Hoops Scouting USA 10-Q for FY2021 Q3
Hoops Scouting USA (HSCT)
About this 10-Q
Hoops Scouting USA filed this 10-Q on August 31, 2021, covering the quarter ended March 31, 2021 (FY2021 Q3).
Headline figures
Quarter ended March 31, 2021, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Net loss
- $30
- compared with a net loss of $42 a year earlier
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
or
Commission File Number:
(Exact name of registrant as specified in its charter)
| 7389 |
| ||
(State or other jurisdiction of incorporation or organization) |
| (Primary Standard Industrial Classification Code Number) |
| (I.R.S. Employer Identification Number) |
Tel:
(
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 [X]
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
Large accelerated filer [ ] | Accelerated filer [ ] |
|
|
Non-accelerated filer [X] | Smaller Reporting Company |
|
|
Emerging Growth Company |
|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with 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.)
The number of shares of the Registrant’s common stock, par value $.0001 per share, outstanding as of August 25, 2021 was
2
Item 1. | Financial Statements |
HOOPS SCOUTING USA | ||
Condensed Balance Sheets | ||
(Expressed in U.S. dollars) | ||
March 31, 2021 | June 30, 2020 | |
| (unaudited) |
|
| $ | $ |
Assets |
|
|
|
|
|
Current assets |
|
|
|
|
|
Cash | ||
Prepaid expenses | ||
|
|
|
Total assets | ||
|
|
|
Liabilities and stockholders’ deficit |
|
|
|
|
|
Current liabilities |
|
|
|
|
|
Accounts payable and accrued liabilities | ||
Due to related party (Note 3) | ||
|
|
|
Total current liabilities | ||
|
|
|
Non-current liabilities |
|
|
|
|
|
Loans payable (Note 5) | ||
|
|
|
Total liabilities | ||
|
|
|
Nature of operations and continuance of business (Note 1) |
|
|
Subsequent event (Note 6) |
|
|
|
|
|
Stockholders’ deficit |
|
|
|
|
|
Common stock Authorized: | ||
Share subscriptions received (Note 4) | ||
Deficit | ( | ( |
|
|
|
Total stockholders’ deficit | ( | ( |
|
|
|
Total liabilities and stockholders’ deficit | ||
(The accompanying notes are an integral part of these condensed financial statements)
3
HOOPS SCOUTING USA | ||||
Condensed statements of operations and comprehensive loss | ||||
(Expressed in U.S. dollars) | ||||
(unaudited) | ||||
Three months ended March 31, 2021 | Three months ended 2020 | Nine months ended March 31, 2021 | Nine months ended 2020 | |
| $ | $ | $ | $ |
Expenses |
|
|
|
|
|
|
|
|
|
General and administrative | ||||
Professional fees | ||||
Transfer agent | ||||
|
|
|
|
|
Total expenses | ||||
Net loss and comprehensive loss for the period | ( | ( | ( | ( |
|
|
|
|
|
|
|
|
|
|
Loss per share, basic and diluted | ||||
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding | ||||
(The accompanying notes are an integral part of these condensed financial statements)
4
HOOPS SCOUTING USA
Condensed Statements of Stockholders’ Deficit
(Expressed in US dollars)
(unaudited)
| Common Stock |
|
|
| |
Number of shares | Amount | Share subscriptions received | Deficit | Total stockholders’ deficit | |
|
| $ | $ | $ | $ |
|
|
|
|
|
|
Balance, June 30, 2019 | ( | ( | |||
|
|
|
|
|
|
Net loss for the period | ( | ( | |||
|
|
| − |
|
|
Balance, September 30, 2019 | ( | ( | |||
|
|
| − |
|
|
Net loss for the period | ( | ( | |||
|
|
|
|
|
|
Balance, December 31, 2019 | ( | ( | |||
|
|
|
|
|
|
Net loss for the period | ( | ( | |||
|
|
|
|
|
|
Balance, March 31, 2020 | ( | ( | |||
|
|
|
|
|
|
|
|
|
|
|
|
Balance, June 30, 2020 | ( | ( | |||
|
|
|
|
|
|
Share subscriptions received | |||||
|
|
|
|
|
|
Net loss for the period | ( | ( | |||
|
|
|
|
|
|
Balance, September 30, 2020 | ( | ( | |||
|
|
|
|
|
|
Share subscriptions received | |||||
|
|
|
|
|
|
Net loss for the period | ( | ( | |||
|
|
|
|
|
|
Balance, December 31, 2020 | ( | ( | |||
|
|
|
|
|
|
Net loss for the period | ( | ( | |||
|
|
|
|
|
|
Balance, March 31, 2021 | ( | ( | |||
5
HOOPS SCOUTING USA | ||
Condensed statements of cash flows | ||
(Expressed in U.S. dollars) | ||
(unaudited) | ||
Nine months ended March 31, 2021 | Nine months ended March 31, 2020 | |
| $ | $ |
Operating activities |
|
|
|
|
|
Net loss | ( | ( |
|
|
|
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
Prepaid expenses | ( | |
Accounts payable and accrued liabilities | ( | |
Due to related parties | ||
|
|
|
Net cash used in operating activities | ( | ( |
|
|
|
Financing activities |
|
|
|
|
|
Proceeds from loans payable | ||
Proceeds from share subscriptions received | ||
|
|
|
Net cash provided by financing activities | ||
.. |
|
|
Change in cash | ( | |
|
|
|
Cash, beginning of period | ||
|
|
|
Cash, end of period | ||
|
|
|
Supplemental disclosures: |
|
|
|
|
|
Interest paid | ||
Income taxes paid | ||
(The accompanying notes are an integral part of these condensed financial statements)
6
HOOPS SCOUTING USA
Notes to the condensed financial statements
March 31, 2021
(Expressed in U.S. dollars)
1.Nature of Operations and Continuance of Business
Hoops Scouting USA (the “Company”) was incorporated in the State of Wyoming on October 31, 2016. The Company is in the business of scouting high school and college basketball players in Colorado.
These interim condensed financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and ultimately the attainment of profitable operations. As at March 31, 2021, the Company has not generated any revenues, has a working capital deficit of $
2.Significant Accounting Policies
(a)Basis of Presentation
The accompanying interim condensed financial statements of the Company should be read in conjunction with the financial statements and accompanying notes filed with the U.S. Securities and Exchange Commission for the fiscal year ended June 30, 2020. In the opinion of management, the accompanying interim condensed financial statements reflect all adjustments of a recurring nature considered necessary to present fairly the Company’s financial position and the results of its operations and its cash flows for the periods shown.
(b)Use of Estimates and Judgments
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. It also requires management to exercise its judgment in the processing of applying the Company’s accounting policies. The Company regularly evaluates estimates and assumptions related to deferred income tax valuation allowances. The Company bases its estimates and assumptions on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The impacts of such estimates and judgments are pervasive throughout the financial statements, and may require accounting adjustments based on future occurrences. Revisions to accounting estimates and judgments are recognized in the period in which the estimate is revised and future periods if the revision affects both current and future periods. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.
(c)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
7
HOOPS SCOUTING USA
Notes to the condensed financial statements
March 31, 2021
(Expressed in U.S. dollars)
3.Related Party Transactions
As at March 31, 2021 the Company owed $
4.Common Stock
During the period ended March 31, 2021, the Company received proceeds of $
5.Loans Payable
As at March 31, 2021, the Company owed $
6.Subsequent Event
Subsequent to March 31, 2021, the Company received $
8
Item 2. | Management's Discussion and Analysis of Financial Condition and Results of Operations |
FORWARD-LOOKING STATEMENTS
This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, or implied, by those forward-looking statements. You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms. These statements are only predictions. In evaluating these statements, you should consider various factors which may cause our actual results to differ materially from any forward-looking statements. Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.
Liquidity and Capital Resources
As of March 31, 2021, we had a cash balance of $1,758 and total assets of $24,782 compared to cash and total assets of $148 as at June 30, 2020. The increase in total assets was due to the prepayment of $23,024 of professional fees for which the services have not yet been provided to the Company.
As at March 31, 2021, the Company owed $16,000 (June 30, 2020 - $nil) to non-related parties for loans payable, which are unsecured, non-interest bearing, and due on or before December 31, 2022. As at March 31, 2021, and June 30, 2020 we had total liabilities of $50,800 and $28,205 respectively. The increase in total liabilities is due to the issuance of loans payable for $16,000 as part of our financing activities during the current fiscal year. Our working capital deficit was $9,298 as at March 31, 2021 compared to $28,057 as at June 30, 2020. The decrease in the working capital deficit was due to the cash proceeds received from the issuance of the loans payable and share subscriptions that were either unused or used for professional services where the services have not yet been provided to the Company.
During the period ended March 31, 2021, we did not issue any common shares. During the period ended March 31, 2021, the Company received proceeds of $15,000 relating to share subscriptions for the issuance of common shares at $0.10 per share. As of the date of this filing, the common shares have not been issued. Subsequent to March 31, 2021 the Company received $18,000 of share subscriptions for the issuance of common shares at $0.10 per share. As of the date of this filing, the common shares have not been issued.
Results of Operations
During the three months ended March 31, 2021, we incurred $30 of operating expenditures comprised of bank fees, compared to $42 for bank fees and during the three months ended March 31, 2020. Overall, the Company had minimal operations during the current fiscal period.
During the nine months ended March 31, 2021, we incurred $12,241 of operating expenditures comprised of general and administrative, professional fees, and transfer agent fees compared to $1,667 for bank charges and transfer agent fees during the nine months ended March 31, 2020. The increase in our operating activity was due to professional fees incurred for our SEC filing requirements as well as higher general and administrative costs due to increase in cash flow in our Company.
Cash Flows
During the nine months ended March 31, 2021, we used $29,390 of cash for operating activities compared to the use of $70 for operating activities during the nine months ended March 31, 2020. The increase in cash used for operating activities during the nine months ended March 31, 2021is due to $23,024 in prepaid expenses.
9
Trends
There is no assurance that we will be able to generate cash flows from our operations. The outcome of these matters cannot be predicted with any certainty at this time and raises substantial doubt that we will be able to continue as a going concern.
Off-Balance Sheet Arrangements
We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our stockholders.
Inflation
The effect of inflation on our revenues and operating results has not been significant.
Critical Accounting Policies
Our financial statements are presented in United States dollars and are prepared using the accrual method of accounting, which conforms to US GAAP.
We have elected to use the extended transition period for complying with new or revised accounting standards under Section 102(b)(1) of the JOBS Act. This election allows us to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. As a result of this election, our financial statements may not be comparable to companies that comply with public company effective dates.
The financial statements as of and for the nine months ended March 31, 2021 included herein, which have not been audited pursuant to the rules and regulations of the Securities and Exchange Commission, reflect all adjustments which, in the opinion of management, are necessary for a fair presentation of financial position, results of operations and cash flows for the interim periods on a basis consistent with the annual audited statements. All such adjustments are of a normal recurring nature. The results of operations for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for a full year. Certain information, accounting policies and footnote disclosures normally included in financial statements prepared in conformity with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations, although we believe that the disclosures are adequate to make the information presented not misleading.
Going Concern
The Company’s financial statements have been prepared on a going concern basis, which implies that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has generated no revenues to date, has a working capital deficit of $9,298, and has an accumulated deficit of $40,348. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability to raise equity or debt financing, and the attainment of profitable operations from the Company's future business. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
Use of Estimates and Assumptions
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain 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 revenues and expenses during the reporting periods presented. We are required to make judgments and estimates about the effect of matters that are inherently uncertain. Although, we believe our judgments and estimates are appropriate, actual future results may be different; if different assumptions or conditions were to prevail, the results could be materially different from our reported results.
10
Recent Accounting Pronouncements
We review new accounting standards as issued. Although some of these accounting standards issued or effective after the end of our previous fiscal year may be applicable to us, we have not identified any standards that we believe merit further discussion. We believe that none of the new standards will have a significant impact on our financial position, future operations or cash flows.
Item 3. | Quantitative and Qualitative Disclosure about Market Risk |
None
Item 4. | Controls and Procedures |
Evaluation of Disclosure Controls and Procedures
As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the evaluation, both the Principal Executive Officer and the Principal Financial Officer concluded that our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934, were not effective as of March 31, 2021.
Internal Control over Financial Reporting
There was no change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) promulgated under the Securities Act of 1934) that materially affected, or is reasonably likely to materially affect, such internal control over financial reporting during the quarter ended March 31, 2021.
11
Part II — OTHER INFORMATION
Item 1. | Legal Proceedings |
None.
Item 1A. | Risk Factors |
In addition to other information set forth in this report, you should carefully consider the risk factors described in our Registration Statement on Form S-1, which was declared effective on May 2, 2018. Those factors could materially affect our business, financial condition or future results. In addition, risks and uncertainties not currently known to us or that we currently deem to be immaterial may also have a materially adverse effect on our business, financial condition and/or operating results.
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds |
None.
Item 3. | Defaults Upon Senior Securities |
None.
Item 4. | (Removed and reserved) |
|
|
Item 5. | Other Information |
None.
Item 6. | Exhibits |
Exhibit |
| Ref |
| Description of Document |
|
|
|
|
|
|
|
| Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
|
|
|
|
|
|
|
| Certification of Principal Financial and Accounting Officer pursuant to Section 302 of the Sarbanes- Oxley Act of 2002. | |
|
|
|
|
|
|
|
| Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002. | |
|
|
|
|
|
|
|
| Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002. | |
|
|
|
|
|
101 |
| * |
| The following materials from this Quarterly Report on Form 10-Q for the quarter ended March 31, 2021, formatted in XBRL (eXtensible Business Reporting Language): |
|
|
|
|
|
* Pursuant to Rule 406T of Regulation S-T, these interactive data files 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, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
12
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.
| HOOPS SCOUTING USA | |
|
| |
Date: August 31, 2021 | By: | /s/ Jamie Oei |
|
| Jamie Oei - Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
13
Exhibit 31.1
Section 302 Certification of Chief Executive Officer and Chief Financial Officer
I, Jamie Oei, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Hoops Scouting USA.
2.Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3.Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4.I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)Designed such internal control over financial reporting to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; and
c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
5.I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
a)all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date: August 30, 2021 |
| /s/Jamie Oei |
|
| Jamie Oei - Principal Executive Officer, |
|
| Principal Financial Officer and Principal Accounting Officer |
Exhibit 32.1
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Hoops Scouting USA (the “Company”) on Form 10-Q for the period ended March 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jamie Oei, Chief Executive Officer and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:
1.The Report fully complies with requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
Date: August 30, 2021 | By: | /s/ Jamie Oei |
|
| Jamie Oei - Principal Executive Officer, |
|
| Principal Financial Officer and Principal Accounting Officer |