identifying and assessing new business opportunities. In this regard, the Company entered into
a Mining Lease effective August 3, 2020 with Oliver Geoservices LLC (“OGS”)under which the Company received an exclusive
lease to mine certain unpatented lode mining claims known as the Walker Ridge located in Elko Country Nevada for a period of five
years. The lease can be extended for an additional twenty years if certain extension payments are made within the term of the
lease. The Company made an initial payment of $25,000 to secure the lease and is required to make advance royalty payments to
maintain its exclusivity commencing December 1, 2020, starting at $25,000 and increasing in $25,000 increments each year for the
initial five year term to $100,000 as well as issuing common shares to OGS in accordance with the following schedule.
On
or before December 1, 2021
|
500,000
common shares
|
On
or before December 1, 2022
|
500,000
common shares
|
On
or before December 1, 2023
|
750,000
common shares
|
On
or before December 1, 2024
|
750,000
common shares
|
In
addition, a 3% net smelter fee royalty is payable on all mineral production from the leased property. The foregoing description
of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement which was filed
as Exhibit 1.01 to a Form 8-K dated August 14, 2020.
The
Company had previously planned to enter into license and distribution agreements for oral thin film nutraceutical products. This
plan was abandoned in the 2017 fiscal year as the Company was unable to obtain the working capital required to bring the products
to market.
Since
inception (December 20, 2012) through September 30, 2020, the Company has not generated any revenue and has accumulated losses
of $1,043,770.
In
management’s opinion all adjustments necessary for a fair statement of the results for the interim periods have been made,
and that all adjustments have been made to maintain the books in accordance with GAAP. Furthermore, sufficient disclosures have
been made in order to ensure that the interim financial statements will not be misleading.
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 $1,043,770 as of September 30, 2020 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
obtaining 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, loans from
third parties 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 six month periods ending September
30, 2020 and 2019 and year ending March 31, 2020.
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 September 30, 2020 the
Company's bank deposits did not exceed the insured amounts.
Convertible
Promissory Notes
The
Company has issued Promissory Notes with conversion provisions that allow the holder to convert the note into shares of the Company
at a discount. The Company records an expense calculated at the date of issuance based on the amount the note could be converted
into at that time, over and above the note payable.
Mining
Expenses
The
Company records all mining exploration and evaluation costs as expenses in the period in which they are incurred.
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.
Reclassifications
Certain
reclassifications have been made to the prior period financial information to conform to the presentation used in the financial
statements for the six month period September 30, 2020.
NOTE
4 – PROMISSORY NOTES
Williams
Ten, LLC
On
May 11, 2020, the Company issued a convertible note payable to Williams Ten, LLC in the amount of $15,000.
The
note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described
in the table below. At issuance the value of the conversion feature was less than the face amount of the note payable.
At
September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $15,467.
Further
details of the outstanding convertible note as of September 30, 2020 are as follows:
Note
holder
|
Williams
Ten, LLC
|
Original
principal amount
|
$15,000
|
Net
proceeds to the Company
|
$15,000
|
Term
|
12
months
|
Interest
rate
|
8%
computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
|
Security
|
Not
secured
|
Prepayment
rights
|
The
Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
|
Conversion
rights
|
On
notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares
of the Company at a rate of the lesser of (i) $0.25 or (ii) 80% of the lowest closing bid price of the common stock in the
15 days prior to conversion.
|
EROP
Capital, LLC
On
May 13, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of $20,000.
The
note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described
in the table below. The Company recorded an expense of $1,057 which was calculated at issuance (May 13, 2020) based on the amount
the note could be converted into at that time, over and above the note payable.
At
September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $20,614.
Further
details of the outstanding convertible note as of September 30, 2020 are as follows:
Note
holder
|
EROP
Capital, LLC
|
Original
principal amount
|
$20,000
|
Net
proceeds to the Company
|
$20,000
|
Term
|
12
months
|
Interest
rate
|
8%
computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
|
Security
|
Not
secured
|
Prepayment
rights
|
The
Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
|
Conversion
rights
|
On
notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares
of the Company at a rate of the lesser of (i) $0.02 or (ii) 70% of the lowest closing bid over the prior five trading days
prior to conversion.
|
Thirty
05, LLC
On
May 18, 2020, the Company issued a convertible note payable to Thirty 05, LLC in the amount of $17,500.
The
note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described
in the table below. At issuance the value of the conversion feature was less than the face amount of the note payable.
At
September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $18,018.
Further
details of the outstanding convertible note as of September 30, 2020 are as follows:
Note
holder
|
Thirty
05, LLC
|
Original
principal amount
|
$17,500
|
Net
proceeds to the Company
|
$17,500
|
Term
|
12
months
|
Interest
rate
|
8%
computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
|
Security
|
Not
secured
|
Prepayment
rights
|
The
Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
|
Conversion
rights
|
On
notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares
of the Company at a rate of the lesser of (i)$0.25 or 80% of the lowest closing bid price of the common stock in the 15 days
prior to conversion.
|
EROP
Capital, LLC
On
June 5, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of $10,000.
The
Company determined there to be an embedded derivative liability present per the criteria of ASC 815, which requires the elements
of the instrument to be bifurcated. The note has conversion provisions allowing the holder to convert the note into shares of
the Company at a discount, as described in the table below. The Company recorded an expense of $528 which was calculated at issuance
(June 5, 2020) based on the amount the note could be converted into at that time, over and above the note payable.
At
September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $10,256.
Further
details of the outstanding convertible note as of September 30, 2020 are as follows:
Note
holder
|
EROP
Capital LLC
|
Original
principal amount
|
$10,000
|
Net
proceeds to the Company
|
$10,000
|
Term
|
12
months
|
Interest
rate
|
8%
computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
|
Security
|
Not
secured
|
Prepayment
rights
|
The
Company had the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
|
Conversion
rights
|
On
notice, the Note holder had the right to convert all or a portion of the outstanding balance of the Note into common shares
of the Company at a rate of the lesser of (i) $0.02 or 70% of the lowest closing bid over the prior five trading days prior
to conversion.
|
EROP
Capital, LLC
On
July 16, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of $7,500.
The
note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described
in the table below. The Company recorded an expense of $396 which was calculated at issuance (July 16, 2020) based on the amount
the note could be converted into at that time, over and above the note payable.
At
September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $7,651.
Further
details of the outstanding convertible note as of September 30, 2020 are as follows:
Note
holder
|
EROP
Capital, LLC
|
Original
principal amount
|
$7,500
|
Net
proceeds to the Company
|
$7,500
|
Term
|
12
months
|
Interest
rate
|
8%
computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
|
Security
|
Not
secured
|
Prepayment
rights
|
The
Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
|
Conversion
rights
|
On
notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares
of the Company at a rate of the lesser of (i) $0.02 or (ii) 70% of the lowest closing bid over the prior five trading days
prior to conversion.
|
EROP
Capital, LLC
On
August 14, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of $12,500.
The
note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described
in the table below. The Company recorded an expense of $660 which was calculated at issuance (August 14, 2020) based on the amount
the note could be converted into at that time, over and above the note payable.
At
September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $12,629.
Further
details of the outstanding convertible note as of September 30, 2020 are as follows:
Note
holder
|
EROP
Capital, LLC
|
Original
principal amount
|
$12,500
|
Net
proceeds to the Company
|
$12,500
|
Term
|
12
months
|
Interest
rate
|
8%
computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
|
Security
|
Not
secured
|
Prepayment
rights
|
The
Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
|
Conversion
rights
|
On
notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares
of the Company at a rate of the lesser of (i) $0.02 or (ii) 70% of the lowest closing bid over the prior five trading days
prior to conversion.
|
Thirty
05, LLC
On
August 14, 2020, the Company issued a convertible note payable to Thirty 05, LLC in the amount of $12,500.
The
note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described
in the table below. At issuance the value of the conversion feature was less than the face amount of the note payable.
At
September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $12,629.
Further
details of the outstanding convertible note as of September 30, 2020 are as follows:
Note
holder
|
Thirty
05, LLC
|
Original
principal amount
|
$12,500
|
Net
proceeds to the Company
|
$12,500
|
Term
|
12
months
|
Interest
rate
|
8%
computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
|
Security
|
Not
secured
|
Prepayment
rights
|
The
Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
|
Conversion
rights
|
On
notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares
of the Company at a rate of the lesser of (i)$0.25 or 80% of the lowest closing bid price of the common stock in the 15 days
prior to conversion.
|
EROP
Capital, LLC
On
August 27, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of $7,500.
The
note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described
in the table below. The Company recorded an expense of $396 which was calculated at issuance (August 27, 2020) based on the amount
the note could be converted into at that time, over and above the note payable.
At
September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $7,556.
Further
details of the outstanding convertible note as of September 30, 2020 are as follows:
Note
holder
|
EROP
Capital, LLC
|
Original
principal amount
|
$7,500
|
Net
proceeds to the Company
|
$7,500
|
Term
|
12
months
|
Interest
rate
|
8%
computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
|
Security
|
Not
secured
|
Prepayment
rights
|
The
Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
|
Conversion
rights
|
On
notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares
of the Company at a rate of the lesser of (i) $0.02 or (ii) 70% of the lowest closing bid over the prior five trading days
prior to conversion.
|
EROP
Capital, LLC
On
September 30, 2020, the Company issued a convertible note payable to EROP Capital, LLC in the amount of $10,000.
The
note has conversion provisions allowing the holder to convert the note into shares of the Company at a discount, as described
in the table below. At issuance the value of the conversion feature was less than the face amount of the note payable.
At
September 30, 2020 the balance on the outstanding convertible note payable with interest accrued was $10,000.
Further
details of the outstanding convertible note as of September 30, 2020 are as follows:
Note
holder
|
EROP
Capital, LLC
|
Original
principal amount
|
$10,000
|
Net
proceeds to the Company
|
$10,000
|
Term
|
12
months
|
Interest
rate
|
8%
computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
|
Security
|
Not
secured
|
Prepayment
rights
|
The
Company has the right to prepay the Note with ten trading days notice at 125% of the outstanding balance
|
Conversion
rights
|
On
notice, the Note holder has the right to convert all or a portion of the outstanding balance of the Note into common shares
of the Company at a rate of the lesser of (i) $0.25 or (ii) 80% of the lowest closing bid price of the common stock in the
15 days prior to conversion.
|
Byron
Hampton
On
August 24, 2020, the Company issued a promissory note payable to Mr. Byron Hampton in the amount of $9,990. The note has no conversion
provisions.
At
September 30, 2020 the balance on the outstanding note payable with interest accrued was $10,071.
Further
details of the outstanding note as of September 30, 2020 are as follows:
Note
holder
|
Byron
Hampton
|
Original
principal amount
|
$9,990
|
Net
proceeds to the Company
|
$9,990
|
Term
|
12
months
|
Interest
rate
|
8%
computed on the basis of a 360 day year comprised of twelve thirty month days, compounded daily
|
Security
|
Not
secured
|
Prepayment
rights
|
The
Company has the right to prepay the Note without penalty.
|
Conversion
rights
|
There
are no conversion rights.
|
Interest
expense for these notes as of September 30, 2020 and 2019 was $2,400 and $0.
Outstanding
balances on the convertible notes and the promissory note as of September 30, 2020 and 2019 were $124,890 and $0. Furthermore,
the total outstanding derivative liabilities on the convertible notes as of September 30, 2020 and 2019 were $3,037 and $0.
NOTE
5 – COMMON STOCK
The
Company has 2,000,000,000 common shares authorized with a par value of $0.001 per share.
The
Company had 496,732,553 common shares issued and outstanding at March 31, 2020.
During
the three month period ended June 30, 2020, the Company issued 11,000,000 of its common shares in partial settlement of the outstanding
balance of a Promissory Note due to Alan Smith. In addition, the Company issued 4,000,000 common shares to Mr. Leonard Lovallo
for his role as an independent member of the Company’s Board of Directors.
The
Company had 511,732,553 common shares issued and outstanding at June 30, 2020.
During
the three month period ended September 30, 2020, the Company issued 26,000,000 common shares to Mr. Leonard Lovallo for his role
as Chief Executive Office and President of the Company.
The
Company had 537,732,553 common shares issued and outstanding at September 30, 2020.
NOTE
6 – RELATED PARTY TRANSACTIONS
On
September 29, 2017, a Promissory Note (the “Note”) in the principal amount of $45,000 was issued to the Company’s
sole officer and director for loans made to the Company in prior periods. The Note was unsecured and bore interest at 6% per annum.
The Note matured March 31, 2018. On June 29, 2018, the Company made a partial payment of $15,000 on the Note. The balance of the
Note including principal and interest was repaid through a cash payment of $20,000 and the issuance of 11,000,000 common shares
valued at $0.0012 per share in the three month period ended June 30, 2020.
On
April 10, 2018, the Company agreed to pay the sole officer and director of the Company $2,500 per month for a period of 4 months
for the provision of management and financial services. On September 1, 2018, the Company agreed to extend this contract on a
month-to-month basis at the existing rate of $2,500 per month. $22,500 was paid and $5,000 accrued as payable to February 28,
2019 when the agreement was terminated. The payable amount was paid in the three month period ended June 30, 2020.
On
April 29, 2020 the Company entered into a General Services Agreement with Alan Smith, a director and the Company’s sole
officer for the performance of duties of a CEO including the provision of management and financial services. The Agreement commenced
May 1, 2020 and was to remain in full force and effect until December 31, 2010. Under the terms of the Agreement, Alan Smith received
the following compensation:
|
i)
|
A
monthly fee of $2,500;
|
|
ii)
|
Payment
of past fee accruals in cash in the amount $5,000;
|
|
iii)
|
Settlement
of the of the outstanding balance of the Promissory Note due to Alan Smith in the amount
of $30,000 plus accrued interest through the payment of $20,000 in cash and the issuance
of 11,000,000 common shares at $0.0012 per share.
|
On
September 1, 2020 Mr. Smith notified the Company of his need to resign from his positions with the Company for health reasons.
The General Services Agreement was therefore terminated. A new agreement was reached with Mr. Smith whereby he will provide management
and financial consulting services to the Company on a month by month basis at $2,500 per month.
NOTE
7 – SUBSEQUENT EVENTS
In
accordance with ASC 855-10, the Company has analyzed its operations from October 1, 2020 to November 3, 2020 and has determined
that it has no other material subsequent events to disclose in these financial statements.
END
OF NOTES TO FINANCIAL STATEMENTS