The accompanying notes are an integral part
of these unaudited condensed financial statements.
The accompanying notes are an integral part
of these unaudited condensed financial statements.
The accompanying notes are an integral part
of these unaudited condensed financial statements.
The accompanying notes are an integral part
of these unaudited condensed financial statements.
NOTES TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER 30, 2016 AND 2015 (UNAUDITED)
NOTE 1 - CONDENSED INTERIM FINANCIAL STATEMENTS
The accompanying financial statements have
been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring
adjustments) necessary to present fairly the financial position, results of operations and cash flows at September 30, 2016 and
for all periods presented have been made.
Certain information and footnote disclosures
normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States
of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with
the financial statements and notes thereto included in the Company's March 31, 2016 audited financial statements. The results of
operations for the six months ended September 30, 2016 are not necessarily indicative of the operating results for the full year.
Basis of Presentation
In the opinion of management, the accompanying
balance sheets and related interim statements of operations and cash flows, include all adjustments, consisting only of normal
recurring items, necessary for their fair presentation in conformity with accounting principles generally accepted in the United
States of America ("U.S. GAAP"). Preparing financial statements 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.
NOTE 2 - GOING CONCERN
These unaudited condensed financial statements
have been prepared in accordance with generally accepted accounting principles applicable to a going concern which contemplates
the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. As of September
30, 2016, the Company has not recognized any revenue and has accumulated operating losses of approximately $81,600 since inception.
The Company's ability to continue as a going concern is contingent upon the successful completion of additional financing arrangements
and its ability to achieve and maintain profitable operations. Management plans to raise equity capital to finance the operating
and capital requirements of the Company. Amounts raised will be used for further development of the Company's products, to provide
financing for marketing and promotion, to secure additional property and equipment, and for other working capital purposes. While
the Company is putting forth its best efforts to achieve the above plans, there is no assurance that any such activity will generate
funds that will be available for operations.
These conditions raise substantial doubt
about the Company's ability to continue as a going concern. These unaudited condensed financial statements do not include any adjustments
relating to recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might
arise from this uncertainty.
NOTE 3 - SIGNIFICANT ACCOUNTING POLICIES
Use of Estimates
The preparation of financial statements
in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements
and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Earnings per Share
The basic earnings (loss) per share is
calculated by dividing the Company's net income (loss) available to common shareholders by the weighted average number of common
shares issued and outstanding during the year. The diluted earnings (loss) per share is calculated by dividing the Company's net
income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The
diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted as of the first year for
any potentially dilutive debt or equity.
FIRST HARVEST CORP.
NOTES TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER 30, 2016 AND 2015 (UNAUDITED)
Recent Accounting Pronouncements
The Company's management has evaluated
all the recently issued accounting pronouncements through the filing date of these financial statements and does not believe that
any of these pronouncements will have a material impact on the Company's financial position and results of operations.
NOTE 4 - RELATED PARTY TRANSACTIONS
On February 27, 2013, the Company issued
300,000 shares of its Common Stock to a founder for cash of $3,000.
On April 22, 2013, a former officer loaned
the Company $500 for audit fees. On June 27, 2014, a former loaned the Company an additional $1,993 for audit fees. On October
23, 2014, a former loaned the Company an additional $6,000 for audit fees. On July 1, 2015, a former loaned the Company an additional
$5,250 for audit fees. On March 9, 2016, a former loaned the Company an additional $6,000 for audit fees. On September 8, 2016,
the Company issued to the former officer 19,743 shares of its common stock in full settlement of the related party debt in the
amount of $19,743. As of September 30, 2016 and March 31, 2016, $-0- and $19,743, respectively, of this loan remained due.
On May 9, 2016, a shareholder loaned the
Company $7,500 for audit fees. On May 11, 2016, a shareholder loaned the Company $1,000 for audit fees. On June 20, 2016, a shareholder
loaned the Company $1,500 for audit fees. During the quarter ended September 30, 2016, a shareholder loaned the Company $10,725
for audit and transfer agent fees. As of September 30, 2016, $20,725 of this loan remained due. The loan bears no interest and
is due upon demand.
The Company does not lease or rent any
property. Office services are provided without charge by a director. Such costs are immaterial to the financial statements and,
accordingly, have not been reflected therein. The officers and directors of the Company are involved in other business activities
and may, in the future, become involved in other business opportunities. If a specific business opportunity becomes available,
such persons may face a conflict in selecting between the Company and their other business interests. The Company has not formulated
a policy for the resolution of such conflicts.
NOTE 5 - STOCKHOLDERS' EQUITY AND CONTRIBUTED
CAPITAL
Series A Convertible Preferred Stock
The Company was previously authorized to
issue 5,000,000 shares of $0.001 par value Series A Preferred Stock. On March 29, 2013, the Company issued 200,000 shares of its
Series A Preferred Stock to shareholders in exchange for cash of $10,000. This Series A Preferred Stock was issued with a beneficial
conversion feature totaling $10,000. This non-cash expense related to the beneficial conversion features of those securities and
is recorded with a corresponding credit to paid-in-capital.
Each share of the Series A Preferred Stock
had no liquidation rights. Series A Preferred Stock were not entitled to receive any dividends nor were they entitled to any voting
rights with respect to the Series A Preferred Stock. Initially, any holder could convert any or all of the shares of Series A Preferred
Stock held by such holder at the ratio of one hundred (100) shares of Common Stock for every one (1) share of Series A Preferred
Stock. However, the beneficial owner of such Series A Preferred Stock could not convert their Series A Preferred stock where they
will beneficially own in excess of 4.9% of the shares of the Common Stock.
On November 4, 2015, a shareholder of Series
A Preferred Stock converted 990 preferred shares to 9,900 shares of Common Stock.
On December 7, 2015, a shareholder of Series
A Preferred Stock converted 750 preferred shares to 7,500 shares of Common Stock.
On February 15, 2016, a shareholder of
Series A Preferred Stock converted 600 preferred shares to 6,000 shares of Common Stock.
On April 12, 2016, a shareholder of Series
A Preferred Stock converted 1,000 preferred shares to 10,000 shares of Common Stock.
On May 3, 2016, a shareholder of Series
A Preferred Stock converted 1,800 preferred shares to 18,000 shares of Common Stock.
FIRST HARVEST CORP.
NOTES TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER 30, 2016 AND 2015 (UNAUDITED)
On May 5, 2016, a shareholder of Series
A Preferred Stock converted 1,600 preferred shares to 16,000 shares of Common Stock.
On May 19, 2016, a shareholder of Series
A Preferred Stock converted 1,850 preferred shares to 18,500 shares of Common Stock.
On May 20, 2016, a shareholder of Series
A Preferred Stock converted 500 preferred shares to 5,000 shares of Common Stock.
On May 25, 2016, a shareholder of Series
A Preferred Stock converted 2,200 preferred shares to 22,000 shares of Common Stock.
On September 7, 2016, the Company filed
a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of the State of Nevada, which amended the
existing terms of the Series A Preferred Stock. The conversion ratio of the Series A Preferred Stock was reduced from 100 shares
of Common Stock for every share of Series A Preferred Stock to one (1) share of Common Stock for every share of Series A Preferred
Stock and also inserted an automatic conversion provision, whereby all of the outstanding Series A Preferred Stock on September
8, 2016 would automatically convert into Common Stock at the conversion ratio.
On September 8, 2016, the remaining 188,710
shares of Series A Preferred Stock were converted to 188,710 shares of Common Stock.
As of September 30, 2016, there were no
shares of Series A Preferred Stock outstanding.
Blank Check Preferred Stock
On September 7, 2016, the Company filed
a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of the State of Nevada, which became effective
on September 9, 2016. The Company removed the designations of the existing series of preferred stock (series A, series B and series
C); and authorized the creation of 10,000,000 shares of “blank check” preferred stock.
Common Stock
The Company is authorized to issue 500,000,000
shares of its $0.001 par value Common Stock, of which 533,606 shares were issued and outstanding as of September 30, 2016.
On November 4, 2015, a shareholder of Series
A Preferred Stock converted 990 preferred shares to 9,900 shares of Common Stock.
On December 7, 2015, a shareholder of Series
A Preferred Stock converted 750 preferred shares to 7,500 shares of Common Stock.
On February 4, 2016, the Company underwent
a change of control of ownership. VERSAI Inc. returned the 30,000 control shares to the Company’s then sole officer and director
that it had previously purchased on September 24, 2015 in order that the company may continue as a going concern. In consideration
for the return of the 300,000 common shares, the Company issued 50,000 restricted common shares to the lending group who provided
to VERSAI, Inc. the cash consideration to purchase the 300,000 control shares on September 24, 2015.
On February 15, 2016, a shareholder of
Series A Preferred Stock converted 600 preferred shares to 6,000 shares of Common Stock.
On April 12, 2016, a shareholder of Series
A Preferred Stock converted 1,000 preferred shares to 10,000 shares of Common Stock.
On May 3, 2016, a shareholder of Series
A Preferred Stock converted 1,800 preferred shares to 18,000 shares of Common Stock.
On May 5, 2016, a shareholder of Series
A Preferred Stock converted 1,600 preferred shares to 16,000 shares of Common Stock.
On May 19, 2016, a shareholder of Series
A Preferred Stock converted 1,850 preferred shares to 18,500 shares of Common Stock.
On May 20, 2016, a shareholder of Series
A Preferred Stock converted 500 preferred shares to 5,000 shares of Common Stock.
On May 25, 2016, a shareholder of Series
A Preferred Stock converted 2,200 preferred shares to 22,000 shares of Common Stock.
On August 10, 2016, the Company issued
175,000 shares of its Common Stock to an existing shareholder for services at par value.
FIRST HARVEST CORP.
NOTES TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER 30, 2016 AND 2015 (UNAUDITED)
On September 7, 2016, the Company filed
a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of the State of Nevada, which became effective
on September 9, 2016. The Company increased the authorized number of shares of Common Stock from 185,000,000 to 500,000,000.
On September 8, 2016, 188,710 shares of
Series A Preferred stock were converted to 188,710 shares of Common Stock.
On September 8, 2016, the Company issued
19,743 shares of its Common Stock in settlement of $19,743 of the Company’s related-party debt.
On September 9, 2016, the Company issued
23,597 shares of its Common Stock in exchange for $15,000 of services provided to the Company.
Effective September 23, 2016, the Company's
board of directors authorized a one-for-ten reverse stock split (the “Reverse Split”). As a result of the Reverse Split,
every 10 shares of Common Stock issued and outstanding prior to the Reverse Split were converted into 1 new share of Common Stock.
All share and related information presented in these financial statements and accompanying footnotes have been adjusted to reflect
the decreased number of shares resulting from this action.
As of September 30, 2016, there had been
no stock options or warrants granted.
NOTE 6 - SUBSEQUENT EVENT
On October 5, 2016, we issued four shares
of common stock in connection with the settlement of fractional shares in connection with the reverse stock split effective September
23, 2016.
On October 18, 2016, the Company issued
4,202 shares of its Common Stock in exchange for $15,000 worth of services provided to the Company.