CAPITAL CORPORATION
−Removed: of March 31, 2018 (Unaudited) and June 30, 2017
−Removed: June 30, 2017
−Removed: March 31, 2018
−Removed: LIABILITIES & EQUITY
+Added: of September 30, 2018 (Unaudited) and June 30, 2018
+Added: Note Payable - Roran, net of debt discount
+Added: Interest Payable
Current Liabilities
−Removed: Accounts Payable
−Removed: Accrued Interest Payable
−Removed: Judgment Payable
−Removed: Accrued Interest Payable –
−Removed: Total Current Liabilities
−Removed: Convertible Note Payable - Roran, net of debt discount
−Removed: Total Liabilities
−Removed: Common Stock, par value $1.00, 10,000,000 shares authorized, 1,915,548 shares issued and outstanding
−Removed: Additional Paid-In Capital
−Removed: Accumulated Deficit
+Added: Stock, par value $1.00, 10,000,000 shares authorized, 1,915,548 shares issued and outstanding
+Added: Paid-In Capital
(28,110,948 )
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(10,688,308 )
−Removed: TOTAL LIABILITIES & EQUITY
+Added: LIABILITIES & EQUITY
the accompanying Notes, which are an integral part of these unaudited Financial Statements
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OF OPERATIONS
−Removed: the Three and Nine Months Ended March 31, 2018 and 2017
−Removed: Three Month Periods Ended
−Removed: Nine Month Periods Ended
−Removed: Interest - Other
−Removed: Realized and Unrealized Loss on Investments
−Removed: Administrative Expenses
−Removed: Interest Expense
−Removed: Total Expense
−Removed: Weighted Average Number of Common Shares Outstanding –
+Added: the Three Months Ended September 30, 2018 and 2017
+Added: Administrative
+Added: Average Number of Common Shares Outstanding –
Basic and Diluted
−Removed: Net Loss Per Share - Basic and Diluted
+Added: Loss Per Share-Basic and Diluted
the accompanying Notes, which are an integral part of these unaudited Financial Statements
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OF CASH FLOWS
−Removed: the Nine Months Ended March 31, 2018 and 2017
−Removed: to reconcile Net Loss to net cash used by operations:
−Removed: on investments
−Removed: in assets and liabilities
+Added: the Three Months Ended September 30, 2018 and 2017
+Added: to reconcile Net Loss to net cash used in operations:
Interest Payable
cash used by Operating Activities
−Removed: from sale of investments
−Removed: cash provided by investing activities
−Removed: from note payable from Roran Capital
+Added: from convertible note payable- from Roran Capital
cash provided by Financing Activities
−Removed: cash increase(decrease) for period
+Added: cash increase for period
at beginning of period
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expended, and has continued to expend, its own funds to maintain the viability of the Company.
−Removed: Company has no assets of any value, and the Company no longer has the SBIC license from the SBA.
−Removed: The Company is clearly no longer
−Removed: operating as a registered investment company under the Investment Company Act.
−Removed: The Company will now seek to either (i) enter into
−Removed: a new business;
−Removed: or, (ii) merge with, or otherwise acquire, an active business which would benefit from operating as a public entity,
−Removed: and has undertaken a search to identify the best possible candidate(s) in order to provide value to the shareholders of the Company.
+Added: Company has no operating assets of any value, and the Company no longer has the SBIC license from the SBA.
+Added: The Company is clearly
+Added: no longer operating as a registered investment company under the Investment Company Act.
+Added: The Company will now seek to either (i)
+Added: enter into a new business;
+Added: or, (ii) merge with, or otherwise acquire, an active business which would benefit from operating as
+Added: a public entity, and has undertaken a search to identify the best possible candidate(s) in order to provide value to the shareholders
+Added: of the Company.
+Added: Company has filed with the SEC an Application pursuant to Section 8(f) of the Investment Company Act of 1940 for an order declaring
+Added: that the Company has ceased to be a registered investment company.
+Added: In response to that filing, the SEC issued to the Company comments
+Added: in a letter dated May 16, 2018.
+Added: The Company responded to those comments with the filing of an Amended Application on June 4, 2018.
+Added: On October 30, 2018, in response to verbal comments from the SEC, the Company filed a Second Amended Application.
+Added: As of the date
+Added: of this Quarterly Statement, the Company has not received any response from the SEC in regard to the Second Amended Application.
accompanying financial statements of our Company have been prepared in accordance with accounting principles generally accepted
in the United States.
−Removed: The Company effectively ceased operations and it has net losses through the date of these financial statements.
−Removed: Our financial statements have been presented on the basis that our business is a going concern, which contemplates the realization
−Removed: of assets and the satisfaction of liabilities in the normal course of business.
−Removed: We are subject to the risks and uncertainties
−Removed: associated with a business with no operating business or assets and no revenue, as well as limitations on our operating capital
−Removed: We have incurred operating losses and negative operating cash flows since the Receivership, and we expect to continue
−Removed: to incur operating losses and negative operating cash flows at least through the near future.
−Removed: Roran Capital LLC (“Roran”),
−Removed: which is a related party to the Company, has agreed to advance our Company funding in order to partially meet our most critical
−Removed: cash requirements and to assist the Company in its efforts to become a current SEC reporting company.
−Removed: For further discussion of
−Removed: the advances made by Roran, see the section titled “Notes Payable”.
−Removed: a result of the aforementioned factors, management has concluded that there is substantial doubt about our ability to continue
−Removed: as a going concern.
−Removed: Our independent registered public accounting firm, in its report on our 2017 financial statements, raised
−Removed: substantial doubt about our ability to continue as a going concern.
−Removed: Our unaudited financial statements as of and for the three
−Removed: and nine months ended March 31, 2018 do not contain any adjustments for this uncertainty.
−Removed: In response to our Company’s cash
−Removed: needs, we raised funding as described in our notes that follow.
−Removed: Any additional amounts raised will be used for our future investing
−Removed: and operating cash flow needs.
−Removed: However, there can be no assurance that we will be successful in raising additional amounts of
+Added: The Company effectively ceased operations and it continues to have net losses through the date of these
+Added: financial statements.
+Added: Our financial statements have been presented on the basis that our business is a going concern, which contemplates
+Added: the realization of assets and the satisfaction of liabilities in the normal course of business.
+Added: We are subject to the risks and
+Added: uncertainties associated with a business with no operating business or assets and no revenue, as well as limitations on our operating
+Added: capital resources.
+Added: We have incurred operating losses and negative operating cash flows since the Receivership, and we expect to
+Added: continue to incur operating losses and negative operating cash flows at least through the near future.
+Added: Roran, which is a related
+Added: party to the Company, has agreed to advance our Company funding in order to partially meet our most critical cash requirements.
+Added: For further discussion of the advances made by Roran, see Notes 4 and 6.
CAPITAL CORPORATION
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Accounting Policies
−Removed: have been no material changes in the Company’s significant accounting policies to those previously disclosed in the 2017
+Added: have been no material changes in the Company’s significant accounting policies to those previously disclosed in the Company’s
2018 Annual Report.
−Removed: Company elected June 30 as its fiscal year-end date.
+Added: Company elected June 30 th as its fiscal year-end date.
of Estimates and Assumptions and Critical Accounting Estimates and Assumptions
preparation of financial statements in conformity with accounting principles generally accepted in the United States of America
−Removed: (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities
−Removed: and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues
−Removed: and expenses during the reporting periods.
+Added: requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure
+Added: of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses
+Added: during the reporting periods.
significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached
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in the instrument.
+Added: CAPITAL CORPORATION
+Added: TO UNAUDITED FINANCIAL STATEMENTS
conversion feature –
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in a discount on the convertible debt (recorded as a component of additional paid in capital).
−Removed: Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure
−Removed: of related party transactions.
−Removed: to section 850-10-20 the related parties include (a) affiliates (“Affiliate”
−Removed: means, with respect to any specified
−Removed: Person, any other Person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under
−Removed: common control with such Person, as such terms are used in and construed under Rule 405 under the Securities Act) of the Company;
−Removed: (b) entities for which investments in their equity securities would be required, absent the election of the fair value option
−Removed: under the Fair Value Option Subsection of section 825–10–15, to be accounted for by the equity method by the investing
+Added: The BCF is amortized into interest
+Added: expense over the life of the related debt.
+Added: Company follows subtopic 850-10 of the FASB Accounting Standards Codification (“ASC”) for the identification of related
+Added: parties and disclosure of related party transactions.
+Added: to ASC 850-10-20 related parties include (a) affiliates (“Affiliate”
+Added: means, with respect to any specified Person,
+Added: any other Person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under common
+Added: control with such Person, as such terms are used in and construed under Rule 405 under the Securities Act) of the Company;
+Added: entities for which investments in their equity securities would be required, absent the election of the fair value option under
+Added: the Fair Value Option Subsection of ASC 825–10–15, to be accounted for by the equity method by the investing entity;
(c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship
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might be prevented from fully pursuing its own separate interests.
−Removed: CAPITAL CORPORATION
−Removed: TO UNAUDITED FINANCIAL STATEMENTS
financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense
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and Contingencies
−Removed: Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies.
−Removed: conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company, but which
−Removed: will only be resolved when one or more future events occur or fail to occur.
−Removed: The Company assesses such contingent liabilities,
−Removed: and such assessment inherently involves an exercise of judgment.
−Removed: In assessing loss contingencies related to legal proceedings
−Removed: that are pending against the Company or un-asserted claims that may result in such proceedings, the Company evaluates the perceived
−Removed: merits of any legal proceedings or un-asserted claims as well as the perceived merits of the amount of relief sought or expected
−Removed: to be sought therein.
+Added: Company follows ASC 450-20 to report accounting for contingencies.
+Added: Certain conditions may exist as of the date the financial statements
+Added: are issued, which may result in a loss to the Company, but which will only be resolved when one or more future events occur or
+Added: fail to occur.
+Added: Management assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment.
+Added: In assessing loss contingencies related to legal proceedings that are pending against the Company or un-asserted claims that may
+Added: result in such proceedings, management evaluates the perceived merits of any legal proceedings or un-asserted claims as well as
+Added: the perceived merits of the amount of relief sought or expected to be sought therein.
the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability
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would be disclosed.
+Added: CAPITAL CORPORATION
+Added: TO UNAUDITED FINANCIAL STATEMENTS
contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would
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Tax Assets and Income Taxes Provision
−Removed: Company adopted the provisions of paragraph 740-10-25-13 of the FASB Accounting Standards Codification.
−Removed: Paragraph 740-10-25-13
−Removed: which addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded
−Removed: in the financial statements.
−Removed: Under paragraph 740-10-25-13, the Company may recognize the tax benefit from an uncertain tax position
−Removed: only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on
−Removed: the technical merits of the position.
−Removed: The tax benefits recognized in the financial statements from such a position should be measured
−Removed: based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement.
−Removed: Paragraph 740-10-25-13 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting
−Removed: in interim periods and requires increased disclosures.
−Removed: The Company had no material adjustments to its liabilities for unrecognized
−Removed: income tax benefits according to the provisions of paragraph 740-10-25-13.
+Added: Company adopted the provisions of ASC 740-10-25-13.
+Added: ASC 740-10-25-13 which addresses the determination of whether tax benefits
+Added: claimed or expected to be claimed on a tax return should be recorded in the financial statements.
+Added: Under ASC 740-10-25-13, the
+Added: Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position
+Added: will be sustained on examination by the taxing authorities, based on the technical merits of the position.
+Added: The tax benefits recognized
+Added: in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty
+Added: percent (50%) likelihood of being realized upon ultimate settlement.
+Added: ASC 740-10-25-13 also provides guidance on de-recognition,
+Added: classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures.
+Added: Company had no material adjustments to its liabilities for unrecognized income tax benefits according to the provisions of ASC
+Added: 740-10-25-13.
estimated future tax effects of temporary differences between the tax basis of assets and liabilities are reported in the accompanying
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taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary.
−Removed: CAPITAL CORPORATION
−Removed: TO UNAUDITED FINANCIAL STATEMENTS
years that remain subject to examination by major tax jurisdictions are generally the prior three (3) years for federal purposes,
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however, potential common shares are excluded if their effect is anti-dilutive.
−Removed: Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent
−Removed: The Company will evaluate subsequent events through the date when the financial statements are issued.
−Removed: Pursuant to ASU
−Removed: 2010-09 of the FASB Accounting Standards Codification, the Company, as an SEC filer, considers its financial statements issued
−Removed: when they are widely distributed to users, such as through filing them on EDGAR.
Issued Accounting Pronouncements
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The Board also decided to consent to the receivership process.
+Added: CAPITAL CORPORATION
+Added: TO UNAUDITED FINANCIAL STATEMENTS
May 28, 2014, with the Company’s consent, the court having jurisdiction over the action filed by the SBA (the “
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June 28, 2017, the Receivership was terminated and a final order entered by the Court provided Roran with control of the Company.
−Removed: As of March 31, 2018 and June 30, 2017, the Company’s outstanding judgment payable totaled $10,427,300, and interest payable
−Removed: totaled $147,569.
+Added: As of June 30, 2018, the Company’s outstanding judgment payable totaled $10,427,300, and interest payable totaled $156,933.
Company’s outstanding judgment payable owed to the SBA was purchased by Roran from the SBA in July 2017.
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due under the outstanding judgment payable are now owed to Roran rather than the SBA.
+Added: Upon purchase, the Company began to accrue
+Added: interest that was due under the original terms of the judgment payable.
+Added: The statutory interest rate is 0.094%.
+Added: The Company has
+Added: accrued $159,299 in interest on the judgment payable as of the period ended September 30, 2018.
September 19, 2017, the Company entered into a Convertible Loan Agreement with Roran (the “Loan Agreement”).
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The Note bears interest at the rate of 12% per annum and is due in 18-months.
−Removed: Roran has the
−Removed: right to convert all or any portion of the Note into shares of the Company’s common stock at a conversion price equal to
−Removed: 60% of the share price.
−Removed: CAPITAL CORPORATION
−Removed: TO UNAUDITED FINANCIAL STATEMENTS
−Removed: As a result of the advance made pursuant to
−Removed: the Loan Agreement, the Company has incurred total obligations of $74,338 as of March 31, 2018.
−Removed: The Company recorded a
−Removed: BCF due the conversion option of $43,464, and the unamortized balance at March 31, 2018 is $32,214.
−Removed: The amount is
−Removed: netted against the note payable balance as a debt discount with the corresponding entry to additional paid-in capital.
−Removed: discount has been amortized as interest expense through the maturity date in March 2019.
+Added: Roran has the right
+Added: to convert all or any portion of the Note into shares of the Company’s common stock at a conversion price equal to 60% of
+Added: the share price.
+Added: a result of the advances made pursuant to the Loan Agreement, the Company has incurred total obligations of $124,338
+Added: as of September 30, 2018.
+Added: The Company recorded a BCF due the conversion option of $76,800, and the unamortized balance
+Added: at September 30, 2018 is $37,699.
+Added: The amount is netted against the note payable balance as a debt discount with the corresponding
+Added: entry to additional paid-in capital.
+Added: The debt discount has been amortized as interest expense through the maturity date in March
4 - INVESTMENTS AND NOTES RECEIVABLE
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and the investments were written down to their estimated net realizable value through recognizing other-than-temporary impairment
−Removed: During the period ended September 30, 2016, the Receiver liquidated the remaining investment assets and recognized a loss
+Added: During the year ended June 30, 2016, the Receiver liquidated the remaining investment assets and recognized a loss of
part of a settlement on an investment, during the year ended June 30, 2016, the Receiver exchanged part of an investment for two
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SBA judgment later in the 2017 fiscal year.
+Added: CAPITAL CORPORATION
+Added: TO UNAUDITED FINANCIAL STATEMENTS
5 - RELATED PARTY TRANSACTIONS
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following amounts were owed to related parties, affiliated with the CEO and Chairman of the Board, at the dates indicated:
−Removed: March 31, 2018
−Removed: Judgment Payable (acquired by Roran from SBA)
−Removed: Accrued Interest on Judgment Payable
−Removed: Convertible Note Payable (Note 3)
−Removed: Accrued Interest
+Added: Payable (acquired by Roran from SBA)
+Added: on Judgment Payable
+Added: Note Payable (See Note 4)
+Added: on Convertible Note Payable
+Added: SUBSEQUENT EVENTS
+Added: Company has evaluated all events that occurred after the balance sheet date through the date when the financial statements were
+Added: issued to determine if they must be reported.
MANAGEMENT’S
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except as required by law.
−Removed: following discussion of the results of operations for the three and nine months ended March 31, 2018 and 2017, respectively,
−Removed: should be read in conjunction with our financial statements and the notes to those financial statements that are included elsewhere
−Removed: in this Quarterly Report on Form 10-Q.
−Removed: Our discussion includes forward-looking statements based upon current expectations that
−Removed: involve risks and uncertainties, such as our plans, objectives, expectations and intentions.
−Removed: Actual results and the timing of
−Removed: events could differ materially from those anticipated in these forward-looking statements because of a number of factors.
−Removed: An investment
−Removed: in our common stock involves a high degree of risk.
−Removed: Readers of this Quarterly Report on Form 10-Q should carefully consider the
−Removed: risks set forth in the Risk Factors and Business sections of our Annual Report on Form 10-K for the year ended June 30, 2017,
−Removed: filed with the SEC on April 12, 2018.
−Removed: The forward-looking statements specified in the following information have been compiled
−Removed: by our management on the basis of assumptions made by management and considered by management to be reasonable.
+Added: following discussion of the results of operations for the three months ended September 30, 2018 and 2017, respectively, should
+Added: be read in conjunction with our financial statements and the notes to those financial statements that are included elsewhere in
+Added: this Quarterly Report on Form 10-Q.
+Added: Our discussion includes forward-looking statements based upon current expectations that involve
+Added: risks and uncertainties, such as our plans, objectives, expectations and intentions.
+Added: Actual results and the timing of events could
+Added: differ materially from those anticipated in these forward-looking statements because of a number of factors.
+Added: An investment in
+Added: our common stock involves a high degree of risk.
+Added: Readers of this Quarterly Report on Form 10-Q should carefully consider the risks
+Added: set forth in the Risk Factors and Business sections of our Annual Report on Form 10-K for the year ended June 30, 2018, filed
+Added: with the SEC on September 5, 2018.
+Added: The forward-looking statements specified in the following information have been compiled by
+Added: our management on the basis of assumptions made by management and considered by management to be reasonable.
Our future operating
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Prior to the filing of that 10-K,
−Removed: the Company filed with the SEC an Application pursuant to Section 8(f) of the Investment Company Act of 1940 for an order declaring
−Removed: that the Company has ceased to be a registered investment company.
−Removed: Accounting Pronouncements
+Added: on January 18, 2018 the Company filed with the SEC an Application pursuant to Section 8(f) of the Investment Company Act of 1940
+Added: for an order declaring that the Company has ceased to be a registered investment company.
+Added: In response to that filing, the SEC
+Added: issued to the Company comments in a letter dated May 16, 2018.
+Added: The Company responded to those comments with the filing of an Amended
+Added: Application on June 4, 2018.
+Added: On October 30, 2018, in response to verbal comments from the SEC, the Company filed a Second Amended
+Added: As of the date of this Quarterly Statement, the Company has not received any response from the SEC in regard to the
+Added: Second Amended Application.
time-to-time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”), or other
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results could differ from those estimates.
−Removed: our significant accounting policies are referenced in Note 2 of our annual financial statements included in this Quarterly
−Removed: Report, we believe the following accounting policies to be critical to the judgments and estimates used in the preparation of
−Removed: our financial statements:
+Added: our significant accounting policies are described in more detail in Note 2 of our quarterly financial statements included in this
+Added: Quarterly Report, we believe the following accounting policies to be critical to the judgments and estimates used in the preparation
+Added: of our financial statements:
as a Going Concern
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there is substantial doubt about our ability to continue as a going concern.
−Removed: Company recognizes revenues when persuasive evidence of an arrangement exists;
−Removed: delivery has occurred;
−Removed: price is fixed or determinable;
−Removed: and, collectability of the related receivable is reasonably assured.
−Removed: The Company follows the provisions of ASC 605, “Revenue
−Removed: Recognition”, which includes the guidelines of Staff Accounting Bulletin No.
Financial Instruments
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date, resulting in a discount on the convertible debt (recorded as a component of additional paid in capital).
+Added: Value of Financial Instruments
+Added: Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial
+Added: instruments and has adopted paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”)
+Added: to measure the fair value of its financial instruments.
+Added: Paragraph 820-10-35-37 establishes a framework for measuring fair value
+Added: in accounting principles generally accepted in the United States of America (U.S.
+Added: GAAP), and expands disclosures about fair value
+Added: measurements.
+Added: To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37
+Added: establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three
+Added: (3) broad levels.
+Added: The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:
+Added: market prices available in active markets for identical assets or liabilities as of the reporting date.
+Added: inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable
+Added: as of the reporting date.
+Added: inputs that are generally unobservable inputs and not corroborated by market data.
+Added: assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or
+Added: similar techniques and at least one significant model assumption or input is unobservable.
+Added: fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities
+Added: and the lowest priority to unobservable inputs.
+Added: If the inputs used to measure the financial assets and liabilities fall within
+Added: more than one level described above, the categorization is based on the lowest level input that is significant to the fair value
+Added: measurement of the instrument.
+Added: involving related parties cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of
+Added: competitive, free-market dealings may not exist.
+Added: Representations about transactions with related parties, if made, shall not imply
+Added: that the related party transactions were consummated on terms equivalent to those that prevail in arm’s-length transactions
+Added: unless such representations can be substantiated.
Tax Assets and Income Taxes Provision
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of a public or private offering, among other factors.
−Removed: of the Three Months Ended March 31, 2018 and 2017
−Removed: the three months ended March 31, 2018 and March 31, 2017, respectively, the Company did not have any operations and therefore
+Added: of Three Months Ended September 30, 2018 And 2017
+Added: the three months ended September 30, 2018 and September 30, 2017, respectively, the Company did not have any operations and therefore
there were no revenues.
−Removed: Expenses were limited to maintaining the Company in good standing and becoming current in its filing obligations
−Removed: with the SEC.
−Removed: Administrative
−Removed: Professional fees totaled
−Removed: $25,842 for the three months ended March 31, 2018 compared to $66,001 for the three months ended March
−Removed: The decrease of $40,159 was primarily due to less activity in the current period as the prior comparable period
−Removed: was under the control of the Receiver and the Company was still in the process of liquidating its investments.
−Removed: We reported a net loss
−Removed: of $35,358 during the three months ended March 31, 2018 compared to a net loss of $66,001 in the comparable period
−Removed: The decrease was due to no investment activity.
−Removed: of the Nine Months Ended March 31, 2018 and 2017
−Removed: the nine months ended March 31, 2018 and March 31, 2017, respectively, the Company did not have any operations and therefore there
−Removed: were no revenues.
−Removed: Expenses during the nine months ended March 31, 2017 were limited to the Company liquidating its assets through
−Removed: the Receivership.
−Removed: Expenses during the same period ended March 31, 2018 were limited to maintaining the Company in good standing
−Removed: and becoming current in its filing obligations with the SEC.
−Removed: and Unrealized Loss on Investments
−Removed: During the nine months
−Removed: ended March 31, 2018, the Company had no remaining investment assets and therefore did not have any gain or loss activity.
−Removed: the comparable prior period ended March 31, 2017, the Company liquidated its remaining investment assets under the Receivership
−Removed: and recognized losses of $100,425.
+Added: Expenses were limited to maintaining the Company in good standing and staying and becoming current, respectively,
+Added: in its filing obligations with the SEC.
Administrative
−Removed: Professional fees totaled $69,593 for
−Removed: the nine months ended March 31, 2018 compared to $162,633 for the nine months ended March 31, 2017.
−Removed: The decrease of $93,040
−Removed: was primarily due to less activity in the current period as the prior comparable period was under the control of the Receiver
−Removed: and the Company was still in the process of liquidating its investments.
−Removed: We reported a net loss of $83,757 during
−Removed: the nine months ended March 31, 2018 compared to a net loss of $263,058 in the comparable period of 2017.
−Removed: was primarily due to no investment activity in the current period.
+Added: fees totaled $8,223 for the three months ended September 30, 2018 compared to $24,761 for the three months ended
+Added: September 30, 2017.
+Added: The decrease of $16,538 was primarily due to less activity in the current period as the prior comparable
+Added: period required more work to bring the Company current in its SEC filings.
+Added: expense totaled $21,165 for the three months ended September 30, 2018 compared to $601 for the three months ended September 30,
+Added: The increase of $20,564 was primarily due to an increase in borrowing under the convertible loan facility, as discussed
+Added: reported a net loss of $29,389 during the three months ended September 30, 2018 compared to a net loss of $25,363
+Added: in the comparable period of 2017.
+Added: The increase was due to higher interest expenses.
and Capital Resources
−Removed: have incurred recurring operating losses and negative operating cash flows in 2017 and through March 31, 2018, and we expect to
−Removed: continue to incur operating losses and negative operating cash flows at least through the near future.
+Added: have incurred recurring operating losses and negative operating cash flows in 2018 and through September 30, 2018, and we expect
+Added: to continue to incur operating losses and negative operating cash flows at least through the near future.
We have obtained funding
−Removed: through a convertible loan facility of up to $150,000 in order to partially meet our most critical cash requirements, and of
−Removed: this amount, we have drawn $74,338 as of March 31, 2018.
+Added: through a convertible loan facility of up to $150,000 in order to partially meet our most critical cash requirements, and of this
+Added: amount, we have drawn approximately $125,000 as of September 30, 2018.
+Added: Amounts due under the loan facility are payable
+Added: in March 2019.
a result of the aforementioned factors, management has concluded that there is substantial doubt about our ability to continue
3 unchanged sentences
Our financial statements as of and for the three months ended
−Removed: March 31, 2018 do not contain any adjustments for this uncertainty.
−Removed: In response to our Company’s cash needs, we raised funding
−Removed: as described in our financial statements.
−Removed: Any additional amounts raised will be used for our future investing and operating cash
+Added: September 30, 2018 do not contain any adjustments for this uncertainty.
+Added: In response to our Company’s cash needs, we raised
+Added: funding as described in our financial statements.
+Added: Any additional amounts raised will be used for our future investing and operating
+Added: cash flow needs.
However, there can be no assurance that we will be successful in raising additional amounts of financing.
24 unchanged sentences
portion of his time to our affairs on a part-time or as-needed basis.
−Removed: No regular compensation has, in the past, nor is anticipated
−Removed: in the future, to be paid to any officer or director in their capacities as such.
−Removed: We do not anticipate hiring any full-time employees
−Removed: as long as we are seeking and evaluating Business Targets.
−Removed: March 31, 2018, we had only $7,590 cash on hand.
+Added: No compensation has been paid to Mr.
+Added: for his services as an officer and director.
+Added: We do not anticipate hiring any full-time employees as long as we are seeking
+Added: and evaluating Business Targets.
+Added: September 30, 2018, we had only $17,650 cash on hand.
Since we have no revenue or plans to generate any revenue, we will be dependent
6 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.