BALLY, CORP. - Quarter Report: 2016 March (Form 10-Q)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10–Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2016
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to ________________
Commission file number: 333-192387
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Bally, Corp.
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(Exact name of registrant as specified in its charter)
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Nevada
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80-0917804
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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2620 Regatta Drive, Ste 102, Las Vegas, NV 89128
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(Address of principal executive offices)
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877-284-1041
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(Registrant’s telephone number, including area code)
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(Former name, former address and former fiscal year, if changed since last report)
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [] No [ X]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act (Check one).
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Large accelerated filer [ ]
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Accelerated filer [ ]
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Non-accelerated filer [ ]
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Smaller reporting company [X]
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(Do not check if a smaller reporting company)
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No [ ]
As of April 30, 2016, there were 9,850,000 shares of the issuer’s common stock, par value $0.0001, outstanding.
1
BALLY, CORP.
FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2016
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Page
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Item 1.
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3
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Item 2.
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9
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Item 3.
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11
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Item 4.
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11
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Item 1.
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12
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Item 1A.
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12
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Item 2.
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12
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Item 3.
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13
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Item 4.
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13
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Item 5.
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13
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Item 6.
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14
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15
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BALLY, CORP.
INDEX TO UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED MARCH 31, 2016
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Page
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4
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5
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6
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7
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BALLY, CORP.
(Unaudited)
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March 31,
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September 30,
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2016
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2015
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ASSETS
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Current Assets
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Cash
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$
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-
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$
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-
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Total Current Assets
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-
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-
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Total Assets
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$
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-
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$
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-
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LIABILITIES AND STOCKHOLDERS’ DEFICIT
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Current Liabilities
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Accounts payable and accrued liabilities
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$
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16,755
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$
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13,706
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Due to shareholders
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22,099
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12,199
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Total Current Liabilities
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38,854
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25,905
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Stockholders’ Deficit
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Preferred stock, $0.0001 par value, 20,000,000 shares authorized; 0 shares issued and outstanding
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-
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-
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Common stock, $0.0001 par value, 100,000,000 shares authorized; 9,850,000 shares issued and outstanding
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985
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985
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Additional paid-in capital
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72,515
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72,515
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Accumulated deficit
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(112,354
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)
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(99,405
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)
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Total Stockholders’ Deficit
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(38,854
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)
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(25,905
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)
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Total Liabilities and Stockholders’ Deficit
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$
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-
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$
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-
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The accompanying notes are an integral part of these unaudited financial statements
BALLY, CORP.
(Unaudited)
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Three Months Ended
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Six Months Ended
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March 31,
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March 31,
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2016
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2015
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2016
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2015
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Revenue
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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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-
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Operating Expenses
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General and administrative
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-
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90
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-
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235
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Professional fees
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8,649
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6,000
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12,949
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19,380
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Total operating expenses
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8,649
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6,090
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12,949
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19,615
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Net loss before income tax
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(8,649
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)
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(6,090
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(12,949
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)
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(19,615
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)
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Income tax provision
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-
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-
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-
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-
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Net loss
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$
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(8,649
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)
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$
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(6,090
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)
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$
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(12,949
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)
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$
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(19,615
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)
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Basic and Diluted Loss per Common Share
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$
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(0.00
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)
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$
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(0.00
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)
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$
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(0.00
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)
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$
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(0.00
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)
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Basic and Diluted Weighted Average Number Of Common Shares Outstanding
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9,850,000
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9,850,000
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9,850,000
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9,850,000
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The accompanying notes are an integral part of these unaudited financial statements
BALLY, CORP.
(Unaudited)
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Six Months Ended
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March 31,
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2016
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2015
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Cash Flows from Operating Activities:
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Net loss
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$
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(12,949
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$
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(19,615
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)
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Adjustments to reconcile net loss to
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net cash used in operating activities:
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Changes in operating assets and liabilities:
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Accounts payable and accrued liabilities
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3,049
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(3,800
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)
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Net Cash Used in Operating Activities
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(9,900
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(23,415
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)
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Cash Flows from Investing Activities:
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-
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-
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Cash Flows from Financing Activities:
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Advance from shareholder
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9,900
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11,000
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Proceeds from issuance of common stock
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-
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800
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Net Cash Provided by Financing Activities
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9,900
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11,800
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Net increase (decrease) in cash
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-
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(11,615
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)
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Cash - beginning of period
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-
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12,885
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Cash - end of period
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$
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-
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$
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1,270
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Supplemental Cash Flow Disclosure:
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Interest paid
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$
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-
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$
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-
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Taxes paid
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$
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-
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$
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-
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The accompanying notes are an integral part of these unaudited financial statements
BALLY, CORP.
March 31, 2016
(Unaudited)
NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS
BALLY, CORP. (the “Company”) was incorporated in the State of Nevada on March 13, 2013 and it is based in Mehlon, Ludhiana, Punjab, India. The Company intends to operate as an ecommerce hardware store and we intend to import small farming, household gardening and general small tools directly from manufacturers and market to consumers in the Republic of India. 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 accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of the Company’s management, the accompanying unaudited financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of March 31, 2016 and the results of operations and cash flows for the periods presented. The results of operations for the period ended March 31, 2016 are not necessarily indicative of the operating results for the full fiscal year or any future period. These unaudited financial statements should be read in conjunction with the financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended September 30, 2015 filed with the SEC on January 13, 2016.
Use of estimates
The preparation of financial statements in conformity with GAAP 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 amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Recent Accounting Pronouncements
Management has considered all recent accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.
NOTE 3 - GOING CONCERN AND LIQUIDITY CONSIDERATIONS
The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has not generated any revenues since inception, and has an accumulated deficit of $112,354 since inception. At March 31, 2016, the Company has capital deficiency of $38,854. These factors among others raise substantial doubt about the ability of the Company to continue as a going concern for a reasonable period of time. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.
The continuing operations of the Company are dependent upon its ability to continue to raise adequate financing and to commence profitable operations in the future and repay its liabilities arising from normal business operations as they become due.
NOTE 4 – SHAREHOLDER’S EQUITY
Authorized Stock
The Company has authorized 100,000,000 common shares and 20,000,000 preferred shares, both with a par value of $0.0001 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.
Preferred Share Issuances
There were no preferred shares issued from inception to the period ended March 31, 2016.
Common Share Issuances
As at March 31, 2016 and September 30, 2015, the Company had 9,850,000 shares issued and outstanding.
NOTE 5 – DUE TO SHAREHOLDER
In support of the Company's efforts and cash requirements, it may rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by shareholders or directors. Amounts represent advances or amounts paid in satisfaction of liabilities. The advances were considered temporary in nature and were not formalized by a promissory note.
During the period ended March 31, 2016, the Company's sole officer advanced to the Company an amount of $9,900 by the way of loan. As at March 31, 2016, the Company was obligated to the officer, for an unsecured, non-interest bearing demand loan with a balance of $20,900.
As at March 31, 2016, the Company was obligated to its prior sole officer and director, for a non-interest bearing demand loan with a balance of $1,199. The Company plans to pay the loan back as cash flows become available.
NOTE 6 – SUBSEQUENT EVENTS
Management has evaluated subsequent events through the date these financial statements were available to be issued. Based on our evaluation no material events have occurred that require disclosure.
Forward-Looking Statements
Except for historical information, this report contains forward-looking statements. 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 “Description of Business – Risk Factors” section in our Form S-1 Amendment No. 2, as filed with the SEC on February 28, 2014. You should carefully review the risks described in our Prospectus 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.
All references in this Form 10-Q to the “Company,” “Bally,” “we,” “us,” or “our” are to Bally, Corp.
Corporate Overview
We were incorporated under the laws of the state of Nevada on March 13, 2013 and we intend to import small farming, household gardening and general small tools directly from manufacturers and market to consumers in the Republic of India. We plan to market via our website: http://www.ballycorp.com and sell these products directly to end users through our website.
Our fiscal year end is September 30. Our business address is 2620 Regatta Dr., Suite 102, Las Vegas, NV 89128. Our telephone number is 1-877-284-1041.
Results of Operations
We have generated no revenues since inception and have an accumulative deficit of $112,354 through March 31, 2016.
Three months ended March 31, 2016 and 2015
For the three months ended March 31, 2016, we incurred $0 in general and administrative expenses and $8,649 in professional fees, resulting in an operating and net loss of $8,649 compared to $90 in general administrative expenses and $6,000 in professional fees for the three months ended March 31, 2015, resulting in an operating and net loss of $6,090. The Company’s professional fees were primarily related to compliance with ongoing regulatory expenses.
Six months ended March 31, 2016 and 2015
For the six months ended March 31, 2016, we incurred $0 in general and administrative expenses and $12,949 in professional fees, resulting in an operating and net loss of $12,949 compared to $235 in general administrative expenses and $19,380 in professional fees for the six months ended March 31, 2015, resulting in an operating and net loss of $19,615. The decrease in operating expenses was primarily due to a reduction in the Company’s operations during the current period.
Liquidity and Capital Resources
Currently we do not have sufficient capital to fund our operations and business development for the next 12 months.
To date we have not developed our business and principal plan of operations and thus our expenses have been primarily for professional fees related to compliance with ongoing regulatory expenses.
As at March 31, 2016, our cash balance was $0 and we had current liabilities $38,854.
We had no material commitments for capital expenditures as at March 31, 2016.
We have no known demands or commitments, and we are not aware of any events or uncertainties as of March 31, 2016 that will result in or that are reasonably likely to materially increase or decrease our current liquidity.
As at March 31, 2016 and September 30, 2015, we had no assets.
As at March 31, 2016, we had total liabilities of $38,854 compared with total liabilities of $25,905 as at September 30, 2015.
As at March 31, 2016, we had a capital deficiency of $38,854 compared with a capital deficiency of $25,905 as at September 30, 2015. The increase in capital deficiency was primarily attributed to costs associated with ongoing regulatory requirements.
We currently have no material unused sources of liquid assets. In the future, we currently plan to utilize public or private placement offerings of additional equity or debt as sources of liquidity for our ongoing operations.
Cash Flow from Operating Activities
During the period ended March 31, 2016, cash used in operating activities was $9,900 compared to $23,415 for the period ended March 31, 2015. The decreased cash used in operating activities was primarily due to a reduction in net loss and increase of accounts payable during the period ended March 31, 2016. The cash used in operating activities was primarily attributable to professional fees related to compliance with ongoing regulatory expenses.
Cash Flow from Investing Activities
The Company did not use any funds for investing activities during the periods ended March 31, 2016 and 2015.
Cash Flow from Financing Activities
During the period ended March 31, 2016, the Company received $9,900 in cash provided by financing activities due to a loan from a shareholder. During the period ended March 31, 2015, $11,000 in advances were received from one of the shareholders and $800 of proceeds was received from the issuance of common stock.
Inflation
In the opinion of management, inflation has not and will not have a material effect on our operations in the immediate future. Management will continue to monitor inflation and evaluate the possible future effects of inflation on our business and operations.
Going Concern
Our auditors issued a going concern opinion on our financial statements as of and for the period ended September 30, 2015. This means that there is substantial doubt that we can continue as an ongoing business for the next twelve months unless we obtain additional capital to pay for our expenses, as we have not generated any revenues and no sales are yet possible. There is no assurance we will ever reach this point. Accordingly, we must raise sufficient capital from sources. Our only other source for cash at this time is investment by our sole director and officer. We must raise cash to stay in business. In response to these problems, management intends to raise additional funds through public or private placement offerings. At this time, however, the Company does not have plans or intentions to raise additional funds by way of the sale of additional securities. We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. Equity financing could result in additional dilution to existing shareholders.
Off-Balance Sheet Arrangements
We do not have any 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 investors.
Critical Accounting Policies and Estimates
We prepare our financial statements in conformity with GAAP, which requires management to make certain estimates and apply judgments. We base our estimates and judgments on historical experience, current trends and other factors that management believes to be important at the time the condensed financial statements are prepared. On a regular basis, we review our accounting policies and how they are applied and disclosed in our condensed financial statements.
While we believe that the historical experience, current trends and other factors considered support the preparation of our condensed financial statements in conformity with GAAP, actual results could differ from our estimates and such differences could be material.
As a “smaller reporting company”, we are not required to provide the information required by this Item.
Management’s Report on Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, including our President (who is also our principal executive officer, principal financial officer and principle accounting officer) to allow for timely decisions regarding required disclosure.
As of the end of the quarter covered by this report, we carried out an evaluation, under the supervision and with the participation of our President (who is also our principal executive officer, principal financial officer and principle accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our President (who is also our principal executive officer and principal financial officer) concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this quarterly report.
The matters involving internal controls and procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee, (2) lack of a majority of outside directors on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (3) inadequate segregation of duties consistent with control objectives; and (4) management dominated by a single individual without adequate compensating controls. The aforementioned material weaknesses were identified by our President (who is also our principal executive officer and principal financial officer) in connection with the review of our financial statements as of March 31, 2016.
Management believes that the material weaknesses set forth above did not have an effect on our financial results. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.
Changes in Internal Control over Financial Reporting
There have been no changes in our internal controls over financial reporting that occurred during the period ended March 31, 2016, that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.
There are no material, existing or pending legal proceedings against the Company or to which any of our property is subject, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any owner of record or beneficial owner of more than five percent of any class of voting securities is an adverse party or has a material interest adverse to our interest.
As a “smaller reporting company”, we are not required to provide the information required by this Item.
None.
None.
This Item is not applicable.
None.
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Exhibit Number
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Exhibit Description
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3.1
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Articles of Incorporation and Amendments (incorporated by reference to the Company’s Form S-1 filed on November 18, 2013).
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3.2
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By-Laws (incorporated by reference to the Company’s Form S-1 filed on November 18, 2013).
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31.1*
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32.1*
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101.INS*
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XBRL Instance Document.
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101.SCH*
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XBRL Taxonomy Extension Schema Document.
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101.CAL*
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XBRL Taxonomy Extension Calculation Linkbase Document.
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101.DEF*
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XBRL Taxonomy Extension Definition Linkbase Document.
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101.LAB*
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XBRL Taxonomy Extension Label Linkbase Document.
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101.PRE*
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XBRL Taxonomy Extension Presentation Linkbase Document.
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* Filed herewith.
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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BALLY, CORP.
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(Registrant)
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Dated: April [ ], 2016
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/s/ Katiuska Moran
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Katiuska Moran
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President, Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Financial and Accounting Officer)
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15