On March 15, 2016, the directors of the Company approved a special resolution to undertake a forward split of the common stock of the Company on a basis of 250 new common shares for 1 old common share. All shares amounts have been retroactively adjusted for all periods presented.
The accompanying notes are an integral part of these condensed financial statements.
MY CLOUDZ, INC.
STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
Nine months
ended
May 31,
2017
|
|
|
Nine months
ended
May 31,
2016
|
|
|
|
|
|
|
|
|
OPERATING ACTIVITIES
|
|
|
|
|
|
|
Net loss for the period
|
|
$
|
(20,684
|
)
|
|
$
|
(28,008
|
)
|
Adjustments to reconcile net loss to net cash used in operating activities
|
|
|
-
|
|
|
|
-
|
|
Common shares issued for services
|
|
|
2,500
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Changes in operating assets and liabilities
|
|
|
|
|
|
|
|
|
Prepaid expenses
|
|
|
(2,500
|
)
|
|
|
|
|
Accounts payable
|
|
|
(21,323
|
)
|
|
|
15,000
|
|
|
|
|
|
|
|
|
|
|
NET CASH USED IN OPERATING ACTIVITIES
|
|
|
(42,007
|
)
|
|
|
(13,008
|
)
|
|
|
|
|
|
|
|
|
|
NET CASH USED IN INVESTING ACTIVITIES
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
CASH FLOW FROM FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
Proceeds from sale of common stock
|
|
|
-
|
|
|
|
4,028
|
|
Payment of purchase of common shares
|
|
|
-
|
|
|
|
(10
|
)
|
Proceeds from related parties
|
|
|
37,300
|
|
|
|
13,510
|
|
|
|
|
|
|
|
|
|
|
NET CASH PROVIDED BY FINANCING ACTIVITIES
|
|
|
37,300
|
|
|
|
17,528
|
|
|
|
|
|
|
|
|
|
|
NET DECREASE IN CASH
|
|
|
(4,707
|
)
|
|
|
4,520
|
|
|
|
|
|
|
|
|
|
|
CASH, BEGINNING OF PERIOD
|
|
|
5,108
|
|
|
|
588
|
|
|
|
|
|
|
|
|
|
|
CASH, END OF PERIOD
|
|
$
|
401
|
|
|
$
|
5,108
|
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL CASH FLOW INFORMATION AND NONCASH INVESTING AND FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash paid during the period for:
|
|
|
|
|
|
|
|
|
Interest
|
|
$
|
-
|
|
|
$
|
-
|
|
Income taxes
|
|
$
|
-
|
|
|
$
|
-
|
|
The accompanying notes are an integral part of these condensed financial statements.
MY CLOUDZ, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
MAY 31, 2017 (Unaudited)
|
NOTE 1 – NATURE OF OPERATIONS AND BASIS OF PRESENTATION
My Cloudz, Inc. was incorporated in the State of Nevada as a for-profit Company on July 31, 2014 and established a fiscal year end of August 31. The Company intends to market and sell its planned online data storage through its intended website.
Going concern
To date the Company has generated no revenues from its business operations and has incurred operating losses since inception of $73,782. As at May 31, 2017 the Company has a working capital deficit of $62,263. The Company will require additional funding to meet its ongoing obligations and to fund anticipated operating losses. The ability of the Company to continue as a going concern is dependent on raising capital to fund its initial business plan and ultimately to attain profitable operations. Accordingly, these factors raise substantial doubt as to the Company’s ability to continue as a going concern. The Company intends to continue to fund its business by way of private placements and advances from related parties as may be required. As of May 31, 2017 the Company has funded initial expensed through advances from the president. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation
The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for financial information and with the instructions to Form 10-Q. They do not include all information and footnotes required by United States generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material changes in the information disclosed in the notes to the financial statements for the fiscal year ended August 31, 2016 included in the Company’s 10-K filed with the Securities and Exchange Commission. The unaudited financial statements should be read in conjunction with those financial statements included in the Form 10-K. In the opinion of Management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the nine months ended May 31, 2017 are not necessarily indicative of the results that may be expected for the year ending August 31, 2017.
Comprehensive Loss
“Reporting Comprehensive Income” establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As of May 31, 2017, the Company has no items that represent a comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.
Use of Estimates and Assumptions
Preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain 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 revenues and expenses during the period. Accordingly, actual results could differ from those estimates.
Cash
Cash and cash equivalents include cash on hand and on deposit at banking institutions as well as all highly liquid short-term investments with original maturities of 90 days or less. The Company did not have cash equivalents as of May 31, 2017. As of May 31, 2017 the Company had $401 held in an escrow account with Highlands Escrow, Trust and Real Estate Services Co. Ltd.
Financial Instruments
All significant financial assets, financial liabilities and equity instruments of the Company are either recognized or disclosed in the financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Where practical the fair value of financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed.
MY CLOUDZ, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
MAY 31, 2017 (Unaudited)
|
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Loss per Common Share
The basic loss per share is calculated by dividing the Company’s net loss available to common shareholders by the weighted average number of common shares during the period. The diluted loss per share is calculated by dividing the Company’s net loss available to common shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Diluted loss per share is the same as basic loss per share due to the lack of dilutive items in the Company.
Income Taxes
The Company follows the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax balances and tax loss carry-forwards. Deferred tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those 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 that includes the date of enactment or substantive enactment.
Recent Accounting Pronouncements
The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
NOTE 3 – CAPITAL STOCK
The Company’s capitalization is 200,000,000 common shares with a par value of $0.001 per share. No preferred shares have been authorized or issued.
On November 10, 2014, the Company issued 1,250,000,000 common shares at $0.000004 per share to the sole director and president of the Company for cash proceeds of $5,000.
On March 11, 2016, the Company closed of its financing and the Company issued 20,137,500 common shares to 30 shareholders at $0.0002 per share for net cash proceeds of $4,029.
On March 15, 2016, the founding shareholder of the Company returned 1,217,500,000 restricted shares of common stock to treasury and the shares were subsequently cancelled by the Company. The shares were returned to treasury for $0.000000008 per share for a total consideration of $10 to the shareholder.
On March 15, 2016, the directors of the Company approved a special resolution to undertake a forward split of the common stock of the Company on a basis of 250 new common shares for 1 old common share. The issued and outstanding common stock increased from 210,550 to 52,637,500 as of March 15, 2016.
On May 29, 2017 the directors of the Company approved the issuance of 2,500,000 common shares at $0.001 to Thomas Puzzo to provide legal services to the Company for a term of one year. These shares were issued on July 11, 2017.
All references in these financial statements to number of common shares, price per share and weighted average number of shares outstanding prior to the 250:1 forward split have been adjusted to reflect the stock split on a retroactive basis unless otherwise noted.
As of May 31, 2017, the Company has not granted any stock options and has not recorded any stock-based compensation.
MY CLOUDZ, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
MAY 31, 2017 (Unaudited)
|
NOTE 4 – LETTER OF INTENT – C3 GLOBAL BIOSCIENCES
On June 15, 2017, My Cloudz, Inc., a Nevada corporation (the “Company”), announced it had entered into a non-binding letter of intent, dated May 23, 2017 (the “Letter of Intent”), with C3 Global Biosciences., a Nevada corporation (“C3 Global Biosciences”), pursuant to which, the Company has proposed to acquire C3 Global Biosciences. The prospective transaction is contemplated to be structured as a share exchange, whereby the Company would acquire all issued and outstanding shares and other securities of C3 Global Biosciences in exchange for shares of common stock of the Company, such that upon closing of the share exchange, the shareholders of C3 Global Biosciences would hold 70% of the issued and outstanding shares of common stock of the Company, and C3 Global Biosciences would be a wholly-owned subsidiary of the Company.
C3 Global Biosciences is a business committed to developing sustainable health solutions through the advancement of cannabidiol “CBD” science.
The Letter of Intent provides that until (i) June 23, 2017, neither the Company nor C3 Global Biosciences may negotiate or deal with any other party with respect to any matter related to the prospective share exchange, and (ii) that definitive documentation regarding the prospective share exchange shall be executed not later than July 6, 2017, and that closing shall take place not later than July 7, 2017. The closing date for this transaction will be extended until August 11, 2017.
NOTE 5 – RELATED PARTY TRANSACTIONS
As of May 31, 2017 the Company’s outstanding related party advances balance is $64,487 (August 31, 2016 - $27,187). The amounts are due to the Company’s President and, are non-interest bearing, unsecured, expected to be repaid and considered a current liability.
NOTE 6 – SUBSEQUENT EVENTS
On June 1, 2017 the directors of the Company approved to sell up to ten million (10,000,000) common shares of the Company stock at $0.001 per share. During May and June 2017, the Company had sold 7,500,000 shares. These shares were issued on July 11, 2017.