Mirage Energy Corp - Quarter Report: 2015 April (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 April 30, 2015
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: 333-199582
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Bridgewater Platforms Inc.
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(Exact name of registrant as specified in its charter)
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Nevada
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33-123170
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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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78 Shorncliffe Road
Etobicoke, Ontario, Canada M8Z 5K5
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(Address of principal executive offices)
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416-659-8907
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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 [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 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 [ ] No [X]
As of June 10, 2015, there were 8,333,346 shares of the issuer's common stock, par value $0.001, outstanding.
BRIDGEWATER PLATFORMS INC.
FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2015
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PAGE
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Item 1.
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Item 2.
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14 | |
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Item 3.
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Item 4.
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17 | |
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Item 1.
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17 | |
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Item 1A.
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17 | |
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Item 2.
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Item 3.
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Item 4.
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18 | |
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Item 5.
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Item 6.
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18 | |
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The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's Prospectus 424B(2) filed with the Securities and Exchange Commission on February 24, 2015. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the periods presented have been reflected herein. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year ending July 31, 2015.
BRIDGEWATER PLATFORMS INC.
INDEX TO CONSOLIDATED INTERIM FINANCIAL STATEMENTS
April 30, 2015
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Page
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BRIDGEWATER PLATFORMS INC.
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April 30, 2015
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July 31, 2014
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(Unaudited)
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ASSETS
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Current Assets
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Cash
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$
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44,279
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$
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4,925
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Accounts receivable
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3,755
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-
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TOTAL ASSETS
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48,034
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4,925
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LIABILITIES AND STOCKHOLDERS' EQUITY
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Current Liabilities
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Accounts payable and accrued liabilities
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$
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2,713
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$
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4,291
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TOTAL LIABILITIES
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2,713
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4,291
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STOCKHOLDERS' EQUITY
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Common stock, par value $0.001, 75,000,000 shares authorized, 8,333,346 and 2,500, 000 shares issued and outstanding, respectively
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8,333
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2,500
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Additional paid-in capital
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60,237
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2,500
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Accumulated deficit
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(23,035
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)
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(4,366
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)
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Accumulated other comprehensive loss
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(214
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)
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-
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TOTAL STOCKHOLDERS' EQUITY
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45,321
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634
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
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$
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48,034
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$
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4,925
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The accompanying notes are an integral part of these unaudited consolidated financial statements.
BRIDGEWATER PLATFORMS INC.
(Unaudited)
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Three Months Ended
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Nine Months Ended
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April 30, 2015
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April 30, 2015
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REVENUES
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$
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3,844
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$
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12,693
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COST OF GOODS SOLD
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1,762
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5,491
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GROSS PROFIT
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2,082
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7,202
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OPERATING EXPENSES
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General and administrative
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4,612
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9,685
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Professional fees
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4,786
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16,186
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Total Operating Expenses
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9,398
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25,871
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LOSS BEFORE INCOME TAXES
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(7,316
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(18,669
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Provision for income taxes
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-
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-
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NET LOSS
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$
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(7,316
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)
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$
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(18,669
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)
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OTHER COMPREHENSIVE INCOME (LOSS)
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Foreign currency translation adjustments
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420
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(214
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TOTAL COMPREHENSIVE LOSS
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$
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(6,896
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$
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(18,883
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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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Basic and Diluted Weighted Average Common Shares Outstanding
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5,037,453
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4,499,390
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The accompanying notes are an integral part of these unaudited consolidated financial statements.
BRIDGEWATER PLATFORMS INC.
For The Nine Months Ended April 30, 2015
(Unaudited)
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Common Stock
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Additional
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Accumulated
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Accumulated Other
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Total
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Number of Shares
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Amount
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Paid-in Capital
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Deficit
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Comprehensive Loss
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Stockholders' Equity
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Balance - July 31, 2014
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2,500,000
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$
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2,500
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$
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2,500
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$
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(4,366
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)
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$
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-
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$
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634
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Common shares issued for cash at $0.002 per share
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2,500,000
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2,500
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2,500
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-
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-
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5,000
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Common shares issued for cash at $0.015 per share
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3,333,346
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3,333
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46,667
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-
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-
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50,000
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Contributed Services
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-
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-
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8,570
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-
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-
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8,570
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Net loss
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-
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-
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-
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(18,669
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)
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-
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(18,669
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Foreign currency translation adjustments
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-
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-
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-
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-
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(214
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(214
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Balance - April 30, 2015
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8,333,346
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$
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8,333
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$
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60,237
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$
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(23,035
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)
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$
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(214
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$
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45,321
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The accompanying notes are an integral part of these unaudited consolidated financial statements.
BRIDGEWATER PLATFORMS INC.
(Unaudited)
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Nine Months Ended
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April 30,
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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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(18,669
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)
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Adjustments to reconcile net loss to net cash from operating activities:
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Contributed services
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8,570
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Changes in operating assets and liabilities:
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Accounts receivable
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(3,755
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)
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Accounts payable and accrued liabilities
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(1,578
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)
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Net cash used in operating activities
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(15,432
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)
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CASH FLOWS FROM FINANCING ACTIVITIES
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Issuance of common stock for cash
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55,000
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Net cash provided by financing activities
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55,000
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Effects on changes in foreign exchange rate
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(214
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Net increase in cash and cash equivalents
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39,354
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Cash and cash equivalents - beginning of period
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4,925
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Cash and cash equivalents - end of period
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$
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44,279
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Supplemental Cash Flow Disclosures
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Cash paid for interest
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$
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-
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Cash paid for income taxes
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$
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-
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The accompanying notes are an integral part of these unaudited consolidated financial statements.
BRIDGEWATER PLATFORMS INC.
April 30, 2015
(Unaudited)
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS
Bridgewater Platforms Inc. (the "Company") is a Nevada corporation incorporated on May 6, 2014. It is based in Las Vegas, NV, USA, and the Company's fiscal year end is July 31.
On May 20, 2014, the Company incorporated its wholly owned Canadian subsidiary, Bridgewater Construction Ltd. in Etobicoke, Ontario.
The Company intends to develop a modular pool-covering system to install a secure platform each fall that can be walked on and used for whatever purpose the homeowner desires. Each platform will be custom-made from sturdy recycled materials, and when not in use, the company will come back each spring, dissemble, and store the platform at its own secure facility. To date, the Company's activities have been limited to provide construction service to local residents, its formation and the raising of equity capital.
The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The Financial Statements and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The Financial Statements have been prepared using the accrual basis of accounting in accordance with Generally Accepted Accounting Principles ("GAAP") of the United States.
In the opinion of management, all adjustments consisting of normal recurring entries necessary for a fair statement of the periods presented for: (a) the financial position; (b) the result of operations; and (c) cash flows, have been made in order to make the financial statements presented not misleading. The results of operations for such interim periods are not necessarily indicative of operations for a full year.
Basis of Consolidation
These financial statements include the accounts of the Company and its wholly-owned subsidiary, Bridgewater Construction Ltd., All material intercompany balances and transactions have been eliminated.
Foreign Currency Translation and Re-measurement
The Company's functional and reporting currency is the U.S. dollar. The Company's subsidiary's functional currency is the Canadian dollar. All transactions initiated in Canadian dollars are translated into U.S. dollars in accordance with ASC 830-30, "Translation of Financial Statements," as follows:
| i) | Monetary assets and liabilities at the rate of exchange in effect at the balance sheet date. |
| ii) | Non-monetary assets and liabilities and equity at historical rates. |
| iii) | Revenue and expense items at the average rate of exchange prevailing during the period. |
Adjustments arising from such translations are deferred until realization and are included as a separate component of stockholders' equity as a component of comprehensive income or loss. Therefore, translation adjustments are not included in determining net income (loss) but reported as other comprehensive income.
For foreign currency transactions, the Company translates these amounts to the Company's functional currency at the exchange rate effective on the invoice date. If the exchange rate changes between the time of purchase and the time actual payment is made, a foreign exchange transaction gain or loss results which is included in determining net income for the period. $214 other comprehensive losses were recorded during the nine months ended April 30, 2015.
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 reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ from these good faith estimates and judgments.
Cash and Cash Equivalents
Cash and cash equivalents include cash in banks, money market funds, and certificates of term deposits with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value. The Company had $44,279 and $4,925 cash at April 30, 2015 and July 31, 2014, respectively.
Accounts Receivable
The Company's accounts receivable consists of trade receivables from customers. The Company evaluates the collectability of its accounts receivable on an on-going basis and write off the amount when it is considered to be uncollectible. The Company does not have allowance for doubtful accounts. As at April 30, 2015 and July 31, 2014, the Company had $3,755 and $0 in accounts receivable, respectively.
Financial Instruments
The Company follows ASC 820, "Fair Value Measurements and Disclosures", which defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).
The three levels of the fair value hierarchy are described below:
Level 1
Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.
Level 2
Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.
Level 3
Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.
Concentrations of Credit Risk
The Company's financial instruments that are exposed to concentrations of credit risk primarily consist of its cash and cash equivalents and accounts receivable. The Company places its cash and cash equivalents with financial institutions of high credit worthiness. At times, its cash and cash equivalents with a particular financial institution may exceed any applicable government insurance limits. The Company evaluates the collectability of its accounts receivable on an on-going basis and request deposits whenever it is necessary. The Company's management plans to assess the financial strength and credit worthiness of any parties to which it extends funds, and as such, it believes that any associated credit risk exposures are limited.
Revenue Recognition
The Company will recognize revenue from the sale of products and services in accordance with ASC 605,"Revenue Recognition." The Company will recognize revenue only when all of the following criteria have been met:
| i) | Persuasive evidence for an agreement exists; |
| ii) | Service has been provided; |
| iii) | The fee is fixed or determinable; and, |
| iv) | Collection is reasonably assured. |
Start-Up Costs
In accordance with ASC 720, "Start-up Costs", the Company expenses all costs incurred in connection with the start-up and organization of the Company.
Share-based Expenses
ASC 718 "Compensation – Stock Compensation" prescribes accounting and reporting standards for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period).
The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, "Equity – Based Payments to Non-Employees." Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date.
There were no share-based expenses for the period ended April 30, 2015.
Deferred Income Taxes and Valuation Allowance
The Company accounts for income taxes under ASC 740 "Income Taxes." Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized as at April 30, 2015 and July 31, 2014.
Net Loss Per Share of Common Stock
The Company has adopted ASC Topic 260, "Earnings per Share," ("EPS") which requires presentation of basic EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation. In the accompanying financial statements, basic loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period.
The Company has no potentially dilutive securities, such as options or warrants, currently issued and outstanding.
Related Parties
The Company follows ASC 850, "Related Party Disclosures," for the identification of related parties and disclosure of related party transactions. See Note 6.
Commitments and Contingencies
The Company follows ASC 450-20, Loss Contingencies, to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. There were no commitments or contingencies as of April 30, 2015.
Recent Accounting Pronouncements
Management has considered all recent accounting pronouncements issued since and their potential effect on our financial statements. The Company's management believes that these recent pronouncements will not have a material effect on the Company's consolidated financial statements.
NOTE 3 -GOING CONCERN
The Company's consolidated financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not established an ongoing source of revenues sufficient to cover its operating cost, and requires additional capital to commence its operating plan. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. These factors raise substantial doubt about its ability to continue as a going concern.
In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan to obtain such resources for the Company include: sales of equity instruments; traditional financing, such as loans; and obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans.
There is no assurance that the Company will be able to obtain sufficient additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to the Company. In addition, profitability will ultimately depend upon the level of revenues received from business operations. However, there is no assurance that the Company will attain profitability. The accompanying consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
NOTE 4 - EQUITY
Authorized Stock
The Company has authorized 75,000,000 common shares with a par value of $0.001 per share. Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought.
Common Shares
On May 6, 2014, the Company issued 2,500,000 common shares to an officer and director at $0.002 per share for $5,000 cash.
On September 26, 2014, the Company issued 2,500,000 common shares to an officer and director at $0.002 per share for $5,000 cash.
On April 30, 2015, the Company issued 3,333,346 common shares to 29 unaffiliated investors at $0.015 per share for $50,000 through the Company's initial public offering. The Company's initial public offering was closed on June 8, 2015 and no additional funds will be raised from this initial offering.
Other
During the nine months ending April 30, 2015, the officers of the Company contributed services valued at $8,570, recognized as contributed capital and expense.
NOTE 5 -PROVISION FOR INCOME TAXES
The Company provides for income taxes under ASC 740, "Income Taxes". ASC 740 requires the use of an asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax basis of assets and liabilities and the tax rates in effect when these differences are expected to reverse. It also requires the reduction of deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.
The Company is subject to taxation in the United States and certain state jurisdictions.
The provision for income taxes differs from the amounts which would be provided by applying the statutory federal income tax rate of 34% to the net loss before provision for income taxes for the following reasons:
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Nine Months Ended
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||||
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April 30, 2015
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||||
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Income tax expense at statutory rate
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$
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(6,348
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)
|
|
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Valuation allowance
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6,348
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|||
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Income tax expense
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$
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-
|
||
Net deferred tax assets consist of the following components as of:
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April 30, 2015
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July 31, 2014
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|||||||
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NOL Carryover
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$
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(7,832
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)
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$
|
1,484
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|||
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Valuation allowance
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7,832
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(1,484
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)
|
|||||
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Net deferred tax asset
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$
|
-
|
$
|
-
|
||||
Due to the change in ownership provisions of the Income Tax laws of United States of America, net operating loss carry forwards of approximately $23,035, which expire commencing in fiscal 2032, for federal income tax reporting purposes are subject to annual limitations. When a change in ownership occurs, net operating loss carry forwards may be limited as to use in future years.
NOTE 6 – RELATED PARTY TRANSACTIONS
On May 6, 2014, the company issued 2,500,000 shares to an officer and director at $0.002 per are for $5,000 cash.
On September 26, 2014, the company issued 2,500,000 shares to an officer and director at $0.002 per are for $5,000 cash.
The Company does not have employment contracts with its key employees, who are the controlling shareholders and are officers and directors of the Company. The Company is estimating the cost of services and labor provided to the Company in the production of its revenue and administrative costs. Expense is calculated based on a normalized salary, allocated to the time provided to the Company. The computation has been allocated to the production costs and administrative services provided, in the amount of $3,330 and $5,670 for the nine months ended April 30, 2015, respectively. These amounts may change significantly as business expands. The total services of $9,000, for the nine months ended April 30, 2015, $430 was paid to the officer and $8,570 was contributed by the officers and recognized as a contribution to equity.
The Company does not own or lease property or lease office space. The office space used by the Company was arranged by the officers and directors of the Company to use at no charge.
The amounts and terms of the above transactions may not necessarily be indicative of the amounts and terms that would have been incurred had comparable transactions been entered into with independent third parties.
NOTE 7 – COMMITMENTS AND CONTINGENCIES
The Company has no commitments or contingencies as at April 30, 2015 and July 31, 2014.
From time to time the Company may become a party to litigation matters involving claims against the Company. Management believes that it is adequately insured for its operations and there are no current matters that would have a material effect on the Company's financial position or results of operations.
Forward-Looking Statements
Except for historical information, this report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements involve risks and uncertainties, including, among other things, statements regarding our business strategy, future revenues and anticipated costs and expenses. Such forward-looking statements include, among others, those statements including the words "expects," "anticipates," "intends," "believes" and similar language. Our actual results may differ significantly from those projected in the forward-looking statements. Factors that might cause or contribute to such differences include, but are not limited to, those discussed herein as well as in the "Description of Business - Risk Factors" section in our Prospectus on Form424B(2), as filed on February 24, 2015. You should carefully review the risks described in in our Prospectus and in other documents we file from time to time with the Securities and Exchange Commission ("SEC"). 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," "Bridgwater," "we," "us," or "our" are to Bridgewater Platforms Inc.
Corporate Overview
Bridgewater Platforms Inc. was incorporated in the State of Nevada on May 6, 2014, and our fiscal year end is July 31. Bridgewater Platforms Inc., incorporated a wholly owned subsidiary in the Province of Ontario, Canada on May 20, 2014, called Bridgewater Construction Ltd. The company's administrative address is, 78 Shorncliffe Road, Etobicoke, Ontario, Canada M8Z 5K5. The telephone number is 416-659-8907.
Bridgewater Platforms' wholly owned subsidiary, Bridgewater Construction Ltd. operates as a landscape design and construction services business. The Company currently offers landscaping and minor construction services and intends to expand its business and to develop a new outdoor pool covering product and service that will help northern cold-climate homeowners solve the dilemma of what to do with their pools over the fall, winter, and spring months when pool use is not possible. To date, the Company's activities have been limited to its formation, the beginning of operations the raising of equity capital. We currently do not have any employees.
The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements for the period ended April 30, 2015, together with notes thereto, which are included in this report.
Results of Operations
The following table provides selected financial data about our company as of April 30, 2015 and July 31, 2014.
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Balance Sheet Date
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April 30, 2015
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July 31, 2014
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||||||
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Cash
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$
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44,279
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$
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4,925
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||||
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Total Assets
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$
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48,034
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$
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4,925
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||||
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Total Liabilities
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$
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2,713
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$
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4,291
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||||
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Stockholders' Equity
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$
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45,321
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$
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634
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||||
The following table provides the results of operations for the three and nine months ended April 30, 2015:
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Three Months Ended
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Nine Months Ended
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|||||||
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April 30, 2015
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April 30, 2015
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|||||||
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Revenues
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$
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3,844
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$
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12,693
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||||
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Cost Of Goods Sold
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1,762
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5,491
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Gross Profit
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2,082
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7,202
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||||||
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Operating Expenses
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9,398
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25,871
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Net Operating Loss
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(7,316
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)
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(18,669
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)
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||||
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Other Comprehensive Income (Loss)
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420
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(214
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)
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|||||
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Total Comprehensive Loss
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$
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(6,896
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)
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$
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(18,883
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)
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||
For the three and nine months ended April 30, 2015, our revenues were $3,844 and $12,693, respectively; our cost of goods sold was $1,762 and $5,491, respectively; and our gross profit was $2,082 and $7,202, respectively. For the three and nine months ended April 30, 2015, our operating expenses were $9,398 and $25,871, respectively; our net operating loss was $7,316 and $18,669, respectively; other comprehensive income was $420 and loss was $214, respectively and our total comprehensive loss was $6,896 and $18,883, respectively.
Our operating expenses were primarily composed of professional fees related to regulatory filing requirements and recently initial public offering.
Limited Operating History; Need for Additional Capital
There is no historical financial information about us on 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, possible delays in developing our website, and possible cost overruns due to the price and cost increases in supplies and services.
While the officers and directors have generally indicated a willingness to provide services and financial contributions if necessary, there are presently no agreements, arrangements, commitments, or specific understandings, either verbally or in writing, between the officers and directors and Bridgewater Platforms.
If we are unable to meet our needs for cash from either the money that we raise from future financings, or possible alternative sources, then we may be unable to continue, develop, or expand our operations.
We have no plans to undertake any product research and development during the next twelve months. There are also no plans or expectations to acquire or sell any plant or plant equipment in the first year of operations.
We anticipate that we will need $30,000 to fund the next 12 months of our operations. If we are unable to meet our needs for cash from either the cash flows from operations, money that we raise from our current offering or future financings, or possible alternative sources, then we may be unable to continue, develop, or expand our operations. We currently do not have sufficient funds to operate our business for the next 12 months.
Liquidity and Capital Resources
Working Capital
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April 30, 2015
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July 31, 2014
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|||||||
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Current Assets
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$
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48,034
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$
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4,925
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||||
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Current Liabilities
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$
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2,713
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$
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4,291
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||||
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Working Capital
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$
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45,321
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$
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634
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||||
Cash Flows
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Nine Months Ended
April 30, 2015
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||||
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Cash Flows Used In Operating Activities
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$
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(15,432
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)
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|
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Cash Flows Provided By Financing Activities
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$
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55,000
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||
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Net Increase in Cash During Period
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$
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39,354
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||
As at April 30, 2015, our company's cash balance was $44,279 compared to $4,925 as at July 31, 2014. The increase in cash was primarily due to cash received from share issuance.
As at April 30, 2015, our company had total liabilities of $2,713 compared with total liabilities of $4,291 as at July 31, 2014. The decrease in total liabilities was due to cash used to reduce accounts payable.
As at April 30, 2015, our company had working capital of $45,321 compared with working capital of $634 as at July 31, 2014. The increase in working capital was primarily attributed to cash received from share issuance.
Cash Flow from Operating Activities
During the nine months ended April 30, 2015, our company used $15,432 in cash from operating activities.
Cash Flow from Investing Activities
During the nine months ended April 30, 2015, our company used $nil cash for investing activities.
Cash Flow from Financing Activities
During the nine months ended April 30, 2015, our company received $55,000 in cash in financing activities from proceeds from the sale of our common stock.
Going Concern
Our auditors have issued a going concern opinion on our year-end financial statements ended July 31, 2014. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay for our expenses. This is because we have generated limited revenues and have limited operating history. There are no assurances that we will be able to obtain additional financing through either private placements, bank financing or other loans necessary to support our working capital requirements. To the extent that funds generated from operations and any private placements, public offerings and/or bank financing are insufficient, we will have to raise additional working capital. No assurance can be given that additional financing will be available, or if available, will be on terms acceptable to us.
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.
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 (our principal executive officer, principal financial officer and principal 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 (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 (our principal executive officer, principal financial officer and principal accounting officer) concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this quarterly report due to our limited member of officers and members of the Board of Directors.
Changes in Internal Control over Financial Reporting
There have been no changes in our internal controls over financial reporting that occurred during the quarter ended April 30, 2015, that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.
We know of no material, existing or pending legal proceedings against our Company, 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 registered beneficial shareholder, 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.
We did not issue unregistered equity securities during the quarter ended April 30, 2015.
None.
Not applicable.
None.
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Exhibit Number
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Description of Exhibit
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31.1
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32.1
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101*
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Interactive Data File (Form 10-Q for the period ended April 30, 2015 furnished in XBRL).
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101.INS
101.SCH
101.CAL
101.DEF
101.LAB
101.PRE
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XBRL Instance Document
XBRL Taxonomy Extension Schema Document
XBRL Taxonomy Extension Calculation Linkbase Document
XBRL Taxonomy Extension Définition Linkbase Document
XBRL Taxonomy Extension Label Linkbase Document
XBRL Taxonomy Extension Presentation Linkbase Document
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| * | Furnished herewith. Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, and otherwise are not subject to liability under these sections. |
Pursuant to the requirements of Section 13 or 15(d) 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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BRIDGEWATER PLATFORMS INC.
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(Registrant)
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Dated: June 15, 2015
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/s/ Emauel Oliveira
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Emanuel Oliveira
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President, Chief Executive Officer, Chief Financial Officer
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(Principal Executive, Financial and Accounting Officer)
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19