VIRTUAL INTERACTIVE TECHNOLOGIES CORP. - Quarter Report: 2017 May (Form 10-Q)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act Of 1934

For the quarterly period ended May 31, 2017

☐ Transition Report Under Section 13 or 15(d) of the Securities Exchange Act Of 1934

For the transition period from ______________ to ______________

Commission File Number:    0-23726

(Exact name of registrant as specified in its charter)

 

NEVADA		36-4752858
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

29409 232^nd Ave. SE

 (Address of principal executive offices, including Zip Code)

(Issuer's telephone number, including area code)

Check whether the issuer (1) has 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 required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes ☐   No ☒

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes ☐   No ☒

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small reporting company. See the definitions of "large accelerated filer," "accelerated filer," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

	Large accelerated filer	☐	Accelerated filer	☐
	Non-accelerated filer	☐	Smaller reporting company	☒
			Emerging growth company	☐

 

If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).   Yes ☒   No ☐

 

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 3,890,750 shares of common stock as of October 5, 2017.

 

 

 

MASCOTA RESOURCES CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Stated in US Dollars)
(Unaudited)
		May 31,				November 30,
		2017				2016
ASSETS
Current Assets
Cash		$	3,657			$	1,172
Total Current Assets			3,657				1,172
Total Assets		$	3,657			$	1,172
LIABILITIES AND STOCKHOLDERS' DEFICIT
LIABILITIES
Current Liabilities
Accounts Payable		$	3,841			$	9,016
Accrued Interest, Related Parties			287				-
Convertible Notes Payable			5,000				-
Convertible Notes Payable, Related Parties			10,000				-
Total Current Liabilities			19,128				9,016
Total Liabilities			19,128				9,016
STOCKHOLDERS' DEFICIT
Preferred Stock, $0.01 par value, 10,000,000 shares authorized			500				500
50,000, shares issued and outstanding			-				-
Common Stock, $0.001 par value, 90,000,000  shares authorized,
3,890,750  shares issued and outstanding			3,891				3,891
Additional paid-in capital			156,003				156,003
Accumulated deficit			(175,865	)			(168,238	)
Total Stockholders' Deficit			(15,471	)			(7,844	)
Total Liabilities and Stockholders' Deficit		$	3,657			$	1,172

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

 

MASCOTA RESOURCES CORP.
Condensed Consolidated Statements of Operations
(Stated in US Dollars)
(Unaudited)
		Three Months Ended								Six Months Ended
		May 31,								May 31,
		2017				2016				2017				2016
Revenue		$	-			$	-			$	-			$	-
Operating Expenses
General and administrative			2,386				152				7,340				211
Total Expenses			2,386				152				7,340				211
Operating loss			(2,386	)			(152	)			(7,340	)			(211	)
Interest expense			162				1,077				287				1,979
Net loss		$	(2,548	)		$	(1,229	)		$	(7,627	)		$	(2,190	)
Loss per share, basic and fully diluted		$	(0.00	)		$	(0.00	)		$	(0.00	)		$	(0.00	)
Weighted average number of shares outstanding - basic and fully diluted			3,890,750				3,100,000				3,890,750				3,100,000

 

 

 

 

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

 

MASCOTA RESOURCES CORP.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(Stated in US Dollars)
(Unaudited)
		Six Months Ended
		May 31,
		2017				2016
Cash Flows from Operating Activities
Net loss		$	(7,627	)		$	(2,190	)
Change in operating assets and liabilities:
Accounts payable			(5,175	)			(2,501	)
Accrued interest, related parties			287				1,979
Net Cash provided by Operating Activities			(12,515	)			(2,712	)
Cash Flows from Investing Activities			-				-
Cash Flows from Financing Activities
Proceeds from convertible notes payable			5,000				-
Proceeds from convertible notes payable, related parties			10,000				20,152
Net Cash provided by Financing Activities			15,000				20,152
Net increase (decrease) in cash			2,485				17,440
Cash at beginning of period			1,172				3,600
Cash at end of period		$	3,657			$	21,040
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for:
Interest		$	-			$	-
Income taxes		$	-			$	-

 

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

While the information presented in the accompanying May 31, 2017 financial statements is unaudited, it includes all adjustments which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the period presented in accordance with the accounting principles generally accepted in the United State of America. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustment are of a normal recurring nature. These financial statements should be read in conjunction with the Company's November 30, 2016 financial statements (and notes thereto).  Operating results for the six months ended May 31, 2017 are not necessarily indicative of the results that can be expected for the year ending November 30, 2017.

Mascota Resources Corp. ("the Company," "we," "us," or "our") was incorporated in the state of Nevada on November 3, 2011. The Company is an exploration stage company and was formed for the purpose of acquiring exploration and development stage mineral properties.

On November 9, 2011, the Company incorporated a wholly-owned subsidiary, MRC Exploration LLC ("MRC"), in the State of Nevada for the purpose of mineral exploration.

During May 2013, MRC acquired a Uranium mineral claim located in the Athabasca Basin, within the Province of Saskatchewan, Canada (the "Claim"). Subsequently, the required exploration and development expenditures were not made and the ownership interest in the Claim lapsed on May 3, 2015 and as of that date, the Company no longer held a beneficial interest in the Claim.

The Company's business plan is to proceed with the acquisition and exploration of feasible mineral claims to determine whether there are commercially exploitable reserves of gold, silver and uranium. The Company geological consulting firm is well-experienced in the mineral exploration business and will provide us with the expected costs of exploration to determine the commercial viability of the prospect.

 Note 3     Going Concern

These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations in the ordinary course of business. Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. The Company has not yet achieved profitable operations, has accumulated losses of $(175,865) since its inception through May 31, 2017, and expects to incur further losses in the development of its business, all of which casts substantial doubt about the Company's ability to continue as a going concern.

Basis of Presentation

The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and are stated in US dollars. The Company has adopted a November 30 year end.

Consolidated Statements

These consolidated financial statements include the accounts of the Company and MRC Exploration LLC., a wholly owned subsidiary incorporated in Nevada, USA on November 9, 2011. All significant inter-company transactions and balances have been eliminated.

Foreign Currency Translation

The Company's functional currency is the United States dollar as substantially all of the Company's operations are in the USA. The Company uses the United States dollar as its reporting currency for consistency with registrants of the Securities and Exchange Commission ("SEC").

Assets and Liabilities

Assets and liabilities denominated in a foreign currency are translated at the exchange rate in effect at the balance sheet date and capital accounts are translated at historical rates. Income statement accounts are translated at the average rates of exchange prevailing during the period, if applicable.

Translation adjustments from the use of different exchange rates from period to period are included in the Accumulated Other Comprehensive Income account in Stockholders' Equity, if applicable.

The Company is an exploration stage company, as defined in pronouncements of the Financial Accounting Standards Board (FASB) and Industry Guide #7 of the Securities and Exchange Commission. Generally accepted accounting principles govern the recognition of revenue by an exploration stage enterprise and the accounting for costs and expenses. An exploration stage company is also required to make additional disclosures as defined under the then current Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 915, "Development-Stage Entities." Additional disclosures required are that our financial statements be identified as those of an exploration stage company, and that the statements of operations, changes in changes in stockholders' deficit and cash flows disclosed activity since the date of its Inception (November 3, 2011). Effective June 10, 2014, the FASB changed its regulations with respect to development stage entities and these additional disclosures are no longer required for annual reporting periods beginning after December 15, 2015, with the option for entities to early adopt these new provisions. Consequently these additional disclosures are not included in the Company's financial statements.

 

 

Cash Equivalents

The Company considers all short term investments purchased with an original maturity of three months or less to be cash equivalents.

Income Taxes

We account for income taxes under the liability method, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statements and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.  Current tax benefits are offset by a valuation reserve as they are considered not likely to be realized in the foreseeable future.

Net Income (Loss) Per Share

The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on its financial condition or the results of its operations.

 

In support of the Company's efforts and cash requirements, it may rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by shareholders, officers, or directors.

 

As detailed in Note 7, amounts previously owed to the Company's President, Dale Rasmussen, and Secretary, Mark Rodenbeck, were converted into the Company's common stock on June 28, 2016.

 

On December 14, 2016, the Company's Secretary, Mark Rodenbeck, advanced the Company $10,000 pursuant to an unsecured, 6% promissory note due on December 14, 2017.  The note and accrued interest are convertible at Mr. Rodenbeck's option into the Company's common stock in $100 increments at a fixed rate of $.02 per share. Accrued interest and interest expense on this note as of and for the six months ended May 31, 2017 totaled $287.

 

 

The Company evaluated subsequent events through the date these financial statements were issued. There have been no additional subsequent events after May 31, 2017 for which disclosure is required.

 

ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

We have relied on advances from related parties and unaffiliated investors until such time that we can earn revenue to support our operations or obtain financing through sales of our equity or securities.  During the six months ended May 31, 2017 and 2016, we received $10,000 and $20,152, respectively, in proceeds from related parties, as well as $5,000 from an unaffiliated investor during the six months ended May 31, 2017.  There is no formal written commitment from any person to provide us with capital, and we did not have any equity transactions during the six months ended May 31, 2017.  We have not engaged in any operations and our only activity during the six months ended May 31, 2017 was the incurrence of minimal professional fees to maintain our status as an SEC registrant, and the procurement of funds from related and unrelated parties to pay for such fees.

ITEM 4.

CONTROLS AND PROCEDURES

 

We carried out an evaluation of the effectiveness of our disclosure controls and procedures as of May 31, 2017.  This evaluation was carried out under the supervision and with the participation of our management, including our Chief Executive and Financial Officer.

 

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms.  Disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed in our company's reports filed under the Securities Exchange Act of 1934 is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

 

Based upon that evaluation, our Chief Executive and Financial Officer concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this report.

 

There have been no changes in our internal control over financial reporting that occurred during the period ended May 31, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II

Item 6     Exhibits

Exhibits

31.1	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32	Certification pursuant to Section 906 of the Sarbanes-Oxley Act.

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

	MASCOTA RESOURCES CORP.
October 5, 2017	By:	/s/ Dale Rasmussen
		Dale Rasmussen, Principal Executive and Financial Officer