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Life On Earth, Inc. - Quarter Report: 2014 November (Form 10-Q)

f10q-hisp.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 
Form 10-Q
 
 
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED NOVEMBER 30, 2014
 
or
 
o 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 333-190788
 
 
HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC.
(Exact name of registrant as specified in its charter)
 

Delaware
 
46-2552550
(State or other jurisdiction
 
(I.R.S. Employer Identification No.)
 of icorporation or organization)    

     
3536 Daniel Crescent    
Baldwin, New York
 
11510
(Address of principal executive offices)
 
(Zip Code)

Registrant's telephone number including area code 1(517) 867-8383

 
 
 
 
(Former Name or Former Address, if changed since last report)
 
Indicate by check mark if the registrant is a well known seasoned issuer, as defined in Rule 405 of the Securities Act
Yes (  )       No  (X)
 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes (  )    No  (X)
 
Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was require 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 (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 (X ) No ( )
 
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 definition of   “ large accelerated filer ” ,   “ accelerated filer ”   and   “ smaller reporting company ”   in Rule 12b-2 of the Exchange Act.
 
(Check one)
Large accelerated filer ( )                                                                Accelerated filer  ( )
Non-accelerated filer  ( )                                                                Smaller reporting company  (X)
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  
Yes ( ) No (X )
                                             
 
APPLICABLE ONLY TO CORPORATE ISSUERS
 
As of the period ended in this report, November 30, 2014 the registrant had 11,737,905 shares of common stock outstanding.
As of the date of filing, January 14, 2015, the registrant had 11,737,905 shares of common stock outstanding.
 
1

 
 
AFFINITY MEDIAWORKS CORP.
 
FORM 10-Q
 
 TABLE OF CONTENTS
 Page
PART I – FINANCIAL INFORMATION
 
Item 1.  Financial Statements
 
              Balance Sheets as of November 30, 2014 (Unaudited) and May 31, 2014 (Audited)
3
              Statements of Operations
              For the three months ended November 30, 2014 (Unaudited)
              For the six months ended November 30, 2014 (Unaudited)
              For the cumulative period from April 15, 2013 (Inception) to November 30, 2014 (Unaudited)
4
             Statement of Changes in Stockholders' Deficit for the cumulative period from April 15, 2013 (Inception) to November 30, 2014 (Unaudited) 5
             Statements of Cash Flows
             For the six months ended November 30, 2014 (Unaudited)
             For the cumulative period from April 15, 2013 (Inception) to November 30, 2014 (Unaudited)
6
             Notes the Financial Statements
7
Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations
14
Item 3.  Quantitative and Qualitative Disclosures About Market Risk
20
Item 4.  Controls and Procedures
20
   
PART II – OTHER INFORMATION
 
Item 1.  Legal Proceedings
22
Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds
22
Item 3.  Defaults Upon Senior Securities
22
Item 4.  Mining Safety Disclosure
22
Item 5.  Other Information
22
Item 6.  Exhibits
23
   
SIGNATURES
24
 
 
2

 
 
PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS AND NOTES TO FINANCIAL STATEMENTS
 
 HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC.
(A Development Stage Company)
 Balance Sheets
 November 30, 2014 and for May 31, 2014
(Unaudited) 

 
             
ASSETS
  November 30,     May 31,  
     2014      2014  
                 
Current Assets:
               
Cash and equivalents
  $ 9,143     $ 21,136  
Accounts receivable, net of allowance of $-0- and $-0-, respectively
    12,162       53,447  
Inventory
    38,810       17,121  
Total current assets
    60,115       91,704  
                 
                 
    $ 60,115     $ 91,704  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
               
                 
Liabilities
               
Accounts payable and accrued expenses
  $ 32,158       64,193  
Loan payable - stockholder
    10,000       10,000  
10% convertible debenture
    6,000       -  
Total current liabilities
    48,158       74,193  
                 
Commitments
               
                 
Stockholders' Equity:
               
Series A Preferred stock, $0.001 par value; 10,000,000 shares authorized,
         
1,000,000 issued and outstanding
    1,000       1,000  
Common stock, $0.001 par value; 100,000,000 shares authorized,
               
11,737,905 and 11,202,700 shares issued and outstanding, respectively
    11,738       11,203  
Additional paid in capital
    343,322       207,057  
Subscriptions receivable
    -       -  
Deficit accumulated during development stage
    (344,103 )     (201,749 )
      11,957       17,511  
                 
    $ 60,115     $ 91,704  
 
The accompanying notes are an integral part of these unaudited financial statements.
 
 
3

 
 
 HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC.
(A Development Stage Company)
 Condensed Statements of Operations
 For the Three Months and Six Months Ended November 30, 2014 and 2013 and for the Period
 From April 15, 2013 (Inception) to November 30, 2014
(Unaudited) 
 
     From                          
    April 15, 2013 (Inception)      For the Three Months Ended November 30,     For the Six Months Ended November 30,  
    to November 30, 2014    
2014
   
2013
   
2014
   
2013
 
                               
Consulting fee revenue
  $ -     $ -     $ -     $ -     $ -  
Product sales, net
    163,678       42,395       39,600       61,897       39,600  
      163,678       42,395       39,600       61,897       39,600  
Cost of goods sold
    201,445       51,352       50,286       72,560       50,286  
Gross income
    (37,767 )     (8,957 )     (10,686 )     (10,663 )     (10,686 )
                                         
Expenses:
                                       
Officer's compensation
    -       -       -       -       -  
Advertising and promotion
    717       -       -       317       -  
Professional fees
    285,207       76,690       5,151       122,633       38,151  
Travel
    2,599       944       157       1,070       157  
Other
    17,195       4,005       1,506       7,231       3,728  
      305,718       81,639       6,814       131,251       42,036  
                                         
Net loss before other income and expenses
                                 
and provision for income taxes
    (343,485 )     (90,596 )     (17,500 )     (141,914 )     (52,722 )
                                         
Other income and (expenses)
                                       
Interest income
    -       -       -       -       -  
Interest expense
    (618 )     (315 )     -       (440 )     (9 )
                                         
Net loss before other income and expenses
                                 
and provision for income taxes
    (344,103 )     (90,911 )     (17,500 )     (142,354 )     (52,731 )
                                         
Provision for income taxes
    -       -       -       -       -  
                                         
Net loss
  $ (344,103 )   $ (90,911 )   $ (17,500 )   $ (142,354 )   $ (52,731 )
                                         
Basic and diluted loss per share
  $ (0.03 )   $ (0.01 )   $ (0.00 )   $ (0.01 )   $ (0.01 )
                                         
Basic and diluted weighted average number
                                 
 of shares outstanding
    10,324,980       11,257,952       10,237,500       10,322,610       9,568,221  
 
The accompanying notes are an integral part of these unaudited financial statements.
 
 
4

 
 
 HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC.
(A Development Stage Company)
 Condensed Statements of Cash Flows
 For the Six Months Ended November 30, 2014 and 2013 and for the Period
 From April 15, 2013 (Inception) to November 30, 2014
(Unaudited) 
 
    From              
    April 15, 2013 (Inception)     For the Six Months Ended November 30,  
    to November 30, 2014    
2014
   
2013
 
                   
Cash flows from operating activities:
                 
Net loss
  $ (344,103 )   $ (142,354 )   $ (52,731 )
Adjustments to reconcile net loss to net cash used
                       
by operating activities:
                       
Accounts receivable
    (12,162 )     41,285       -  
Inventory
    (38,810 )     (21,689 )     (23,550 )
Accounts payable and accrued expenses
    32,158       (32,035 )     (865 )
Series A Preferred stock issued for services
    1,000       -       -  
Common stock issued for services
    212,800       96,800       21,250  
Net cash used by operating activities
    (149,117 )     (57,993 )     (55,896 )
                         
Cash flows from financing activities:
                       
Proceeds from issuance of common stock
    132,260       37,000       53,710  
Proceeds from sale of debentures
    6,000       6,000       -  
Proceeds from loan payable - related party
    10,000       -       (7,500 )
Stockholder contribution
    10,000       3,000       3,000  
Net cash provided by financing activities
    158,260       46,000       49,210  
                         
Net increase in cash and equivalents
    9,143       (11,993 )     (6,686 )
Cash and equivalents at beginning of period
    -       21,136       15,200  
Cash and equivalents at end of period
  $ 9,143     $ 9,143     $ 8,514  
                         
Supplemental cash flow information:
                       
Cash paid during the period for:
                       
Interest
  $ -     $ -     $ -  
Income taxes
  $ -     $ -     $ -  
                         
Non-cash transactions:
                       
During the six months ended November 30, 2014 and 2013, and for the period from April 15, 2013 (inception) through November 30, 2014, the Company capitalized rent expense of $3,000, $3,000 and $10,000, respectively.
 
                         
 
The accompanying notes are an integral part of these unaudited financial statements.
 
 
5

 
 
HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC.
 
(A Development Stage Company)
 
Statement of Stockholders' Equity
 
For the Period from April 15, 2013 (Inception) to November 30, 2014
 
 (Unaudited)  
                                                 
                                       
Accumulated
       
                           
Additional
         
Deficit
   
Total
 
   
Common Stock
   
Series A Preferred
   
Paid in
   
Subscriptions
   
During the
   
Stockholders'
 
   
Shares
   
Amount
   
Shares
   
Amount
   
Capital
   
Receivable
   
Development Stage
   
Equity
 
Balance at - April 15, 2013 (inception)
   
-
   
$
-
     
-
   
$
-
   
$
-
   
$
-
   
$
-
   
$
-
 
                                                                 
Issuance of common shares for cash at $0.002
                                                               
per share as restated for 1:2 reverse split
   
5,900,000
     
5,900
     
-
     
-
     
5,900
     
-
     
-
     
11,800
 
Issuance of series A preferred shares for
                                                               
services at $0.001 per share
   
-
     
-
     
1,000,000
     
1,000
     
-
     
-
     
-
     
1,000
 
Issuance of common shares for cash at $0.00572
                                                               
per share as restated for 1:2 reverse split
   
3,000,000
     
3,000
     
-
     
-
     
14,160
     
-
     
-
     
17,160
 
Issuance of common shares for cash at $0.02376
                                                               
per share as restated for 1:2 reverse split
   
200,000
     
200
     
-
     
-
     
4,550
     
-
     
-
     
4,750
 
Issuance of common shares for cash at $0.10 per
                                                               
share as restated for 1:2 reverse split
   
100,000
     
100
     
-
     
-
     
9,900
     
-
     
-
     
10,000
 
Subscriptions receivable
   
-
     
-
     
-
     
-
     
-
     
(13,760
)
   
-
     
(13,760
)
Contribution to additional paid in capital
   
-
     
-
     
-
     
-
     
1,000
     
-
     
-
     
1,000
 
Net loss
   
-
     
-
     
-
     
-
     
-
     
-
     
(26,273
)
   
(26,273
)
Balance - May 31, 2013
   
9,200,000
     
9,200
     
1,000,000
     
1,000
     
35,510
     
(13,760
)
   
(26,273
)
   
5,677
 
                                                                 
Issuance of common shares for cash at $0.10
                                                               
per share as restated for 1:2 reverse split
   
50,000
     
50
     
-
     
-
     
4,950
     
-
     
-
     
5,000
 
Payment of subscription receivable
   
-
     
-
     
-
     
-
     
-
     
10,000
     
-
     
10,000
 
Issuance of common shares for cash at $0.10                                                                
per share as restated for 1:2 reverse split
   
50,000
     
50
     
-
     
-
     
4,950
     
-
     
-
     
5,000
 
Issuance of common shares for cash at $0.10
                                                               
per share as restated for 1:2 reverse split
   
150,000
     
150
     
-
     
-
     
14,850
     
-
     
-
     
15,000
 
Issuance of common shares for services at $0.10
                                                               
per share as restated for 1:2 reverse split
   
12,500
     
13
     
-
     
-
     
1,237
     
-
     
-
     
1,250
 
Payment of subscription receivable
   
-
     
-
     
-
     
-
     
-
     
2,160
     
-
     
2,160
 
Payment of subscription receivable
   
-
     
-
     
-
     
-
     
-
     
500
     
-
     
500
 
Issuance of common shares for cash at $0.10
                                                               
per share as restated for 1:2 reverse split
   
150,000
     
150
     
-
     
-
     
14,850
     
-
     
-
     
15,000
 
Payment of subscription receivable
   
-
     
-
     
-
     
-
     
-
     
500
     
-
     
500
 
Payment of subscription receivable
   
-
     
-
     
-
     
-
     
-
     
500
     
-
     
500
 
Payment of subscription receivable
   
-
     
-
     
-
     
-
     
-
     
50
     
-
     
50
 
Issuance of common shares for services at $0.032 per share
    350,000       350       -       -       10,850       -       -       11,200  
Issuance of common shares for services at $0.032 per share
    125,000       125       -       -       3,875       -       -       4,000  
Issuance of common shares for services at $0.032 per share
    125,000       125       -       -       3,875       -       -       4,000  
Issuance of common shares for services at $0.032 per share
    25,000       25       -       -       775       -       -       800  
Contribution to additional paid in capital
   
-
     
-
     
-
     
-
     
1,500
     
-
     
-
     
1,500
 
Contribution to additional paid in capital     -       -       -       -       1,500       -       -       1,500  
Contribution to additional paid in capital     -       -       -       -       1,500       -       -       1,500  
Issuance of common shares for services at $0.10 per share     900.000       900       -       -       89,100       -       -       90,000  
Issuance of common shares for services at $0.25 per share     20,000       20       -       -       4,980       -       -       5,000  
Issuance of common shares for services at $0.25 per share     45,200       45       -       -       11,255       -       -       11,300  
Payment of subscription receivable     -       -       -       -       -       50       -       50  
Contribution to additional paid in capital     -       -       -       -       1,500       -       -       1,500  
Net loss     -       -       -       -       -       -       (175,476 )     (175,476 )
Balance - May 31, 2014     11,202,700       11,203       1,000,000       1,000       207,057       -       (201,749 )     17,511  
                                                      -          
Issuance of common shares for services at $0.25 per share     38,000       38       -       -       9,462       -       -       9,500  
Issuance of common shares for services at $0.25 per share     125,000       125       -       -       31,125       -       -       31,250  
Contribution to additional paid in capital     -       -       -       -       1,500       -       -       1,500  
Issuance of common shares for services at $0.25 per share     250,000       250       -       -       62,250                       62,500  
Issuance of common shares for services at $0.25 per share     40,000       40       -       -       9,960                       10,000  
Issuance of common shares for services at $0.25 per share     12,205       12       -       -       3,038                       3,050  
Issuance of common shares for services at $0.25 per share     60,000       60       -       -       14,940                       15,000  
Issuance of common shares for services at $0.25 per share     10,000       10       -       -       2,490                       2,500  
Contribution to additional paid in capital     -       -       -       -       1,500       -       -       1,500  
Net loss
   
-
     
-
     
-
     
-
     
-
     
-
     
(142,354
)
   
(142,354
)
Balance - November 30, 2014
   
11,737,905
   
$
11,738
     
1,000,000
   
$
1,000
   
$
343,322
   
$
-
 
 
$
(344,103
)
 
$
11,957
 
 
 
See accompanying summary of notes to unaudited condensed financial statements.
 
 
 
6

 
 
HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC.
(A Development Stage Company)
Notes to Condensed Financial Statements
November 30, 2014
 
 
Note 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
Organization
 
Hispanica International Delights of America, Inc. ("HIDA" or the "Company") was incorporated in Delaware in April 2013.  The Company has been in the development stage since inception and has not generated any sales to date.  The Company plans to market traditional Hispanic and ethnic food packaged products and will license and/or acquire existing brands and distributors of Hispanic products..  The Company intends to purchase overstocked inventory items from manufacturers and retailers and offer them to the public at discounted prices.
 
Basis of Presentation
 
The accompanying unaudited financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information.  Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted pursuant to such principles and regulations of the Securities and Exchange Commission for Form 10-Q.  All adjustments, consisting of normal recurring adjustments, have been made which, in the opinion of management, are necessary for a fair presentation of the results of interim periods.  The results of operations for such interim periods are not necessarily indicative of the results that may be expected for a full year because of, among other things, seasonality factors in the retail business.  The unaudited financial statements contained herein should be read in conjunction with the audited financial statements and notes thereto  for the fiscal year ended May 31, 2014.
 
Revenue Recognition
 
In general, the Company records revenue when persuasive evidence of an arrangement exists, services have been rendered or product delivery has occurred, the sales price to the customer is fixed or determinable, and collectability is reasonably assured.
 
Revenue is recognized at the time the product is delivered or services are performed.  Provision for sales returns will be estimated based on the Company's historical return experience.  Revenue is presented net of returns.
 
Use of Estimates
 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
 
 
7

 
 
HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC.
(A Development Stage Company)
Notes to Condensed Financial Statements
November 30, 2014
 
 
Note 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
Segment Information
 
The Company follows Accounting Standards Codification ("ASC") 280, "Segment Reporting".  The Company currently operates in a single segment and will evaluate additional segment disclosure requirements as it expands its operations.
 Net Loss Per Common Share
The Company calculates net income (loss) per share based on the authoritative guidance.  Basic earnings (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding for the period.  Diluted earnings (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares and dilutive common stock equivalents outstanding.  During periods in which the Company incurs losses common stock equivalents, if any, are not considered, as their effect would be anti-dilutive
 
Income Taxes
 
Deferred income taxes are recognized for the tax consequences related to temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for tax purposes at each year end, based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income.  A valuation allowance is recognized when, based on the weight of all available evidence, it is considered more likely than not that all, or some portion, of the deferred tax assets will not be realized.  Income tax expense is the sum of current income tax plus the change in deferred tax assets and liabilities.
 
ASC 740, Income Taxes, requires a company to first determine whether it is more likely than not (which is defined as a likelihood of more than fifty percent) that a tax position will be sustained based on its technical merits as of the reporting date, assuming that taxing authorities will examine the position and have full knowledge of all relevant information.  A tax position that meets this more likely than not threshold is then measured and recognized at the largest amount of benefit that is greater than fifty percent likely to be realized upon effective settlement with a taxing authority.
 
Stock-Based Compensation
 
The Company accounts for equity instruments issued to employees in accordance with ASC 718, Compensation - Stock Compensation.  ASC 718 requires all share-based compensation payments to be recognized in the financial statements based on the fair value using an option pricing model.  ASC 718 requires forfeitures to be estimated at the time of grant and revised in subsequent periods if actual forfeitures differ from initial estimates.
 
 
8

 
 
HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC.
(A Development Stage Company)
Notes to Condensed Financial Statements
November 30, 2014
 
 
Note 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
Stock-Based Compensation (continued)
 
Equity instruments granted to non-employees are accounted for in accordance with ASC 505, Equity.  The final measurement date for the fair value of equity instruments with performance criteria is the date that each performance commitment for such equity instrument is satisfied or there is a significant disincentive for non-performance.
 
Cash and Cash Equivalents
 
The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.  At November 30, 2014 and 2013 cash equivalents were $545 and $1,544, respectively..
 
Fair Value of Financial Instruments
 
Pursuant to ASC No. 820. "Fair Value Measurement and Disclosures," the Company is required to estimate the fair value of all financial instruments included on its balance sheet as of November 30, 2014. The Company's financial instruments consist of cash. The Company considers the carrying value of such amounts in the financial statements to approximate their fair value due to the short-term nature of these financial instruments.
 
Recent Pronouncements
 
There are no recent accounting pronouncements that apply to the Company.
 
Note 2 - CONCENTRATION OF CREDIT RISK
 
Sales and Accounts Receivable
 
During the six months ended November 30, 2014, sales to two customers accounted for approximately 57% of the Company's net sales.  Additionally, three customers accounted for 100% of the Company's accounts receivable balance at November 30, 2014

Note 3.  INVENTORY
 
Inventory consists of raw materials and finished goods. Inventory is valued at the lower of cost or market. HIDA determines cost using the first-in, first-out method of accounting. Inventory net of reserves for obsolescence, consisted of the following at November 30, 2014 and May 31, 2014:
 
 
   
November 30, 2014
   
May 31, 2014
 
 
Raw materials
 
$
8,178
   
$
8,121
 
Finished goods
   
30,632
     
9,000
 
Total Inventory
 
$
38,810
   
$
17,121
 
 
 
9

 
 
HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC.
(A Development Stage Company)
Notes to Condensed Financial Statements
November 30, 2014
 
 
 
 
Note 4.  LOANS PAYABLE - STOCKHOLDER
 
In February 2014 a stockholder lent the Company $10,000. The loan bears interest at 5% per annum and matures on February 28, 2015. Accrued and unpaid interest totaled $396 at November 30, 2014.
 
Note 5.  CONVERTIBLE DEBENTURE
 
In September 2014, the Company issued a convertible debenture for the principal amount of $6,000.  The debenture had an original due date of December 31, 2014.  In January 2015, the holder signed an amendment that made the debenture and accrued interest payable on demand. 
 
Interest accrues at 10% per annum.  the debenture holder has the option of converting the debenture in in whole or in part into the Company's common stock at the rate of $0.25 per share at any time prior to redemption.  At November 30, 2014, accrued interest on the debenture was $190
Note 6.  STOCKHOLDERS' EQUITY
In August 2013, the Company authorized a 1:2 reverse split (Note 7).  Consequently, the shares that were issued and outstanding at July 31, 2013 have been restated to reflect the effect of the reverse split.
 
The Company has authorized 100,000,000 shares of common stock with a par value of $0.001 per share.  At February 28, 2014, 10,237,500 shares of common stock, as restated to reflect the August 2013 1:2 reverse split (Note 7), were issued and outstanding.
 
The Company has authorized 10,000,000 shares of Series A preferred stock with a par value of $0.001 per share.  At May 31, 2013 1,000,000 shares of common stock were issued and outstanding.  These shares can vote on all matters on a 50 votes per one share basis.
 
In April 2013, the Company issued 5,900,000 shares of common stock at par value, or $0.002 per share.
 
In April 2013, the Company issued 1,000,000 shares of Series A preferred stock at par value, or $0.001 per share to the founders of the Company for services provided to the Company.
 
In May 2013, the Company issued 3,000,000 shares of common stock at $0.00572 per share.
 
 
10

 
 
HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC.
(A Development Stage Company)
Notes to Condensed Financial Statements
November 30, 2014
 
Note 6.  STOCKHOLDERS' EQUITY (Continued)
 
In May 2013, the Company issued 200,000 shares of common stock at $0.02376 per share for services provided to the Company.
 
In May 2013, the Company issued 100,000 shares of common stock at $0.10 per share.
 
In June 2013, the Company issued 250,000 shares of common stock at $0.10 per share.
 
In June 2013, the Company issued 12,500 shares of common stock at $0.10 per share to an individual for services provided to the Company.
 
In July 2013, the Company issued 150,000 shares of common stock at $0.10 per share.
  
In August 2013, the Company issued 625,000 shares of common stock at $0.032 per share for services provided to the Company.
 
In April 2014, the Company issued 900,000 shares of common stock at $0.10 per share for services provided to the Company.
 
In April 2014, the Company issued 20,000 shares of common stock at $0.25 per share.
 
In May 2014, the Company issued 45,200 shares of common stock at $0.25 per share. In June 2014, the Company issued 38,000 shares of common stock at $0.25 per share.
 
In June 2014, the Company issued 38,000 shares of common stock at $0.25 per share.
 
In July 2014, the Company issued 125,000 shares of common stock at $0.25 per share for services provided to the Company.
 
In October 2014, the Company issued 250,000 shares of common stock at $0.25 per share for services provided to the Company.
 
In October 2014, the Company issued 40,000 shares of common stock at $0.25 per share.
 
In November 2014, the Company issued 12,205 shares of common stock at $0.25 per share for services provided to the Company.


 
 
11

 
 
HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC.
(A Development Stage Company)
Notes to Condensed Financial Statements
November 30, 2014
 
Note 6.  STOCKHOLDERS' EQUITY (Continued)
 
In November 2014, the Company issued 70,000 shares of common stock at $0.25 per share.
 
Note 7.  COMMITMENTS AND CONTINGENCIES
 
The Company currently leases its offices on a month to month basis from the Company's President and stockholder for $500 per month.
 
Rent expense for the three and six months ended November 30, 2014 and 2013 totaled $1,500 and $3,000, respectively, and was capitalized as additional paid-in capital.
  
Note 8.  INCOME TAXES
 
The provision for income taxes differs from the amount computed by applying the statutory federal income tax rate to income before provision for income taxes.  The sources and tax effects of the differences are as follows:
 
Income tax provision at the federal
   
statutory rate
 
           34
%
    Effect of operating losses
   
          (34
)%
 
 
As of November 30, 2014, the Company has a net operating loss carryforward of approximately $131,000.  This loss will be available to offset future taxable income.  If not used, this carryforward will begin to expire in 2033. The deferred tax asset relating to the operating loss carryforward has been fully reserved at November 30, 2014.
 
Note 9.  RELATED PARTY TRANSACTIONS
 
In October 2013, the Company signed a distribution agreement with Gran Nevada Beverage, Inc. (Gran Nevada), a related party through common ownership and management.  The agreement provides the Company with the right to sell and distribute Gran Nevada's beverages in Texas and California with purchase prices at the same wholesale prices charged to Gran Nevada's other distributors.  The agreement is for an initial term of five years with automatic renewals of successive five year terms unless terminated.
 
The Company acquires all of its products from Gran Nevada Beverage, Inc. under the terms of the distribution agreement.  During the six months ended November 30, 2014, these purchases totaled approximately $68,000.
 
 
12

 
HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC.
(A Development Stage Company)
Notes to Condensed Financial Statements
November 30, 2014
 
Note 9.  RELATED PARTY TRANSACTIONS (Continued)
At November 30, 2014, the Company owed Gran Nevada Beverage, Inc. approximately $29,000 for purchases made under the terms of the distribution agreement.
 
Note 10.  BASIS OF REPORTING
 
The Company's financial statements are presented on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business.
 
The Company has experienced a loss from operations during its development stage as a result of its investment necessary to achieve its operating plan, which is long-range in nature.  For the period from April 15, 2013 (inception) to November 30, 2014, the Company incurred a net loss of approximately $344,000.  In addition, the Company has minimal assets and limited revenues as of November 30, 2014.
 
The Company currently does not have sufficient cash to sustain itself for the next 12 months, and will require additional funding in order to execute its plan of operations and to continue as a going concern. To meet its cash needs, management expects to raise capital through  a private placement offering. In the event that this funding does not materialize, certain stockholders have agreed, orally, to loan, on a non-interest bearing demand basis, sufficient funds to maintain the Company's operations for the next 12 months.
 
The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.
 
Note 11.  SUBSEQUENT EVENTS
 
In December 2014, the Company, under the terms of a private placement, sold 140,000 common shares at $0.25 per share (or  $35,000).
 
 
13

 
 
 
 
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION
 
FORWARD LOOKING STATEMENTS
 
This Form 10-Q contains forward-looking statements (rather than historical facts) that involve risks and uncertainties. You can identify these statements by the use of forward-looking words such as “may,” “will,” “expect,” “anticipate,” “estimate,” “continue” or other similar words. Such forward-looking statements discuss our current expectations of future results of operations or financial condition.  However, there may be events in the future that we are unable to accurately predict or control and there may be risks, uncertainties and events that may cause our actual results to differ materially from the expectations we describe in our forward-looking statements, which could have a material adverse effect on our business, operating results and financial condition.  The forward-looking statements included herein are only made as of the date of the filing of this Form 10-Q, and we undertake no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.
 
BASIS OF PRESENTATION

The unaudited financial statements of Hispanica International Delights of America, Inc. (“HIDA,” the “Company,” “our” or “we”), should be read in conjunction with the notes thereto. In the opinion of management, the unaudited financial statements presented herein reflect all adjustments (consisting only of normal recurring adjustments) necessary for fair presentation.  Interim results are not necessarily indicative of results to be expected for the entire year.
 
We prepare our financial statements in accordance with U.S. generally accepted accounting principals, which require that management make estimates and assumptions that affect reported amounts.  Actual results could differ from these estimates.

BUSINESS PLAN OF OPERATION
 
HIDA was incorporated on April 15, 2013 and is a Delaware company with the intention of entering thre North American food and beverage distribution market with a focus on traditional Hispanic and ethnic inspired food and beverages.  As of the date on the financial statements the company has not conducted any business or generated and sales.The Company does not have any distribution operations as of to date or relationships with any other independent distributors or retailers.
 
Our principal executive offices are located at 3536 Daniel Crescent, Baldwin, NY 11510 and our telephone number is (516) 867-8383.
 
We are an “emerging growth company” within the meaning of the federal securities laws. For as long as we are an emerging growth company, we will not be required to comply with the requirements that are applicable to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, the reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements and the exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. We intend to take advantage of these reporting exemptions until we are no longer an emerging growth company. For a description of the qualifications and other requirements applicable to emerging growth companies and certain elections that we have made due to our status as an emerging growth company, see “RISK FACTORS--RISKS RELATED TO THIS OFFERING AND OUR COMMON STOCK - WE ARE AN ‘EMERGING GROWTH COMPANY’ AND WE CANNOT BE CERTAIN IF THE REDUCED DISCLOSURE REQUIREMENTS APPLICABLE TO EMERGING GROWTH COMPANIES WILL MAKE OUR COMMON STOCK LESS ATTRACTIVE TO INVESTORS” on page 7 of this prospectus.
  
 
14

 
Our Business Objectives

The Company intends to distribute,  acquire and or license potential leading Hispanic and Ethnic brands in America that can be nationally recognized among the U.S. Hispanic and Ethnic populations, for quality food and beverages. The brands distributed emulate the flavors, which have been known for generations among the Hispanic and Ethnic peoples, but that are just now being reintroduced to the mass market. We are dedicated to building long-term relationships with end-consumers through superior products and high quality packaging. The Company’s goal is to maintain a rapid growth rate, and become profitable through building its portfolio of distribution agreements. The company has entered into a distribution agreement with GRAN NEVADA Beverage, Inc. Please see exhibits for copy of the agreement. Our core business objectives are as follows:

·        Define and become the leader in the Hispanic (and Ethnic) food and beverage market in the United States of America.

·        Maximize profits by selling products with the highest possible margin.

·        Expand the consumer base to non-Hispanics by positioning non-alcoholic, beverage brands as an alternative and healthier option to cola.

In order to generate revenues, we must do the following:

1.        The Company must obtain distribution agreements for the Hispanic and Ethnic inspired foods and beverages industry, and develop distribution channels for brands with which it has agreements.

2.          Continually develop and implement a marketing and advertising plan: In order to promote and establish a public presence for its brands.  We may seek to acquire assets such as routes, vehicles and personnel that will help build the Company's distribution network within the Hispanic and ethic food market. We intend to continuously generate awareness of our products through the implementation of multiple marketing platforms including strategic in store samplings and tastings.

3.        Create customer loyalty: The Company recognizes that the Hispanic population is not homogenous, and that each segment of the population is loyal to brands that best recreate the nostalgic essence of foods and drinks from their native countries. We are focused on bringing these traditional flavors to all Americans for the purpose of establishing customer loyalty, and maintaining the attributes that made each brand successful.
 
On April 14, 2014, our Registration Statement on Form S-1 , or the “Registration Statement”, filed with the Securities and Exchange Commission, or the SEC became effective under Section 12(g) of the Securities Exchange Act of 1934, as amended, or the Exchange Act.   Since the Effective Date of the Registration Statement, we have become a reporting company under the Securities Exchange Act and are responsible for preparing and filing periodic and current reports under the Exchange Act with the SEC.
 
Any person or entity may read and copy our reports with the Securities and Exchange Commission at the SEC's Public Reference Room at 100 F Street N.E., Washington, D.C. 20549. The public may obtain information on the operation of the Public Room by calling the SEC toll free at 1-800-SEC-0330. The SEC also maintains an Internet site at http://www.sec.gov where reports, proxies and informational statements on public companies may be viewed by the public.

EMPLOYEES

The company does not have any employees.  As of the date of this filing, Fernando Oswaldo Leonzo our Chief Executive Officer, Robert Gonther our Chief Financial Officer and Jerry Gruenbaum our Chief Legal Officer do not have an have any employment agreement.

 
15

 
LIMITED OPERATION HISTORY, NEED FOR ADDITIONAL CAPITAL
 
There is no historical financial information about us upon which to base an evaluation of our performance.  We cannot guarantee we will be successful in our business operations.  Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns.
 
We have no assurance that future financing will be available to us on acceptable terms.  If financing is not available to us on satisfactory terms, we may be unable to continue, develop or expand our operations.  Equity financing could result in additional dilution to our existing shareholders.

GOING CONCERN QUALIFICATION
 
Several conditions and events cast substantial doubt about the Company’s ability to continue as a going concern.  The Company has incurred net losses of approximately $(56,245) for the period from April 15, 2013 (inception) to August 31, 2014, has limited revenues and requires additional financing in order to finance its business activities on an ongoing basis.  The Company’s future capital requirements will depend on numerous factors including, but not limited to, continued progress in finding business opportunities. The Company is actively pursuing alternative financing and has had discussions with various third parties, although no firm commitments have been obtained.  In the interim, shareholders of the Company have committed to meeting its minimal operating expenses.  Management believes that actions presently being taken to revise the Company’s operating and financial requirements provide them with the opportunity to continue as a going concern. At February 28, 2014, we had $11,170 cash on hand and a deficit accumulated during the development stage of $(82,518).   See “Liquidity and Capital Resources.”

CRITICAL ACCOUNTING POLICIES & ESTIMATES

The preparation of financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America requires management to make judgments, assumptions and estimates that affect the amounts reported in our consolidated financial statements and accompanying notes. We base our estimates and judgments on historical experience and on various other assumptions that we believe are reasonable under the circumstances. However, future events are subject to change, and the best estimates and judgments routinely require adjustment. The amounts of assets and liabilities reported in our balance sheet, and the amounts of revenues and expenses reported for each of our fiscal periods, are affected by estimates and assumptions which are used for, but not limited to, the accounting for allowance for doubtful accounts, goodwill and intangible asset impairments, restructurings, inventory and income taxes. Actual results could differ from these estimates. The following critical accounting policies are significantly affected by judgments, assumptions and estimates used in the preparation of our consolidated financial statements. 
 
Off-Balance Sheet Arrangements
 
We have no significant 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.

Inflation
 
The amounts presented in the financial statements do not provide for the effect of inflation on our operations or financial position.  The net operating losses shown would be greater than reported if the effects of inflation were reflected either by charging operations with amounts that represent replacement costs or by using other inflation adjustments.

LIQUIDITY AND CAPITAL RESOURCES
 
It is the belief of management that sufficient working capital necessary to support and preserve the integrity of the corporate entity will be present. However, there is no legal obligation for either management or significant stockholders to provide additional future funding.  Should this pledge fail to provide financing, we have not identified any alternative sources. Consequently, there is substantial doubt about our ability to continue as a going concern.
     
We have no current plans, proposals, arrangements or understandings with respect to the sale or issuance of additional securities prior to the location of a merger or acquisition candidate.  Accordingly, there can be no assurance that sufficient funds will be available to us to allow us to cover the expenses related to such activities.
Our need for capital may change dramatically because of any business acquisition or combination transaction.  There can be no assurance that we will identify any such business, product, technology or company suitable for acquisition in the future.  Further, there can be no assurance that we will be successful in consummating any acquisition on favorable terms or that we will be able to profitably manage the business, product, technology or company we acquire.
     
Regardless of whether our cash assets prove to be inadequate to meet our operational needs, we might seek to compensate providers of services by issuances of stock in lieu of cash.
 
 
16

 
NET LOSS FROM OPERATIONS
 
The Company had a net loss of $(344,103) for the period from April 15, 2013 (inception) through November 30, 2014. The company had net loss of $(90,911) for the three months ended November 30, 2014 and a net loss of $(142,354) for the six months ended November 30, 2014 as compared to $(17,500) for the three months ended November 30, 2013 and a net loss of $(52,731) for the six months ended November 30, 2013, respectively.  The increase in net loss is primarily due to the increase in professional fees from $5,151 for the three months ended November 30, 2013 as compared to $76,690 for the three months ended November 30, 2014 and an increase in professional fees from $38,151 for the six months ended November 30, 2013 as compared to $122,632 for the three months ended November 30, 2014.

CASH FLOW

Our primary source of liquidity has been cash from sales of shares and loans from shareholders. 

WORKING CAPITAL
 
As of November 30, 2014 the Company had total current assets of $60,150 and total liabilities of $48,158, which resulted in a working capital deficit of $(11,957). As of May 31, 2014, the Company had total current assets of $91,704 and total current liabilities of $74,193 resulting in a working capital of $17,511.

RESULTS OF OPERTIONS

FOR THE THREE MONTHS ENDED NOVEMBER 30, 2014.
 
The following table summarizes the results of our operations during the three months ended November 30, 2014, and 2013 and provides information regarding the dollar and percentage increase or (decrease) from the three month period ended November 30, 2014 to the same period of 2013.
 
  
 
November 30, 2014
   
November 30, 2013
   
Increase
(Decrease)
   
Percentage
Increase
(Decrease)
 
Product Sales, net
   
42,395
     
39,600
     
2,795
     
7.1
 
Cost of Goods Sold
   
51,352
     
50,286
     
1,066
     
2.1
 
Selling, General and Administrative Expense
   
81,639
     
6,814
     
74,825
     
1,198.1
 
Interest expense
   
315
     
0
     
315
 
   
100
 
Net income (loss)
   
(90,911
)
   
(17,500
)
   
(73,411
   
(519.5
)
Earnings (Loss) per common share
   
(.01
   
(.00
   
(.01
   
(100
 
 
17

 
We had revenues of $42,395 for the three months ended November 30, 2014, compared to $39,600 in revenues during the same period in 2013.  Our revenues increased by 7.1% in the three months ended November 30, 2014 as compared to the same period the previous year.
  
Our cost of good sold for the three months ended November 30, 2014 was $51,352 as compared to $50,286 during the same period in 2013. 
 
Selling, general and administrative expenses increased by $74,825 or 1,198.1%, to $81,6392 in the three months ended November 30, 2014 compared to $6,814 in the same period in 2013.  The change is the result of a net increase of approximately $71,539 in professional expenses.
 
Interest expense for the three months ended November 30, 2014 was $315 and interest expense in the same period of 2013 was $0.  Interest expense increased100% in the three months ended November 30, 2014 as compared to the same period the previous year.
 
During the three months ended November 30, 2014 we incurred a net loss of $(90,911) compared with $(17,500) for the same period in the prior year.   The change is the result of a net increase of approximately $71,539 in professional expenses.
 
Loss per common share for the three months ended November 30, 2014 was $(.01) as compared to a loss of $(.00) during the same period of 2013.

REVENUE

Revenues are recognized from product sales upon shipment, which is the point in time when risk of loss is transferred to the customer, net of estimated returns and allowances.
 
We had revenues of $42,395 for the three months ended November 30, 2014, compared to $39,600 in revenues during the same period in 2013.

EXPENSE

Our operating expenses consist of selling, general and administrative expenses.
 
Selling, general and administrative expenses increased by $74,825 or 1,198.1 %, to $81,639 in the three months ended November 30, 2014 compared to $6,814 in the same period in 2013.  The change is the result of a net increase of approximately $71,539 in professional expenses.
 
We expect selling, general, and administrative expenses to increase in future periods as we initiate a number of marketing and promotional activities.
 
INCOME TAXES

We are subject to U.S. income taxes.  Due to the accumulative net loss, we would not subject income taxes yet.
 
NET LOSS
 
During the three months ended November 30, 2014 we incurred a net loss of $(90,911) compared with $(17,500) for the same period in the prior year.   The change is the result of a net increase of approximately $71,539 in professional expenses.
 
 
 
18

 
 
FOR THE SIX MONTHS ENDED NOVEMBER 30, 2014.
 
The following table summarizes the results of our operations during the six months ended November 30, 2014, and 2013 and provides information regarding the dollar and percentage increase or (decrease) from the six month period ended November 30, 2014 to the same period of 2013.
 
  
 
November 30, 2014
   
November 30, 2013
   
Increase
(Decrease)
   
Percentage
Increase
(Decrease)
 
Product Sales, net
   
61,897
     
39,600
     
22,297
     
56.3
 
Cost of Goods Sold
   
72,560
     
50,286
     
22,274
     
44.3
 
Selling, General and Administrative Expense
   
131,251
     
42,036
     
89,215
     
312.2
 
Interest expense
   
440
     
9
     
431
 
   
4,888.9
 
Net income (loss)
   
(142,354
)
   
(52,731
)
   
(89,623
   
(270
)
Earnings (Loss) per common share
   
(.01
   
(.01
   
(.00
   
-
 
 
We had revenues of $61,897 for the six months ended November 30, 2014, compared to $39,600 in revenues during the same period in 2013.  Our revenues increased 56.3% in the six months ended November 30, 2014.
  
Our cost of good sold for the six months ended November 30, 2014 was $72,560 as compared to $50,286 during the same period in 2013. 
 
Selling, general and administrative expenses increased by $89,215 or 312.2 %, to $131,251 in the six months ended November 30, 2014 compared to $342,036 in the same period in 2013.  The change is the result of a net increase of approximately $84,482 in professional expenses.
 
Interest expense for the six months ended November 30, 2014 was $440 and interest expense in the same period of 2013 was $9.  Interest expense increased 4,888.98% in the six months ended November 30, 2014.
 
During the six months ended November 30, 2014 we incurred a net loss of $(142,354) compared with $(52,731) for the same period in the prior year.   The change is the result of a net increase of approximately $84,482 in professional expenses.
 
Loss per common share for the six months ended November 30, 2014 was $(.01) as compared to a loss of $(.01) during the same period of 2013.

REVENUE

Revenues are recognized from product sales upon shipment, which is the point in time when risk of loss is transferred to the customer, net of estimated returns and allowances.
 
We had revenues of $68,8972 for the six months ended November 30, 2014, compared to $39,600 in revenues during the same period in 2013.
 
 
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EXPENSE

Our operating expenses consist of selling, general and administrative expenses.
 
Selling, general and administrative expenses increased by $22,274 or 44.3 %, to $72,560 in the six months ended November 30, 2014 compared to $50,286 in the same period in 2013.  The change is the result of a net increase of approximately $84,482 in professional expenses.
 
We expect selling, general, and administrative expenses to increase in future periods as we initiate a number of marketing and promotional activities.
 
INCOME TAXES

We are subject to U.S. income taxes.  Due to the accumulative net loss, we would not subject income taxes yet.
 
NET LOSS
 
During thesix months ended November 30, 2014 we incurred a net loss of $(142,354) compared with $(52,731) for the same period in the prior year.   The change is the result of a net increase of approximately $84,482 in professional expenses.
 
 
ITEM 4.     CONTROLS AND PROCEDURES 
 
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

For purposes of this Item 4., the term disclosure controls and procedures means controls and other procedures of the Company (i) that are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934, as amended (15 U.S.C. 78a et seq. and hereinafter the “Exchange Act”) is recorded, processed, summarized and reported, within the time periods specified in the rules and forms of the Securities and Exchange Commission (the “Commission”), and (ii)  include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our disclosure controls and procedures do not yet comply with the requirements in (i) and (ii) above and are not effective.  

On August 31, 2014, Fernando Oswaldo Leonzo, our Chief Executive Officer and Robert Gunther, our Chief Financial Officer as of the date of this filing, reviewed the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) as of the end of the period covered by this report and has concluded that (i) the Company’s disclosure controls and procedures are not effective to ensure that material information relating to the Company is recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the Commission due to a material weakness identified, and that (ii) the Company’s controls and procedures are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.  

The material weakness identified relates to the lack of proper segregation of duties. The Company believes that the lack of proper segregation of duties is due to the Company’s limited resources.

 
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MANAGEMENT’S QUARTERLY REPORT ON INTERNAL CONTROLS OVER FINANCIAL REPORTING

Management, including Fernando Oswaldo Leonzo, our Chief Executive Officer and Robert Gunther our Chief Financial Officer, is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a – 15(f). Management conducted an assessment as of November 30, 2014 of the effectiveness of our internal control over financial reporting based on the framework in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on that evaluation, management concluded that our internal control over financial reporting was ineffective as of August 31, 2014.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements should they occur. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the control procedure may deteriorate.

This Quarterly Report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit us to provide only management’s report in this Quarterly Report. As required by SEC Rule 13a-15(b), our company carried out an evaluation, under the supervision and with the participation of management, including our Chief Executive Officer, of the effectiveness of its disclosure controls and procedures as of the end of the period covered by this Quarterly Report. Based on this evaluation, management concluded that our disclosure controls and procedures were ineffective at the reasonable assurance level. The material weaknesses identified relates to the following:
-  
Lack of proper segregation of duties
 
-  
Lack of a formal control process that provides for multiple levels of supervision and review
 
The Company believes that the material weaknesses are due to the Company’s limited resources.
 
CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING

There were no changes in our internal control over financial reporting identified in connection with our evaluation of these controls as of the first fiscal quarter ended November 30, 2014 as covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

INHERENT LIMITATIONS ON EFFECTIVENESS OF CONTROLS
 
The Company's management does not expect that its disclosure controls or its internal control over financial reporting will prevent or detect all error and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system's objectives will be met. The design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Further, because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision making can be faulty and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation of controls effectiveness to future periods are subject to risks. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.
 
 
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PART II.   OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS
 
None.
 
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
 
In October 2014, the Company issued 250,000 shares of common stock at $0.25 per share for services provided to the Company.
 
In October 2014, the Company issued 40,000 shares of common stock at $0.25 per share, the revenues were used for operations of the Company.
 
In November 2014, the Company issued 12,205 shares of common stock at $0.25 per share for services provided to the Company.
 
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
 
None.
    
ITEM 4. MINING SAFETY DISCLOSURE
 
None.
 
ITEM 5. OTHER INFORMATION
 
None.
 
 
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ITEM 6.  EXHBITS
 
Exhibit Number
Description
31.1
Certification of the Chief Executive Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
            31.2 Certification of the Chief Financial Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1
Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
            32.2 Certification of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
100 *
Interactive Data Files for Affinity Mediaworks Corp. 10Q for the Period Ended October 31, 2013
101.INS *
XBRL Instance Document
101.SCH*
XBRL Taxonomy Extension Schema Document
101.CAL*
XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*
XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*
XBRL Taxonomy Extension Label Linkbase Document
101.PRE*
XBRL Taxonomy Extension Presentation Linkbase Document
 
*Pursuant to Rule 406T of Regulation S-T, these interactive date files are deemed not filed or part of the registration statement or prospectus for purposes of Sections 11 and 12 of the Securities Act of 1933 or Section 18 of the Securities Act of 1934 and otherwise are not subject to liability.
 
 
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SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 

 
HISPANICA INTERNATIONAL DELIGHTS OF AMERICA, INC.
 
Date: January 14, 2015
By: /s/ Fernando Oswaldo Leonzo
Fernando Oswaldo Leonzo
Chief Executive Officer, and Chairman of the Board
(Principal Executive Officer)
 
 
Date: January 14, 2015
By: /s/ Robert Gunther
Robert Gunther
Chief Financial Officer, and Director
(Principal Financial Officer)
 
 
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