ARTELO BIOSCIENCES, INC. - Quarter Report: 2015 November (Form 10-Q)

Nevada		33-1220924
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

Large accelerated filer [  ]		Accelerated filer [  ]
Non-accelerated filer [  ] (Do not check if a smaller reporting company)		Smaller reporting company [X]

KNIGHT KNOX DEVELOPMENT CORP.

Form 10-Q

 

		Page
Part I	FINANCIAL INFORMATION	3
Item 1.	Unaudited Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	10
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	12
Item 4.	Controls and Procedures	13
Part II.	OTHER INFORMATION	14
Item 1.	Legal Proceedings.	14
Item 1A.	Risk Factors.	14
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	14
Item 3.	Defaults Upon Senior Securities.	14
Item 4.	Mine Safety Disclosures.	14
Item 5.	Other Information	14
Item 6.	Exhibits	14
	Signatures	15

 

PART I – FINANCIAL INFORMATION

The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's Form 10-K filed with the SEC on December 11, 2015. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the periods presented have been reflected herein. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year ending August 31, 2016.

KNIGHT KNOX DELVELOPMENT CORP.

INDEX TO INTERIM FINANCIAL STATEMENTS

November 30, 2015

 

	Page
Balance Sheets as of November 30, 2015 (Unaudited) and August 31, 2015	4
Statements of Operations for the Three Months Ended November 30, 2015 and 2014 (Unaudited)	5
Statements of Cash Flows for the Three Months Ended November 30, 2015 and 2014 (Unaudited)	6
Notes to the Interim Financial Statements (Unaudited)	7

 

 

KNIGHT KNOX DEVELOPMENT CORP.

Balance Sheets

 

		November 30,				August 31,
		2015				2015
		(Unaudited)
ASSETS
Current Assets
Cash		$	3,971			$	17,029
Total current assets			3,971				17,029
Total Assets		$	3,971			$	17,029
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued liabilities		$	2,700			$	1,739
Due to related party			600				-
Total current liabilities			3,300				1,739
Total Liabilities		$	3,300			$	1,739
Stockholders' Equity
Common stock, $0.001 par value; 75,000,000 shares authorized;
7,640,000 issued and outstanding, respectively			7,640				7,640
Subscription receivable			-				(600	)
Additional paid-in capital			38,760				38,760
Accumulated deficit			(45,729	)			(30,510	)
Total stockholders' equity			671				15,290
Total Liabilities and Stockholders' Equity		$	3,971			$	17,029

 

The accompanying notes are an integral part of these unaudited financial statements.

 

 

The accompanying notes are an integral part of these unaudited financial statements.

		Three months ended
		November 30,
		2015				2014
Cash flows from operating activities:
Net loss		$	(15,219	)		$	(2,000	)
Adjustments to reconcile net loss to net
cash used in operating activities:
Changes in assets and liabilities:
Accounts payable and accrued liabilities			961				1,500
Net cash used in operating activities			(14,258	)			(500	)
Cash flows from investing activities:
Net cash used in investing activities			-				-
Cash flows from financing activities:
Collection from share subscription receivable			600				-
Advance from shareholder			600				-
Net cash provided by financing activities			1,200				-
Net decrease in cash and cash equivalents			(13,058	)			(500	)
Cash and cash equivalents at beginning of period			17,029				14,731
Cash and cash equivalents at end of period		$	3,971			$	14,231
Supplemental disclosure of cash flow information:
Cash paid during the period for interest		$	-			$	-
Cash paid during the period for tax		$	-			$	-
Non-cash financing and investing activities:
Share subscription receivable		$	-			$	-

 

KNIGHT KNOX DEVELOPMENT CORP.

Notes to the Interim Financial Statements

For the Three Months Ended November 30, 2015

(Unaudited)

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

KNIGHT KNOX DEVELOPMENT CORP. (the "Company") is a Nevada corporation incorporated on May 2, 2011.  It is based in London, England.  The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America, and the Company's fiscal year end is August 31.

The Company intends to develop and operate an auction site where businesses and the general public can post their products and services for sale. To date, the Company's activities have been limited to its formation and the raising of equity capital.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The Company prepares its financial statements in accordance with rules and regulations of the Securities and Exchange Commission ("SEC") and accounting principles generally accepted ("GAAP") in the United States of America. The accompanying interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the Company's opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended November 30, 2015 are not necessarily indicative of the results for the full years. While management of the Company believes that the disclosures presented herein are adequate and not misleading, these interim financial statements should be read in conjunction with the audited financial statements and the footnotes thereto for the year ended August 31, 2015 contained in the Company’s Form 10-K filed on December 11, 2015.

NOTE 3 - GOING CONCERN

The Company's financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business.  The Company has not established an ongoing source of revenues sufficient to cover its operating cost, and requires additional capital to commence its operating plan.  The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable.  If the Company is unable to obtain adequate capital, it could be forced to cease operations.  These factors raise substantial doubt about its ability to continue as a going concern.

In order to continue as a going concern, the Company will need, among other things, additional capital resources.  Management's plan to obtain such resources for the Company include: sales of equity instruments; traditional financing, such as loans; and obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses.  However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans.

There is no assurance that the Company will be able to obtain sufficient additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to the Company.  In addition, profitability will ultimately depend upon the level of revenues received from business operations.  However, there is no assurance that the Company will attain profitability. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business.  During the three months ended November 30, 2015, the Company has a net loss from operations of $15,219. As at November 30, 2015, the Company had an accumulated deficit of $45,729 and has earned no revenues since inception.  The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ending August 31, 2016.

NOTE 4 - EQUITY

Authorized Stock

The Company has authorized 75,000,000 common shares with a par value of $0.001 per share.  Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought.

Common Shares

During the three months ended November 30, 2015, $600 subscription receivable was collected.

Preferred shares

No preferred shares have been authorized or issued.

Stock Options and Warrants

The Company has no stock option plan, warrants or other dilutive securities.

 

NOTE 5 – RELATED PARTY TRANSACTIONS

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

 

Forward-Looking Statements

 

Except for historical information, this report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.  Such forward-looking statements involve risks and uncertainties, including, among other things, statements regarding our business strategy, future revenues and anticipated costs and expenses.  Such forward-looking statements include, among others, those statements including the words “expects,” “anticipates,” “intends,” “believes” and similar language.  Our actual results may differ significantly from those projected in the forward-looking statements.  Factors that might cause or contribute to such differences include, but are not limited to, those discussed herein as well as in the “Risk Factors” section in our Registration Statement on Form 10-K, as filed on December 11, 2015. You should carefully review the risks described in our Registration Statement and in other documents we file from time to time with the Securities and Exchange Commission.  You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report.  We undertake no obligation to publicly release any revisions to the forward-looking statements or reflect events or circumstances after the date of this document.

 

Although we believe that the expectations reflected in these forward-looking statements are based on reasonable assumptions, there are a number of risks and uncertainties that could cause actual results to differ materially from such forward-looking statements.

 

 

Our unaudited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.

 

Overview

Knight Knox Development Corp. (the “Company”), was incorporated in the State of Nevada on May 2, 2011.  Knight Knox is an e-commerce development stage company that intends to operate a fully functional auction site where customers can register for an account and sell and purchase goods and services. The Company owns and will utilize the domain www.offeritnow.com to offer these services.  The site will also contain a classified section where customers can advertise items for sale.

Our business and corporate address is Kemp House, City Road, London, England EC1V 2NX.  Our telephone number is 800-902-278 and our registered agent for service of process is Robert C. Harris, 564 Wedge Lane, Fernley, NV 89408.  Our fiscal year end is August 31.

We are a development stage company and have commenced only minimal business operations and have not generated any revenues. We have been issued a "going concern" opinion by our auditor, based upon our reliance on the sale of our common stock as the sole source of funds for our current operations.

Results of Operations

The following summary of our results of operations, for the three months ended November 30, 2015 and 2014, should be read in conjunction with our interim financial statements, as included in this Form 10-Q and our audited financial statements for the year ended August 31, 2015, as included in Form 10-K filed with the SEC on December 11, 2015.

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, but we cannot guarantee that we will be able to achieve same.

The following table provides selected financial data about our company as of November 30, 2015 and August 31, 2015.

 

Balance Sheet Data

		November 30,				August 31,
		2015				2015
Cash		$	3,971			$	17,029
Total Assets		$	3,971			$	17,029
Total Liabilities		$	3,300			$	1,739
Stockholders' Equity		$	6711			$	15,290

We have not generated any revenues since inception through November 30, 2015. The decrease in cash was primarily due to cash used in operating expenses.

For the Three Months Ended November 30, 2015 Compared to the Three Months Ended November 30, 2014

		Three Months Ended
		November 30,
		2015				2014
Revenue		$	-			$	-
Operating Expenses
General and administrative expenses			609				-
Professional fees			14,610				2,000
Total Operating Expenses			15,219				2,000
Loss from Operations			(15,219	)			(2,000	)
Provision for income taxes			-				-
Net Loss		$	(15,219	)		$	(2,000	)

Our operating expenses, for the three months ended November 30, 2015 were $15,219 compared to $2,000 for the same period in 2014. The higher operating expenses during the three months ended November 30, 2015 were primarily related to professional fees for the S-1 registration and ongoing regulatory requirements.

Liquidity and Capital Resources

		November 30,				August 31,
		2015				2015
Current Assets		$	3,971			$	17,029
Current Liabilities			3,300				1,739
Working Capital		$	671			$	15,290

		Three Months Ended
		November 30,
		2015				2014
Cash Flows used in operating activities		$	(14,258	)		$	(500	)
Cash Flows used in investing activities			-				-
Cash Flows provided by financing activities			1,200				-
Net decrease in cash during period		$	(13,058	)		$	(500	)

 

 

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