Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
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.
GENERAL
We were incorporated in the State of Nevada on April 16, 2018. In December 2020, we acquired several gold mining claims in Canada as we have switched our focus to the mining industry. We plan to begin exploration on the properties later in 2021.
EMPLOYEES AND EMPLOYMENT AGREEMENTS
At present, we have no employees other than our officer and director. We presently do not have pension, health, annuity, insurance, stock options, profit sharing or similar benefit plans; however, we may adopt such plans in the future. There are presently no personal benefits available to any officers, directors or employees.
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.
The following summary of our operations should be read in conjunction with our unaudited condensed financial statements for the six months ended October 31, 2020 and 2019, which are included herein.
Three Months Ended October 31, 2020 and 2019
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Three Months Ended
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October 31,
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Changes
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2020
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2019
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Amount
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%
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|
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|
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Operating Expenses
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$
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4,421
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$
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5,747
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$
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(1,326
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)
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(23
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)%
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Other income (expenses)
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25,208
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(263
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)
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25,471
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(9685
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)%
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Net Income (Loss)
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$
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20,787
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$
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(6,010
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)
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$
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24,145
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|
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(402
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)%
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During the three months ended October 31, 2020 and 2019, the Company did not earn any revenue.
Net income for the three months ended October 31, 2020 was $20,787 compared to net loss of $6,010 for the three months ended October 31, 2019. The increase in net income during the three months ended October 31, 2020 was due to an increase in other income of $25,471 in relation to forgiveness of long term debt and accrued interest.
Six Months Ended October 31, 2020 and 2019
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Six Months Ended
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October 31,
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Changes
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2020
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2019
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Amount
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%
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Operating expenses
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$
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(7,082
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)
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$
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(8,330
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)
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$
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1,248
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|
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(15
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)%
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Other income (expenses)
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29,130
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(525
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)
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29,655
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|
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(5649
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)%
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Net Income (Loss)
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$
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22,048
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$
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(8,855
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)
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$
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30,903
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(349
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)%
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During the six months ended October 31, 2020 and 2019, the Company did not earn any revenue.
Net income for the six months ended October 31, 2020 was $22,048 compared to net loss of $8,855 for the six months ended October 31, 2019. The increase in net income during the six months ended October 31, 2020 was due to an increase in other income of $29,655 in relation to forgiveness of long term debt and accrued interest.
Liquidity and Capital Resources
Working Capital
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As of
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As of
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October 31,
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April 30,
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Changes
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2020
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2020
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Amount
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%
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Current Assets
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$
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-
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$
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-
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$
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-
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Current Liabilities
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$
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53,867
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$
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75,915
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$
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(22,048
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)
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(29
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)%
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Working Capital Deficiency
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$
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(53,867
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)
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$
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(75,915
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)
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$
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22,048
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(29
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)%
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Our total current liabilities as of October 31, 2020 were $53,867 as compared to total current liabilities of $75,915 as of April 30, 2020. Our working capital deficiency as of October 31, 2020 was $53,867 as compared to our working capital deficiency of $75,915 as of April 30, 2020. The decrease in current liabilities and working capital deficiency were primarily due to forgiveness of long-term debts and accrued interest of $7,096 and forgiveness of loan from the Company’s former director of $22,482.
Cash Flows
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Six Months Ended
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October 31,
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Changes
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2020
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2019
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Amount
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%
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Cash flows used in operating activities
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$
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(4,223
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)
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$
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(6,198
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)
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$
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1,975
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|
|
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-
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Cash flows provided by financing activities
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4,223
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|
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6,198
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(1,975
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)
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-
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Net changes in cash
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$
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-
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$
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-
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$
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-
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-
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Cash Flows from Operating Activities
Net cash used in operating activities was $4,223 for the six months ended October 31, 2020 compared with $6,198 used in operating activities during the six months ended October 31, 2019.
During the six months ended October 31, 2020, the net cash used in operating activities was attributed to net income of $22,048, decreased by forgiveness of loans and accrued interest of 29,578 and increased by an increase in accounts payable and accrued liabilities of $2,859 and an increase in accrued interest of $448.
During the six months ended October 31, 2019, the net cash used in operating activities was attributed to net loss of $8,855, decreased by an increase in accounts payable and accrued liabilities of $2,132 and an increase in accrued interest of $525.
Cash Flows from Investing Activities
We have not generated cash flow from investing activities for the six months ended October 31, 2020 and 2019.
Cash Flows from Financing Activities
During the six months ended October 31, 2020, net cash from financing activities was $4,223 derived from advancement from director compared to $6,198 during the six months ended October 31, 2019.
Going Concern
The Company’s financial statements have been prepared assuming that it will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business.
As reflected in the financial statements, the Company had an accumulated deficit of $87,640, and working capital deficit of $53,867 at October 31, 2020.
The Company is attempting to commence operations and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support the Company’s daily operations. Management intends to raise additional funds by way of a private or public offering. While the Company believes in the viability of its strategy to commence operations and generate sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds by way of a public or private offering.
The financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
Plan of Operation and Funding
We expect that working capital requirements will continue to be funded through a combination of our existing funds 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 software; (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.
Contractual Obligations
As a “smaller reporting company”, we are not required to provide tabular disclosure obligations.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.
Critical Accounting Policies
The preparation of financial statements in accounting principles generally accepted in the United States of America 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 of the financial statements and the reported amounts of revenues and expenses during the reporting period. A change in managements’ estimates or assumptions could have a material impact on our financial condition and results of operations during the period in which such changes occurred. Actual results could differ from those estimates. Our financial statements reflect all adjustments that management believes are necessary for the fair presentation of their financial condition and results of operations for the periods presented.
Recent Accounting Pronouncements
Management has considered all recent accounting pronouncements issued. Our company’s management believes that these recent pronouncements will not have a material effect on our financial statements.