The
accompanying notes are an integral part of these financial statements.
NOTES TO FINANCIAL STATEMENTS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER
30, 2022
(Unaudited)
NOTE 1 – ORGANIZATION AND DESCRIPTION
OF BUSINESS
Ridgedale Holdings Inc. (“Ridgedale or the
“Company) f/k/a Uan Power Corp. (“Uan") was incorporated in the State of Nevada on May 8, 2009. Uan completed a reincorporation
of our company in Delaware under the name UAN Power Corp. on November 14, 2011.
Effective September 4, 2014, the Company filed
a Certificate of Amendment of Certificate of Incorporation in Delaware, wherein the Company increased its authorized share capital to
420,000,000 shares of stock which includes 400,000,000 shares of common stock, having a par value of $0.00001 per share and 20,000,000
shares of Preferred Stock, having a par value of $0.00001 per share.
The Company was originally organized to seek opportunities
to manage income producing commercial and residential real estate properties in Florida and the southeastern region of the United States.
The Company’s year-end is June 30th.
Reverse split and name change
On September 27, 2022, the Company changed its
name and effected a net reverse split of shares of the Company’s common stock on a 1-for-1,000 basis (the “Reverse Stock Split”).
All issued and outstanding shares of common stock and the related per share amounts contained in the financial statements have been retroactively
adjusted to reflect this Reverse Stock Split for all periods presented. The par value and authorized shares of common stock were not adjusted
as a result of the Reverse Stock Split. Additionally, the authorized, issued and outstanding shares of preferred stock and their related
per share amount were not adjusted as a result of the Reverse Stock Split.
NOTE 2 – SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES
Basis of Presentation
The accompanying financial statements have been
prepared in accordance with the Financial Accounting Standards Board (“FASB”) “FASB Accounting Standard Codification™”
(the “Codification”) which is the source of authoritative accounting principles recognized by the FASB to be applied
by nongovernmental entities in the preparation of financial statements in conformity with generally accepted accounting principles (“GAAP”)
in the United States.
Going Concern
The accompanying financial statements have been
prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities
in the normal course of business for the twelve-month period following the date of these financial statements. The Company has incurred
operating losses since inception. As of September 30, 2022, the Company had a working capital deficit of $121,188 and an accumulated deficit
of $3,594,449.
Because the Company does not expect that existing
operational cash flow will be sufficient to fund presently anticipated operations, this raises substantial doubt about the Company’s
ability to continue as a going concern. Therefore, the Company will need to raise additional funds and is currently exploring alternative
sources of financing. The Company is currently being funded by Erik Nelson through loans from Coral Investment Partners which he controls.
The Company will be required to continue to require funding until its operations become profitable.
Use of Estimates
The preparation of financial statements in conformity
with US GAAP requires management to make estimates and assumptions that affect the reported amounts of liabilities and disclosure of contingent
assets and liabilities at the date of the financial statements. The most significant estimates relate to income taxes and contingencies.
The Company bases its estimates on historical experience, known or expected trends, and various other assumptions that are believed to
be reasonable given the quality of information available as of the date of these financial statements. The results of these assumptions
provide the basis for making estimates about the carrying amounts of assets and liabilities that are not readily apparent from other sources.
Actual results could differ from these estimates.
Revenue Recognition
On July 1, 2018, the Company adopted Accounting
Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”). Results for reporting
periods beginning after January 1, 2018, are presented under ASC 606. As of and for the year ended June 30, 2021 and the three months
ended September 30, 2022 the financial statements were not impacted due to the application of Topic 606 because the Company had no revenues.
Cash and cash equivalents
The Company considers all highly liquid temporary
cash investments with an original maturity of three months or less to be cash equivalents. On September 30, 2022 and June 30, 2022, the
Company’s cash equivalents totaled $4,507 and $9,146, respectively.
Income taxes
The Company accounts for income taxes under FASB
ASC 740, “Accounting for Income Taxes”. Under FASB ASC 740, deferred tax assets and liabilities are recognized for
the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities
and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be recovered or settled. Under FASB ASC 740, the effect on deferred
tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. FASB ASC 740-10-05,
“Accounting for Uncertainty in Income Taxes” prescribes a recognition threshold and a measurement attribute for the
financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to
be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities.
The amount recognized is measured as the largest
amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement. The Company assesses the validity
of its conclusions regarding uncertain tax positions quarterly to determine if facts or circumstances have arisen that might cause it
to change its judgment regarding the likelihood of a tax position’s sustainability under audit.
Stock-based Compensation
The Company accounts for stock-based compensation
using the fair value method following the guidance outlined in Section 718-10 of the FASB Accounting Standards Codification for disclosure
about Stock-Based Compensation. This section requires a public entity to measure the cost of employee services received in exchange for
an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). That cost will be recognized
over the period during which an employee is required to provide service in exchange for the award- the requisite service period (usually
the vesting period). No compensation cost is recognized for equity instruments for which employees do not render the requisite service.
Net Loss per Share
Net loss per common share is computed by dividing
net loss by the weighted average common shares outstanding during the period as defined by Financial Accounting Standards, ASC Topic 260,
“Earnings per Share.” Basic earnings per common share (“EPS”) calculations are determined by dividing net income
by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are
determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding.
Recent Accounting Pronouncements
In February 2016, the FASB issued ASU No. 2016-02, Leases
(Topic 842), which establishes a new lease accounting model for lessees. The updated guidance requires an entity to recognize assets
and liabilities arising from financing and operating leases, along with additional qualitative and quantitative disclosures. The amended
guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, with early adoption
permitted. In March 2019, the FASB issued ASU 2019-01, Codification Improvements, which clarifies certain aspects of the new lease
standard. The FASB issued ASU 2018-10, Codification Improvements to Topic 842, Leases in July 2018. Also in 2018, the FASB
issued ASU 2018-11, Leases (Topic 842) Targeted Improvements, which provides an optional transition method whereby the new lease
standard is applied at the adoption date and recognized as an adjustment to retained earnings. The amendments have the same effective
date and transition requirements as the new lease standard.
We adopted ASC 842 on July 1, 2020. The adoption
of this guidance did not have any impact on our financial statements.
Stockholders’ Equity
Common stock
The Company has authorized 400,000,000 shares
of Common Stock with a par value of $0.00001.
On September 27, 2022, the Company changed its name and effected a 1 for 1,000 net reverse stock split. As of September 30, 2022 and June 30, 2022 there were 410,000 and 410,000 post-split shares outstanding, respectively.
Preferred stock
On November 20, 2020 the Company filed a certificate
of Designation with the State of Delaware to designate 10,000,000 shares of Series A convertible stock with a par value of $0.00001.
All shares of the Series A Preferred Stock shall
rank (i) senior to the Corporation’s Common Stock and any other class or series of capital stock of the Corporation hereafter created,
(ii) pari passu with any class or series of capital stock of the Corporation hereafter created and specifically ranking, by its terms,
on par with the Series A Preferred Stock and (iii) junior to any class or series of capital stock of the Corporation hereafter created
specifically ranking, by its terms, senior to the Series A Preferred Stock, in each case as to distribution of assets upon liquidation,
dissolution or winding up of the Corporation, whether voluntary or involuntary.
Each share of Series A Preferred Stock is convertible
into 5,000 shares of Common Stock.
On May 7, 2021, the Company signed a subscription
agreement with Coral Investment Partners (“CIP”) whereby CIP purchased 200,000 shares of preferred stock for the price of
$2,000. Additionally, on the same day CIP agreed to purchase cashless 200,000,000 Class A Warrants and 200,000,000 Class B Warrants for
a total price of $2,000, or $0.000005 per warrant. This transaction was valued at $500,000 and recorded as stock-based compensation expense
during year ended June 30, 2021.
Both the Company and Coral Investment Partners
are controlled by Erik Nelson.
As of September 30, 2022 and June 30, 2022 there
were 200,000 shares of Series A Preferred Stock outstanding, respectively.
NOTE 4 – COMMITMENTS AND CONTINGENCIES
The Company did not have any contractual commitments
of September 30, 2022.
NOTE 5 – NOTES PAYABLE-RELATED PARTY
As of September 30, 2022 the Company has a demand
promissory note carrying an interest rate of 24% due to Coral Investment Partners. The principal balance and interest due as of September
30, 2022 and June 30, 2022; was $97,500 and $23,951; and $75,000 and $18,188 respectively.
NOTE 6 – SUBSEQUENT EVENTS
In accordance with FASB ASC 855-10, Subsequent
Events, the Company has analyzed its operations subsequent to September 30, 2022 to the date these consolidated financial statements
were issued and has determined that it does not have any material subsequent events to disclose in these consolidated financial statements.