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VIVIC CORP. - Quarter Report: 2018 July (Form 10-Q)

August 27


 

U.S. 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 July 31, 2018


[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the transition period from ______ to _______


Commission file # 333-219148


VIVIC CORP.

 (Exact name of registrant as specified in its charter)


Nevada

7999

98-1353606

State or Other Jurisdiction of

Incorporation or Organization)

(Primary Standard Industrial

Classification Number)

(IRS Employer

Identification Number)


Vivic Corp. 

800 N Rainbow Blvd, Suite 208-29

Las Vegas, NV 89107

(702) 984-3984



(Address and telephone number of registrant's executive office)     



Indicate by checkmark 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 [X]   No [  ]

Indicate by check mark whether the registrant is a large accelerated filed, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer [  ]

Accelerated filer [   ]

Non-accelerated filer [   ]

Smaller reporting company [X]

Emerging growth company [X]


If an emerging growth company, indicate by check mark 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. [X]


Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [   ] No [ X ]

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the most practicable date:


 

 

Class

Outstanding as of August 27, 2018

Common Stock, $0.001

5,340,000




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VIVIC CORP.

 

 

PART I    FINANCIAL INFORMATION

 

ITEM 1

Financial Statements (Unaudited)

3

ITEM 2   

Management’s Discussion And Analysis Of Financial Condition And Results Of Operations

9

ITEM 3  

Quantitative And Qualitative Disclosures About Market Risk

11

ITEM 4

Controls And Procedures

11



PART II OTHER INFORMATION

 

ITEM 1   

Legal Proceedings

12

ITEM 2 

Unregistered Sales Of Equity Securities And Use Of Proceeds

12

ITEM 3   

Defaults Upon Senior Securities

12

ITEM 4      

Mine Safety Disclosures

12

ITEM 5  

Other Information

12

ITEM 6

Exhibits

12

 

Signatures

12




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VIVIC CORP.

BALANCE SHEETS

 

JULY 31, 2018

(Unaudited)

APRIL 30, 2018

(Audited)

ASSETS

 

 

Current Assets

 

 

 

Cash

$    8,291

$      14,006

 

Prepaid expenses

475

200

 

Total current assets

8,766

14,206

 

Equipment

4,191

4,704

Total Assets                                                         

$    12,957

$      18,910

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current  Liabilities

 

Loan from related parties

$    12,016

$      10,078

 

Total current liabilities

12,016

10,078

Total Liabilities

12,016

10,078

 

 Commitments and Contingencies

-

-

 

 

 

Stockholders’ Equity

  

Common stock, $0.001 par value, 75,000,000 shares authorized;

 

 

 

5,340,000 shares issued and outstanding

5,340

5,340

 

Additional Paid-In-Capital

24,360

24,360

 

Accumulated Deficit

(28,759)

(20,868)

Total Stockholders’ equity

941

8,832

 

 

 

Total Liabilities and Stockholders’ equity

$    12,957

$      18,910



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





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VIVIC CORP.

STATEMENTS OF OPERATIONS

(Unaudited)

 

 

For the

Three months ended July 31, 2018

 

For the

Three months ended July 31, 2017

Revenues

 

$     -         

 

$          6,300

 Cost of sales

 

-

 

3,800

Gross profit

 

-

 

2,500


Operating expenses

 

 

 

 

 General and administrative expenses

 

7,891

 

4,675

Net income (loss) from operations

 

(7,891)

 

(2,175)

Income (Loss) before provision for income taxes

 

(7,891)

 

(2,175)

 

 

 

 

 

Provision for income taxes

 

-

 

-

 

 

 

 

 

Net income (loss)

 

$     (7,891)

 

$      (2,175)

 

 

 

 

 

Income (loss) per common share:

 Basic and Diluted

 

$    (0.00)

 

$       (0.00)

 

 

 

 

 

Weighted Average Number of Common Shares  Outstanding:

Basic and Diluted

 

5,340,000

 

4,500,000


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





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VIVIC CORP.

STATEMENTS OF CASH FLOWS

(Unaudited)

 

For the

Three months ended July 31, 2018

For the

Three months ended July 31, 2017

Cash flows from Operating Activities

 

 

 

Net loss

$      (7,891)

$        (2,175)

Adjustments to reconcile net income to net cash provided by (used in) operating activities:                        

 

 

 

Depreciation

513

-

 

Prepaid expenses

(275)

-

 

Net cash used in operating activities

(7,653)

(2,175)

 

 

 

 

Cash flows from Investing Activities

 

 

   Purchase of fixed assets

          -

       (1,350)

  Net cash used in investing activities

-

(1,350)

 

 

 

Cash flows from Financing Activities

 

 

 

Proceeds of loan from shareholder

1,938

525

 

Net cash provided by financing activities

1,938

525

Net increase (decrease)in cash and equivalents

(5,715)

(3,000)

Cash and equivalents at beginning of the period

14,006

4,570

Cash and equivalents at end of the period

$     8,291

$          1,570

 

Supplemental cash flow information:

 

 

 

Cash paid for:

 

 

 

Interest                                                                                               

$         -

$             -

 

Taxes                                                                                           

$         -

$             -



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





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VIVIC CORP.

Notes to Financial Statements

(Unaudited)


NOTE 1 – ORGANIZATION AND BUSINESS

 

VIVIC CORP. (the “Company”) is a corporation established under the corporation laws in the State of Nevada on February 16, 2017.  Vivic Corp. is in the tourism business.

The Company has adopted an April 30 fiscal year end.


NOTE 2 – GOING CONCERN


The Company’s financial statements as of July 31, 2018 been prepared using generally accepted accounting principles 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 yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The Company has accumulated loss from inception (February 16, 2017) to July 31, 2018 of $28,759. These factors among others raise substantial doubt about the ability of the company to continue as a going concern for a reasonable period of time.  


In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking third party equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.


NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


The results for the three months ended July 31, 2018 are not necessarily indicative of the results of operations for the full year. These financial statements and footnotes should be read in conjunction with the financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended April 30, 2018, filed with the Securities and Exchange Commission. In the opinion of management, all adjustments necessary to present fairly the financial position, results of operations, and cash flows at July 31, 2018 and for the related periods presented.


Basis of Presentation

 

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America.


Use of Estimates


Preparing 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, liabilities, revenue, and expenses. Actual results and outcomes may differ from management’s estimates and assumptions.



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Cash and Cash Equivalents


For purposes of the statement of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. The Company's bank accounts are deposited in insured institutions. The funds are insured up to $250,000. At July 31, 2018 the Company's bank deposits did not exceed the insured amounts.


Stock-Based Compensation


As of July 31, 2018, the Company has not issued any stock-based compensation to its employees.

Stock-based compensation is accounted for at fair value in accordance with ASC 718, when applicable.  To date, the Company has not adopted a stock option plan and has not granted any stock options.


Revenue Recognition


The Company follows the guidance of the Accounting Standards Codification (“ASC”) Topic 605, Revenue Recognition. We record revenue when persuasive evidence of an arrangement exists, the services have been provided, the price to the customer is fixed or determinable and collectability of the revenue is reasonably assured. The tourism business is seasonal. We expect that our results of operations will be subject to quarterly fluctuations caused primarily by the seasonal variations in the travel industry and weather conditions and other factors beyond our control.



Property and Equipment and Depreciation Policy

Property and equipment are stated at cost and depreciated on the straight line method over the estimated life of the asset, which is 3 years. For the three month period ended July 31, 2018 depreciation expenses were $513.

Income Taxes


The Company follows the liability method of accounting for income taxes.  Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences).  The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.




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New Accounting Pronouncements


The Company adopted ASC 606, “Revenue From Contracts With Customers“ (“Topic 606”). The results of applying Topic 606 using the modified retrospective approach were insignificant and did not have a material impact on our consolidated financial condition, results of operations, cash flows, business process, controls or systems.

This standard provides guidance for the recognition, measurement and disclosure of revenue from contracts with customers and supersedes previous revenue recognition guidance under U.S. GAAP.

The Company is deferring adoption for one year as an emerging growth company.

The Company has evaluated all the recent accounting pronouncements and determined that there are no other accounting pronouncements that will have a material effect on the Company’s financial statements.



NOTE 4 – CAPITAL STOCK


The Company has 75,000,000 shares of common stock authorized with a par value of $0.001 per share.

As of July 31, 2018, the Company had 5,340,000 shares issued and outstanding.


NOTE 5 – RELATED PARTY TRANSACTIONS

 

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 officers, directors, or shareholders. Amounts represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note.  


Since February 16, 2017 (Inception) through July 31, 2018, the Company’s sole officer and director loaned the Company $12,016 to pay for incorporation costs and operating expenses.  As of July 31, 2018, the amount outstanding was $12,016. The loan is non-interest bearing, due upon demand and unsecured.



NOTE 6. SUBSEQUENT EVENTS


The Company has evaluated subsequent events from July 31, 2018 to August 27, 2018 the date the financial statements were available to be issued and has determined that there are no items to disclose.







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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


FORWARD LOOKING STATEMENTS


Statements made in this Form 10-Q that are not historical or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified by the use of terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.


General

We were incorporated on February 16, 2017 in the State of Nevada. We are a start-up company which is in the tourism business. Vivic Corp. is a travel agency that organizes individual and group tours in the Dominican Republic, such as cultural, recreational, sport, business, ecotours and other travel tours. Services and products provided by our company include custom packages according to the client’s specifications. We develop and offer our own tours in the Dominican Republic as well as third-party suppliers.


RESULTS OF OPERATIONS


Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation.


We expect we will require additional capital to meet our long term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.


During three months ended July 31, 2018, we did not generate any revenue as we did not have any customers.

Our net loss for the three months ended July 31, 2018 was $7,891.


During three months ended July 31, 2017, we generated $6,300 in revenue and cost of sales was $3,800. During the three months ended July 31, 2017, we incurred expenses of $4,675.

Our net loss for the three months ended July 31, 2017 was $2,175.


The decrease in revenue for the three months ended July 31, 2018 was because we did not have any customers. The increase in expenses for the three months ended July 31, 2018 was due to increase in accounting expenses, amortization expenses and payments to Transfer Agent.




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LIQUIDITY AND CAPITAL RESOURCES



As of July 31, 2018 our total assets were $12,957 compared to $18,910 in total assets at April 30, 2018. As of July 31, 2018, our total liabilities were $12,016 compared to $10,078 in total liabilities at April 30, 2018. The decrease in total assets was due increase in expenses.


Stockholders’ equity decreased from $8,832 as of April 30, 2018 to $941 as of July 31, 2018 due to loss during the three month period ended July 31, 2018.



Cash Flows from Operating Activities


For the three month period ended July 31, 2018, net cash flows used in operating activities was $7,653, consisted of $7,891 loss, depreciation expenses of $513 and increase in prepaid expenses of $275.

For the three month period ended July 31, 2017, net cash flows used in operating activities was $2,175, consisted of $2,175 loss.



Cash Flows from Investing Activities


We have not used any cash in investing activities for the three month period ended July 31, 2018. We used $1,350 in investing activities for the three month period ended July 31, 2017.


Cash Flows from Financing Activities



For the three month period ended July 31, 2018, net cash flows from financing activities was $1,938 consisted of $1,938 from loans from shareholder.

For the three month period ended July 31, 2017, net cash flows from financing activities was $525 consisted of $525 from loans from shareholder.



PLAN OF OPERATIONS AND FUNDING


We expect that working capital requirements will continue to be funded through a combination of our existing funds and further issuances of securities. Our working capital requirements are expected to increase in line with the growth of our business.


Existing working capital, further advances and debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next twelve months. We have no lines of credit or other bank financing arrangements. Generally, we have financed operations to date through the proceeds of the private placement of equity and debt instruments. In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to: (i) acquisition of inventory; (ii) developmental expenses associated with a start-up business; and (iii) marketing expenses. We intend to finance these expenses with further issuances of securities, and debt issuances. Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements. Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders. Further, such securities might have rights, preferences or privileges senior to our common stock. Additional financing may not be available upon acceptable terms, or at all. If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations.



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OFF-BALANCE SHEET ARRANGEMENTS


As of the date of this Quarterly Report, 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 are material to investors.


GOING CONCERN


The independent auditors' report accompanying our April 30, 2018 financial statements contained an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared "assuming that we will continue as a going concern," which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.


As a "smaller  reporting  company" as defined by Item 10 of Regulation  S-K, the Company is not required to provide information required by this Item.


ITEM 4. CONTROLS AND PROCEDURES


Disclosure Controls and Procedures


Our disclosure controls and procedures are designed to ensure that information required to be disclosed in reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. Our principal executive officer and principal financial and accounting officer have reviewed the effectiveness of our “disclosure controls and procedures” (as defined in the Securities Exchange Act of 1934 Rules 13(a)-15(e) and 15(d)-15(e)) within the end of the period covered by this Quarterly Report on Form 10-Q and have concluded that the disclosure controls and procedures were not effective to ensure that material information relating to the Company is recorded, processed, summarized, and reported in a timely manner.


Changes in Internal Controls over Financial Reporting


There have been no changes in the Company's internal control over financial reporting during the last quarterly period covered by this report that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.




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PART II. OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS


Management is not aware of any legal proceedings contemplated by any governmental authority or any other party involving us or our properties. As of the date of this Quarterly Report, no director, officer or affiliate is (i) a party adverse to us in any legal proceeding, or (ii) has an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings pending or that have been threatened against us or our properties.


ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS


No equity securities were sold during the three-month period ended July 31, 2018.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES


No senior securities were issued and outstanding during the three-month period ended July 31, 2018.



ITEM 4. MINE SAFETY DISCLOSURES


Not applicable to our Company.


ITEM 5. OTHER INFORMATION


None.

ITEM 6. EXHIBITS


Exhibits:


31.1 Certification of Chief Executive Officer and Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a)

32.1 Certifications pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002

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 Document

101.LAB XBRL Taxonomy Extension Label Linkbase Document

101.PRE XBRL Taxonomy Extension Presentation Linkbase Document


SIGNATURES


In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


 

 

 

VIVIC CORP.

Dated: August 27, 2018

By: /s/Yoel Rosario Duran

 

Yoel Rosario Duran, President and Chief Executive Officer and Chief Financial Officer




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