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 December 31, 2017

2019

 

or

 

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

 

For the transition period from ______to______.

 

Commission File Number: 333-171636

 

Inspired Builders, Inc.

(Exact name of registrant as specified in its Charter)

 

Nevada 98-040779727-1989147
(State or other jurisdiction of
incorporation or organization)		 (I.R.S. Employer
Identification No.)
   

8950 SW 74th Ct401 Ryland St, Suite 200-A

Suite 2201-A44

Miami, FL 33156Reno, NV 89502

 3315694301
(Address of principal executive offices) (Zip Code)

  

(786) 323-7900917-575-8927

(Registrant’s telephone number, including area code)

  

N/Ac/o Nevada Registered Agents LLC

401 Ryland St, Suite 200-A

Reno, NV 89502

(Former name, former address and former fiscal year, if changed since last report)

 

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. 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 ☐ No ☒

 

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

 

Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☐ (Do not check if a smaller reporting company)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 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 ☐

Securities registered pursuant to Section 12(b) of the Act: None

 

Indicate the number of shares outstanding of each of the issuer’s classes of common equity: 101,125,5251,011,254 shares of the registrant’s common stock, par value of $0.001 per share, were outstanding as of January 26, 2018.20, 2020

 

 

 

 

 

 

Inspired Builders, Inc.

Quarterly Report on Form 10-Q

December 31, 20172019

 

TABLE OF CONTENTS

 

  PAGE
  
PART I - FINANCIAL INFORMATION1
   
Item 1.Financial StatementsStatements.1
   
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of OperationsOperations.79
   
Item 3.Quantitative and Qualitative Disclosures About Market RiskRisk.811
   
Item 4.Controls and ProceduresProcedures.811
  
PART II - OTHER INFORMATION912
   
Item 1.Legal ProceedingsProceedings.912
   
Item 1A.Risk FactorsFactors.912
   
Item 2.Unregistered Sales of Equity Securities and Use of ProceedsProceeds.912
   
Item 3.Defaults Upon Senior SecuritiesSecurities.912
   
Item 4.Mine Safety DisclosuresDisclosures.912
   
Item 5.Other InformationInformation.912
   
Item 6.ExhibitsExhibits.912
  
SIGNATURES1013

i

 

 

PART I - FINANCIAL INFORMATION

 

Item 1 –1. Financial StatementsStatements.

The following unaudited interim financial statements of Inspired Builders, Inc. (referred to herein as the “Company,” “we,” “us” or “our”) are included in this quarterly report on Form 10-Q:

 

INSPIRED BUILDER,BUILDERS, INC

CONDENSED BALANCE SHEETS

(Unaudited)

  

ASSETS

  December 31,  September 30, 
  2017  2017 
  (Unaudited)    
ASSETS      
         
Asset $-  $- 
         
Total assets $-  $- 
         
LIABILITIES AND STOCKHOLDERS’ DEFICIT        
         
Current Liabilities:        
Accounts payable and accrued expenses $68,727  $61,313 
Loan payable - related party  15,125   - 
Notes Payable – related party  2,500   2,500 
Total current liabilities  86,352   63,813 
         
 Stockholders’ deficit:        
Preferred Stock, $0.001 par value, 5,000,000 shares authorized, none issued and outstanding Common stock, $0.001 par value, 250,000,000 and 50,000,000 shares authorized,  101,125,000 and 11,125,000 shares issued and outstanding, respectively  101,125    11,125  
Additional paid in capital  1,232,013   1,232,013 
Accumulated deficit  (1,419,490)  (1,306,951)
       Total Stockholders’ deficit  (86,352)  (63,813)
         
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT  $-  $ - 

 

  December 31,  September 30, 
  2019  2019 
 (Unaudited)    
ASSETS      
       
Cash and equivalents $59  $101 
Total assets $59  $101 
         
LIABILITIES AND STOCKHOLDERS’ DEFICIT        
         
Current Liabilities:        
Accounts payable and accrued expenses $49,312  $20,364 
Loans and Notes Payable - related party  9,341   5,762 
Total  liabilities  58,653   26,126 
Commitments and Contingencies (See Note 6)  -   - 
         
Stockholders’ deficit:        
Preferred Stock, $0.001 par value, 5,000,000 shares authorized,  none issued and outstanding  -   - 
Common stock, $0.001 par value, 250,000,000  shares authorized,  1,011,254 and 1,011,254 shares issued and outstanding, respectively  1,011   1,011 
Additional paid in capital  1,486,849   1,486,849 
Accumulated deficit  (1,546,454)  (1,513,885)
Total Stockholders’ deficit  (58,594)  (26,025)
         
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT $59  $101 

See accompanying notes to unaudited condensed financial statementsstatements.

 

1

INSPIRED BUILDERS, INC.

CONDENSED STATEMENTS OF OPERATIONS

(UNAUDITED)(Unaudited)

 

 For the Three Months Ended
December 31,		 For the Three Months Ended
December 31,		 
 2017 2016 2019 2018 
         
OPERATING EXPENSES                
General and administrative $112,507  $34,084  $35,763  $21,748 
Total operating expenses  112,507   34,084   35,763   21,748 
                
LOSS FROM OPERATIONS  (112,507)  (34,084)  (35,763)  (21,748)
                
Other expenses                
Interest expense  32   11,505   -   (32)
Cancellation of debt income from write off of debt  3,194   - 
Total other income (expense)  3,194   (32)
                
Net Loss before provision for income taxes  (112,539)  (45,589)  (32,569)  (21,780)
                
Provision for income taxes  -   -   -   - 
                
NET LOSS $(112,539) $(45,589) $(32,569) $(21,780)
                
Net loss per share - basic and diluted $(0.00) $(0.00) $(0.03) $(0.02)
                
Weighted average number of shares outstanding during the period - basic and diluted  

23,842,391

   11,125,000   1,011,254   1,011,254 

 

See accompanying notes to unaudited condensed financial statementsstatements.

 

2

INSPIRED BUILDERS, INC

CONDENSED STATEMENT OF STOCKHOLDER’S DEFICIT

FOR THE THREE MONTHS ENDED DECEMBER 31, 2019 AND 2018

(Unaudited)

 

              Additional     Total 
  Preferred Stock  Common Stock  Paid-in  Accumulated  Stockholders’ 
  Shares  Par Value  Shares  Par Value  Capital  Deficit  Deficit 
                      
Balance, September 30, 2018  -  $-   1,011,254  $1,011  $1,451,949  $(1,455,520) $(2,560)
                             
Capital Contribution  -   -   -   -   4,800   -   4,800 
                             
Net Loss for the three months ended December 31, 2018  -   -   -   -   -   (21,780)  (21,780)
                             
Balance, December 31, 2018 (Unaudited)  -  $-   1,011,254  $1,011  $1,456,749  $(1,477,300) $(19,540)

 

              Additional     Total 
  Preferred Stock  Common Stock  Paid-in  Accumulated  Stockholders’ 
  Shares  Par Value  Shares  Par Value  Capital  Deficit  Deficit 
Balance, September 30, 2019  -  $-   1,011,254  $1,011  $1,486,849  $(1,513,885) $(26,025)
                             
Net Loss for the three months ended December 31, 2019  -   -   -   -   -   (32,569)  (32,569)
                             
Balance, September 30, 2019  (Unaudited)  -  $-   1,011,254  $1,011  $1,486,849  $(1,546,454) $(58,594)

See accompanying notes to unaudited condensed financial statements.


INSPIRED BUILDERS, INC

CONDENSED STATEMENTS OF CASH FLOWS

(UNAUDITED)(Unaudited)

 

  For the Three Months Ended
December 31,
  2017 2016
CASH FLOWS FROM OPERATING ACTIVITIES:        
Net loss $(112,539) $(45,589)
Adjustments to reconcile net loss to net cash used in operating activities:        
Stock issued for services  90,000   - 
Changes in operating assets and liabilities:        
Increase / (Decrease) in accounts payable and accrued interest  7,414   45,589 
Net Cash Provided By Operating Activities  (15,125)  - 
         
 CASH FLOWS FROM FINANCING ACTIVITIES:        
Loans from related party  15,125   - 
Net Cash Provided By Financing Activities  15,125   - 
         
NET DECREASE IN CASH  -   - 
         
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD  -   - 
         
CASH AND CASH EQUIVALENTS AT END OF PERIOD $-  $- 
         
Supplemental disclosure of non cash investing & financing activities:        
Adjustments to APIC from forgiven interest for related party loans $-  $220,732 
Adjustments to APIC from forgiven accrued salary $-  $270,000 
Adjustments to APIC from forgiven related party notes $-  $587,406 

  For the Three Months Ended December 31, 
  2019  2018 
CASH FLOWS FROM OPERATING ACTIVITIES:      
Net loss $(32,569) $(21,780)
Adjustments to reconcile net loss to net cash used in operating activities:        
Cancellation of debt income  (3,194)  - 
Changes in operating assets and liabilities:        
Increase in accounts payable and accrued interest  29,642   14,415 
Net Cash Used In Operating Activities  (6,121)  (7,365)
         
CASH FLOWS FROM FINANCING ACTIVITIES:        
Contribution of Capital  -   4,800 
Loans from related parties  6,079   - 
Net Cash Provided by Financing Activities  6,079   4,800 
         
NET DECREASE IN CASH  (42)  (2,565)
         
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD  101   3,647 
         
CASH AND CASH EQUIVALENTS AT END OF PERIOD $59  $1,082 
         
Supplemental disclosure of cash flow information:        
Cash paid for Income taxes $-  $- 
Cash paid for Interest expense $-  $- 

 

See accompanying notes to unaudited condensed financial statements

statements.

 

3

Inspired Builders, Inc.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS

December 31, 20172019

(Unaudited)

 

NOTE 1. GENERAL ORGANIZATION AND BUSINESS

 

Inspired Builders, Inc. (the “Company”) was incorporated in the State of Nevada in February 2010. Until August 15, 2017 the Company was directing it’sits focus on acquiring, investing in, developing and managing real estate properties and related investments. On August 15, 2017, pursuant to a change in control transaction, we relocated to Miami, Florida and ceased all operations as a real estate company. On February 15, 2018, Inspired Builders (the “Company”), the majority shareholders of the Company (the “Sellers”) and JJL Capital Management,Santa Alba, LLC (the “Purchaser”) entered into a stock purchase agreement (the “Stock Purchase Agreement”), whereby the Purchaser purchased from the Sellers 5,643,979956,440 shares of common stock, par value $0.001 per share, of the Company (the “Shares”), representing approximately 50.73%94.58% of the issued and outstanding shares of the Company, for an aggregate purchase price of $564.39$300,000 (the “Purchase Price”). On August 16, 2017,February 15, 2018, the closing of the transaction occurred (“Closing Date”). Pursuant to the change in control transaction, we relocated to Miami, Florida and ceased all operations as a real estate company. Also, in connection therewith, Matthew Nordgren,Scott Silverman, the Company’s sole officer and Director, resigned from his positions and named Scott SilvermanKai Ming Zhao as sole director and to the positions of CEO, CFO, Chief Accounting Officer and Secretary. In connection with the change in control, the Company plans to implement its business plan by acquiring a business in the technology and intellectual property industry. There is no assurance at this point, however, that such plan will be executed.

 

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in The United States of America and the rules and regulations of the Securities and Exchange Commission for interim financial information. Accordingly, they do not include all of the information necessary for a comprehensive presentation of financial position and results of operations. The unaudited interim financial statements should be read in conjunction with the financial statements and related notes included in our Annual Report on form 10-K for the year ended September 30, 2017,2019, filed with the SEC on November 11, 2017.12, 2019. The interim results for the period ended December 31, 20172019 are not necessarily indicative of expected results for the full fiscal year. It is management’s opinion, however that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statements presentation.

 

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Such estimates and assumptions impact, among others, the following; estimates of the probability and potential magnitude of contingent liabilities, the valuation allowance for deferred tax assets due to continuing operating losses, valuation of shares issued in connection with the purchase of real estate, the valuation of the real estate and the evaluation of any impairment on the real estate.

Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from our estimates.

Cash and Cash Equivalents

 

Cash and cash equivalents are reported in the balance sheet at cost, which approximates fair value. For the purpose of the financial statements cash equivalents include all highly liquid investments with an original maturity of three months or less when purchased. There were no cash equivalents at December 31, 20172019 and 2016, respectively.September 30, 2019.

 

Earnings (Loss) per Share

 

In accordance with accounting guidance now codified as FASB ASC Topic 260, “Earnings per Share,” basic earnings (loss) per share is computed by dividing net income (loss) by weighted average number of shares of common stock outstanding during each period. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period. As of December 31, 2019 and December 31, 2018, the Company did not have any outstanding dilutive securities.

Reverse Stock Split

On May 15, 2018, the Company’s board of directors approved a reverse stock split whereby each one hundred (100) shares of our Common Stock was converted automatically into one (1) share of Common Stock. To avoid the issuance of fractional shares of Common Stock, the Company issued an additional share to all holders of a fractional share. The effective date of the reverse stock split was July 9, 2018, the Company has 01,011,254 issued and 20,833outstanding shares issuable upon conversion of convertible notes payable that were not includedcommon stock. The reverse split is reflected retrospectively in the computation of dilutive loss per share because their inclusion is anti-dilutive for the periods ended December 31, 2017 and September 30, 2017, respectively.

accompanying financial statements.

4

Inspired Builders, Inc.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS

December 31, 20172019

(Unaudited)

 

Income Taxes

 

The Company accounts for income taxes in accordance with generally accepted accounting principles, which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred incomeadopted FASB ASC 740,Income Taxes, at its inception. Under FASB ASC 740, deferred tax assets and liabilities are computed annuallyrecognized for the future tax consequences attributable to differences between the financial statement and income tax basescarrying amounts of existing assets and liabilities that will result inand their respective tax bases. Deferred tax assets, including tax loss and credit carryforwards, and liabilities are measured using enacted tax rates expected to apply to taxable income or deductible expenses in the future based on enacted tax laws and rates applicable to the periodsyears in which thethose temporary differences are expected to affect taxable income. Valuation allowances are established when necessary to reducebe recovered or settled. The effect on deferred tax assets and liabilities toof a change in tax rates is recognized in income in the amount expected to be realized. Incomeperiod that includes the enactment date. Deferred income tax expense is the tax payable or refundable for the period adjusted forrepresents the change during the period in the deferred tax assets and deferred tax liabilities.

The Company followscomponents of the accounting requirements associated with uncertainty in income taxes using the provisions of Financial Accounting Standards Board (FASB) ASC 740, Income Taxes. Using that guidance,deferred tax positions initially need to be recognizedassets and liabilities are individually classified as current and non-current based on their characteristics. Deferred tax assets are reduced by a valuation allowance when, in the financial statements whenopinion of management, it is more likely than not that some portion or all of the positionsdeferred tax assets will not be sustained upon examination by therealized. No deferred tax authorities. It also provides guidance for derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Asassets or liabilities were recognized as of December 31, 2017, the Company has no uncertain tax positions that qualify for either recognition or disclosure in the financial statements. All tax returns from fiscal years 2010 to 2016 are subject to IRS audit.2019 and September 30, 2019 respectively.

 

Fair Value of Financial Investments

 

The fair value of cash and cash equivalents, accounts payable, accrued liabilities, and loans and notes payable approximates the carrying amount of these financial instruments due to their short-term maturity.

 

Use of Estimates

 

The preparation of 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 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.

 

Revenue and Cost Recognition

   

Effective October 1, 2018, the Company adopted the guidance of ASC 606, Revenue from Contracts. The implementation of ASC 606 did not have a material impact on the Company’s financial statements. ASC 606 creates a five-step model that requires entities to exercise judgment when considering the terms of contracts, which includes (1) identifying the contracts or agreements with a customer, (2) identifying our performance obligations in the contract or agreement, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied. The Company hasonly applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the services it transfers to its clients. The adoption of ASC 606 had no currenteffect on previously reported balances.

We have no source of revenue; therefore,revenue as we are currently a shell company which is moving forward with the Company has not yet adopted any policy regarding the recognitionbusiness of revenueidentifying and entering into a business combination with a privately held business or cost.company. As such, we recognize no revenue.

 

Recent accounting pronouncements

  

In July 2018, the FASB issued accounting standard update (“ASU”) No. 2017-02, “Leases (Topic 842)”, (“ASU 2017-02”) and ASU 2018-10, “Leases (Topic 842)”, (“ASU 2018-10”), respectively. These ASU’s require that an entity should recognize assets and liabilities for leases with a maximum possible term of more than 12 months. A lessee would recognize a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the leased asset (the underlying asset) for the lease term. This guidance also provides accounting updates with respect to lessor accounting under a lease arrangement. This new lease guidance is effective for fiscal years beginning after December 15, 2018. Entities have the option of using either a full retrospective or a modified approach (cumulative effect adjustment in period of adoption) to adopt the new guidance. Early adoption is permitted for all entities. The Company currently leases no equipment or property, and therefore, the adoption on October 1, 2019 of the new standard has reviewed the Accounting Standards Updates through ASU No. 2016-01 and these updates have no current applicability to the Company or their effect on the Company’s financial statements would not have been significant.statements.

Accounting standards-setting organizations frequently issue new or revised accounting rules. We regularly review all new pronouncements to determine their impact, if any, on our financial statements.


Inspired Builders, Inc.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS

December 31, 2019

(Unaudited)

 

NOTE 3. GOING CONCERN

 

As reflected in the accompanying financial statements, the Company has a net loss of $112,539$32,569, an accumulated deficit of $1,546,454 and a working capital deficit of $86,352$58,594 as of December 31, 2017.2019. In addition, the Company has not had construction revenues since May 2011 and the only prospect for positive cash flow is through the issuance of common stock or debt. If the Company does not begin to generate sufficient revenue or raise additional funds through a financing, the Company may need to incur additional liabilities with certain related parties to sustain the Company’s existence. There are currently no plans or agreements in place to provide such funding. The Company will require additional funding to finance the growth of its future operations as well as to achieve its strategic objectives. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and generate revenue. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

NOTE 4. LOANLOANS PAYABLE – RELATED PARTY

 

On October 17, 2017, ourJanuary 29, 2019, the Company’s CEO loaned the Company $14,300.company $250 to pay for operational expenses. The loan is interest free and payable on demand.

On February 12, 2019, the Company’s CEO loaned the company $2,512 to pay for operational expenses. The loan is interest free and payable on demand. 

On February 25, 2019, the Company’s CEO loaned the company $500 to pay for operational expenses. The loan is interest free and payable on demand.

 

On October 20, 2017, our1, 2019, the Company’s CEO loaned the Company $825.company $3,000 to pay for operational expenses. The loan is interest free and is payable on demand.

 

On October 31, 2019, the Company’s CEO loaned the company $1,834 to pay for operational expenses. The loan is interest free and payable on demand. 

5

 

Inspired Builders, Inc.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS

December 31, 2017

(Unaudited)On November 11, 2019, the Company’s CEO loaned the company $1,245 to pay for operational expenses. The loan is interest free and payable on demand.

 

NOTE 5. NOTES PAYABLE – RELATED PARTIES

 

On January 13, 2012, the Company entered into a 12-month unsecured promissory note in the amount of $211,000. Interest accrues in arrears on the outstanding principal at the rate of ten percent (10.00%) per annum. Interest shall be payable on the last day of each quarter, commencing March 30, 2012, and continuing until the maturity date. Should the maker fail to pay the entire principal and accrued interest by the maturity date, the maker agrees that the interest rate shall increase to twelve percent (12.00%) per annum. On May 10, 2013, the Company and the related party agreed to extend the maturity of the loan for an additional year or until January 13, 2014. The loan maturity dates were further extended to January 13, 2016. On May 22, 2012, the Company borrowed an additional $32,714 from the related party, with the same terms, the loan maturity dates were extended to January 13, 2016. On September 17, 2012, the Company borrowed an additional $22,032 from the related party, with the same terms, the loan maturity dates were extended to January 13, 2016. On February 7, 2013, the Company borrowed an additional $28,773 from the related party, with the same terms, and on July 31, 2013, the Company borrowed an additional $30,000 from the related party, with the same terms. The loans maturity dates were further extended to February 7, 2016 and July 31, 2016, respectively. On December 20, 2013, the Company borrowed $2,500, on January 7, 2014, the Company borrowed $5,000, on February 6, 2014, the Company borrowed $5,520, the loans maturity dates were further extended to December 20, 2015 and January 7, 2016. On February 17, 2014, the Company borrowed $4,400 and on June 26, 2014, the Company borrowed $3,080, the loans maturity dates were further extended to February 6, 2016 and February 17, 2016, respectively. On November 15, 2016, the Company and the related party entered into a Release and Settlement Agreement whereby $342,519 in principal and $149,258 in accrued interest was forgiven. The transaction was accounted for as contributed capital. On December 31, 2019, the Company obtained a legal opinion that the note payable for $2,500 was no longer collectible under the statute of limitations in the State of California, the jurisdiction where the note was written. As a result, the principal amount of $2,500 and accrued interest of $694 was written off and accounted for as Cancellation of Debt Income. The total outstanding principal at December 31, 20172019 and September 30, 20172019 amounted to $2,500$0 and $2,500, respectively. Accrued interest at December 31, 20172019 and September 30, 2017,2019, amounted to $505$0 and $473,$694, respectively.

7

Inspired Builders, Inc.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS

December 31, 2019

(Unaudited)

 

NOTE 6. COMMITMENTS AND CONTINGENCIES

 

From time to time, the Company may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise that may harm its business. The Company is currently not aware of any such legal proceedings or claims that they believe will have, individually or in the aggregate, a material adverse effect on its business, financial condition or operating results.

NOTE 7. SHAREHOLDERS’ EQUITY

On December 18, 2017, the Company increased its authorized common shares from 50,000,000 shares to 250,000,000.

On December 18, 2017, the Company issued 90,000,000 common shares with a fair value of $90,000 to JJL Capital Management, LLC, a company beneficially owned and controlled by our CEO for services rendered to the Company by our CEO.

 

NOTE 8.7. CONCENTRATION OF CREDIT RISK

 

The Company relies heavily on the support of its president and majority shareholder. A withdrawal of this support, for any reason, will have a material adverse effect on the Company’s financial position and its operations.

 

NOTE 9.8. RELATED PARTY TRANSACTIONS

 

On January 13, 2012, the Company entered into a 12-month unsecured promissory note in the amount of $211,000. Interest accrues in arrears on the outstanding principal at the rate of ten percent (10.00%) per annum. Interest shall be payable on the last day of each quarter, commencing March 30, 2012, and continuing until the maturity date. Should the maker fail to pay the entire principal and accrued interest by the maturity date, the maker agrees that the interest rate shall increase to twelve percent (12.00%) per annum. On May 10, 2013, the Company and the related party agreed to extend the maturity of the loan for an additional year or until January 13, 2014. The loan maturity dates were further extended to January 13, 2016. On May 22, 2012, the Company borrowed an additional $32,714 from the related party, with the same terms, the loan maturity dates were extended to January 13, 2016. On September 17, 2012, the Company borrowed an additional $22,032 from the related party, with the same terms, the loan maturity dates were extended to January 13, 2016. On February 7, 2013, the Company borrowed an additional $28,773 from the related party, with the same terms, and on July 31, 2013, the Company borrowed an additional $30,000 from the related party, with the same terms. The loans maturity dates were further extended to February 7, 2016 and July 31, 2016, respectively. On December 20, 2013, the Company borrowed $2,500, on January 7, 2014, the Company borrowed $5,000, on February 6, 2014, the Company borrowed $5,520, the loans maturity dates were further extended to December 20, 2015 and January 7, 2016. On February 17, 2014, the Company borrowed $4,400 and on June 26, 2014, the Company borrowed $3,080, the loans maturity dates were further extended to February 6, 2016 and February 17, 2016, respectively. On November 15, 2016, the Company and the related party entered into a Release and Settlement Agreement whereby $342,519 in principal and $149,258 in accrued interest was forgiven. The transaction was accounted for as contributed capital. On December 31, 2019, the Company obtained a legal opinion that the note payable for $2,500 was no longer collectible under the statute of limitations in the State of California, the jurisdiction where the note was written. As a result, the principal amount of $2,500 and accrued interest of $694 was written off and accounted for as Cancellation of Debt Income. The total outstanding principal at December 31, 20172019 and September 30, 20172019 amounted to $2,500$0 and $2,500, respectively. Accrued interest at December 31, 20172019 and September 30, 2017,2019, amounted to $505$0 and $473,$694, respectively.

 

On October 17, 2017, ourJanuary 29, 2019, the Company’s CEO loaned the Company $14,300.company $250 to pay for operational expenses. The loan is interest free and payable on demand.

On February 12, 2019, the Company’s CEO loaned the company $2,512 to pay for operational expenses. The loan is interest free and payable on demand. 

On February 25, 2019, the Company’s CEO loaned the company $500 to pay for operational expenses. The loan is interest free and payable on demand.

 

On October 20, 2017, our1, 2019, the Company’s CEO loaned the Company $825.company $3,000 to pay for operational expenses. The loan is interest free and is payable on demand.

 

On December 18, 2017,October 31, 2019, the Company issued 90,000,000 common shares with a fair value of $90,000Company’s CEO loaned the company $1,834 to JJL Capital Management, LLC, a company beneficially ownedpay for operational expenses. The loan is interest free and controlled by our CEO for services rendered to the Company by our CEO.

NOTE 10. SUBSEQUENT EVENT

On January 8, 2018, our CEO entered into an unsecured note payable for $3,000 with an interest rate of 0% due upon demand by the holder.on demand. 

 

On January 12, 2018,November 11, 2019, the Company entered into a settlementCompany’s CEO loaned the company $1,245 to pay for operational expenses. The loan is interest free and release agreement with Anslow & Jaclin, LLP and Richard Anslow to settle an outstanding legal invoice for a total of $8,000 to be paid when the Company completes a change in control.payable on demand.

 

On January 25, 2018, our CEO entered into an unsecured note payable for $109, with an interest rate of 0% due upon demand by the holder.8

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

 

This quarterly report on Form 10-QThe following discussion of our financial condition and other reports filed by Inspired Builders, Inc. (the “Company”) from timeresults of operations should also be read in conjunction with our unaudited financial statements and the notes to time with the SEC (collectively, the “Filings”) contain or may containthose financial statements appearing elsewhere in this report. The following discussion contains forward-looking statements and information that are based upon beliefs of, and information currently available to, the Company’s management as well as estimates and assumptions made by Company’s management. Readers are cautioned not to place undue reliance on these forward-looking statements, which are only predictions and speak only as of the date hereof. When used in the Filings, the words “anticipate,” “believe,” “estimate,” “expect,” “future,” “intend,” “plan,” or the negative of these terms and similar expressions as they relate to the Company or the Company’s management identify forward-looking statements. Such statements reflect the current view of the Company with respectrelating to future events and are subject to risks, uncertainties, assumptions, and other factors, including the risks relating to the Company’s business, industry, and the Company’s operations and results of operations. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actualour future performance. Actual results may materially differ significantly from those anticipated, believed, estimated, expected, intended, or planned.

projected in the forward-looking statements as a result of certain risks and uncertainties set forth in this report. Although the Companymanagement believes that the assumptions made and expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee future results, levels of activity, performance, or achievements. Except as required by applicable law, including the securities laws of the United States, the Company does not intend to update any of the forward-looking statements to conform these statements to actual results.

Our financial statements are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). These accounting principles require us to make certain estimates, judgments and assumptions. We believethere is no assurance that the estimates, judgments andunderlying assumptions upon which we rely are reasonable based upon information availablewill, in fact, prove to us at the timebe correct or that these estimates, judgments and assumptions are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities as of the date of the financial statements as well as the reported amounts of revenues and expenses during the periods presented. Our financial statements wouldactual results will not be affected to the extent there are material differences between these estimates and actual results. In many cases, the accounting treatment of a particular transaction is specifically dictated by GAAP and does not require management’s judgment in its application. There are also areas in which management’s judgment in selecting any available alternative would not produce a materially different result. The following discussion should be read in conjunction with our financial statements and notes thereto appearing elsewherefrom expectations expressed in this report.

 

Plan of OperationsOverview 

 

Inspired Builders, Inc., a (“we” or the “Company”) was incorporated in the State of Nevada Corporation,in February 2010. The Company was previouslyinitially located in Boston, Massachusetts. On January 13, 2012, pursuant to the change of control transaction, we relocated to Santa Monica, California. Until the change of control transaction, we focused on repairing and providing home improvements for the homeowners. Until August 15, 2017, the Company was focused on acquiring, investing in, developing and managing real estate properties and related investments. On August 15, 2017, pursuant to another change in control transaction, we relocated to Miami, Florida and ceased all operations as a real estate company.

 

Our principal business objectiveOn February 15, 2018, the Company, the majority shareholder of the Company (the “Seller”) and certain buyer (the “Purchaser”) entered into a stock purchase agreement, whereby the Purchaser purchased from the Seller, 956,439 shares of common stock, par value $0.001 per share, of the Company, representing approximately 94.58% of the issued and outstanding shares of the Company, for an aggregate purchase price of $300,000.

On May 15, 2018, our company’s board of directors, and a majority of our stockholders approved by resolution, a reverse stock split of our authorized and issued and outstanding shares of common stock on a one hundred (100) old for one (1) new basis. Articles of Amendment to the Articles of Incorporation for the next 12 monthsreverse stock split were filed and beyond such time will bebecame effective with the Nevada Secretary of State on July 3, 2018. Consequently, our issued and outstanding shares of common stock decreased from 101,125,000 to achieve long-term growth potential through a combination1,011,254 shares of common stock, all with a business rather than immediate, short-term earnings. par value of $0.001. The reverse split became effective with the OTC Markets at the opening of trading on July 10, 2018.

We are a shell company which is moving forward with the businessa potential change of identifying and entering into a business combinationcontrol transaction with a privately held business or company, domiciled and operating in an emerging market thatwhom is seeking the advantages of being a publicly held corporation whose stock is traded on the OTC market place.  We will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.

We may consider a business which has recently commenced operations, is a developing company in need of additional funds for expansion into new products or markets, is seeking to develop a new product or service, or is an established business which may be experiencing financial or operating difficulties and is in need of additional capital. In the alternative, a business combination may involve the acquisition of, or merger with, a company which does not need substantial additional capital, but which desires to establish a public trading market for its shares, while avoiding, among other things, the time delays, significant expense, and loss of voting control which may occur in a public offering.

Our sole officer and director has indicated that he is willing to loan additional funds to the Company to cover any shortfalls, although there is no written agreement or guarantee of such actions.

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marketplace.  

 

Results of OperationOperations

The following summary of our results of operations should be read in conjunction with our unaudited interim financial statements for the three months ended December 31, 2019 and 2018.

 

For the three months ended December 31, 20172019 and 20162018

Our operating results for the three months ended December 31, 2019 and 2018 are summarized as follows:

  Three Months Ended 
  December 31, 
  2019  2018 
  (unaudited)  

(unaudited)

 
Revenue $-  $- 
General and Administrative $35,763  $21,748 
Loss from Operations $(35,763) $(21,748)
Other Income / (Expense) $3,194  $(32)
Net Loss $(32,569) $(21,780)

 

For the three months ended December 31, 2017,2019, we generated no revenue as compared to no revenue for the same period ended December 31, 2016.2018. Our general and administrative expenses have increased by approximately 64% or $14,015. Increase was attributable to increased costs related to preparing for a potential change of control transaction.


Liquidity and Capital Resources

 

ExpensesFor the three months ended December 31, 2019, the net cash used in operating activities was $6,121 compared with $7,365 used in operating activities for the three months ended December 31, 2017 totaled $112,5392018. Accounts payable and accrued expenses increased from $14,415 to $29,642, resulting in aan overall decrease in cash used in operating activities in the three months ended December 31, 2019 compared to the same period in 2018. For the three months ended December 31, 2019 and December 31, 2018, the net loss of $112,539. Expensescash used in investing activities was $0 and $0, respectively. The net cash provided by financing activities was $6,079 for the three months ended December 31, 2017 consisted of $112,507 in general and administrative expenses and $32 in interest expense. In comparison, net loss for the same period ended December 31, 2016 totaled $45,589 comprising of general and administrative expenses of $34,084 and $11,505 in interest expense. The increase in the expenses2019 compared with $4,800 for the three months ended December 31, 2017 is mostly attributable to the issuance of 90,000,000 of common stock to our sole officer and director as compensation for services rendered of $90,000.

Liquidity and Capital Resources

2018. As of December 31, 2017 and to date, we did not maintain a cash balance and must rely on an affiliate to fund business operations.2019, the Company had $59 in cash. We are actively pursuing merger opportunities as described herein.  

 

The following is a summary of the Company’s cash flows provided by (used in) operating, investing, and financing activities for the three months ended December 31, 2019 and December 31, 2018:

Subsequent Events

  For the
Three months
ended
December 31,
2019		  For the
Three months
ended
December 31,
2018		 
  (unaudited)  

(unaudited)

 
Net Cash Used in Operating Activities $(6,121) $(7,365)
Net Cash Provided by (Used in) Investing Activities $-  $- 
Net Cash Provided Financing Activities $6,079  $4,800 
Net Decrease in Cash for the Period $(42) $(2,565)

 

On January 8, 2018,The Company has generated no revenues since inception. The Company is also dependent upon the receipt of capital investment or other financing to fund its ongoing operations and to execute its business plan of seeking a combination with a private operating company. If continued funding and capital resources are unavailable at reasonable terms, the Company and our principal shareholder entered intomay not be able to implement its plan of operations or to continue as a non-binding letter intent forgoing concern. Our unaudited, condensed financial statements have been prepared on the principal shareholder to sell their shares. A depositbasis that we will continue as a going concern. The accompanying unaudited condensed financial statements do not include any adjustments that may result from the outcome of $30,000 has been placed into escrow subject to the completion of due diligence. The parties are currently negotiating a definitive agreement and there is no assurance that this transaction will close.

uncertainty.

 

Off Balance Sheet Arrangement

 

We do not have any off-balance sheet arrangements.

Critical Accounting Policies

Accounting Basis

Our financial statements are prepared on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America. Our company’s fiscal year end is September 30.

Cash and Cash Equivalents

Cash and cash equivalents are reported in the balance sheet at cost, which approximates fair value. For the purpose of the financial statements cash equivalents include all highly liquid investments with an original maturity of three months or less when purchased.

Earnings (Loss) per Share

Our company adopted FASB ASC 260, Earnings per Share. Basic earnings (loss) per share is calculated by dividing our company’s net income available to common shareholders by the weighted average number of common shares outstanding during the year. Diluted earnings (loss) per share is calculated by dividing our 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 as of the first of the year for any potentially dilutive debt or equity. There were no dilutive or potentially dilutive shares outstanding for all periods presented.

Income Taxes

Our company adopted FASB ASC 740, Income Taxes, at its inception. Under FASB ASC 740, 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 bases. Deferred tax assets, including tax loss and credit carryforwards, and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary 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 enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. The components of the deferred tax assets and liabilities are individually classified as current and non-current based on their characteristics. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. A full valuation allowance was used and no deferred tax assets or liabilities were recognized as of December 31, 2019 and September 30, 2019, respectively. 


Fair Value of Financial Investments

The fair value of cash and cash equivalents, accounts payable, accrued liabilities, and notes payable approximates the carrying amount of these financial instruments due to their short-term maturity.

Use of Estimates

The preparation of 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 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.

Related Parties

Related parties, which can be a corporation, individual, investor or another entity are considered to be related if the party has the ability, directly or indirectly, to control the other party or exercise significant influence over our company in making financial and operating decisions. Companies are also considered to be related if they are subject to common control or common significant influence. Our company has these relationships.

Recent Accounting Pronouncements

Our company has adopted all recently issued accounting pronouncements. The adoption of the accounting pronouncements including those not yet effective is not anticipated to have a material effect on the financial position or results of operations of our company.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

 

We do not hold any derivative instruments and do not engage in any hedging activities.Not applicable because we are a smaller reporting company.

 

Item 4. Controls and Procedures.

 

(a)Evaluation of Disclosure Controls and Procedures

 

Pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”), the Company carried out an evaluation, with the participation of the Company’s management, including the Company’s Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) (the Company’s principal financial and accounting officer), of the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. In making this assessment, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework (2013). Based upon that evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures are not effective as of December 31, 2017,2019, to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure for the reason described below.

 

Because of our limited operations, we have a limited number of employees which prohibits a segregation of duties. In addition, we lack a formal audit committee with a financial expert. As we grow and expand our operations we will engage additional employees and experts as needed. However, there can be no assurance that our operations will expand.

 

(b)Changes in Internal Controls

 

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

 

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PART II - OTHER INFORMATION

 

Item 1. Legal Proceedings.

 

We are currently not involved in any litigation that we believe could have a material adverse effect on our financial condition or results of operations. There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of our Company or any of our subsidiaries, threatened against or affecting our company, our common stock, any of our subsidiaries or of our companies or our subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could have a material adverse effect.

 

Item 1A. Risk Factors.

 

Not applicable because we are a smaller reporting company.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

 

On December 18, 2017, the Company issued 90,000,000 common shares to JJL Capital Management, LLC, a company beneficially owned by Scott Silverman, the sole officer and directorThere were no unregistered sales of the Company, for services rendered toCompany’s equity securities during the Company by Scott Silverman in reliance upon the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended..three months ended December 31, 2019.

 

Item 3. Defaults Upon Senior Securities.

 

There were no defaults upon senior securities during the quarter ended December 31, 2017. None.

 

Item 4. Mine Safety Disclosures.

 

Not applicable.

 

Item 5. Other Information.

 

There is no other information required to be disclosed under this item which was not previously disclosed. None.

 

Item 6. Exhibits.

 

Exhibit
Number		 Description
   
31.1 Certification of the Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 Certification of the ChiefPrincipal Executive Officer and Principal Financial Officer 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 Linkbase Document.
101.LAB XBRL Taxonomy Extension Label Linkbase Document.
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document.

 

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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.

 

Date: January 26, 2018INSPIRED BUILDERS, INC.
  
Date: January 20, 2020By:/s/ Scott SilvermanKai Ming Zhao
 Scott SilvermanKai Ming Zhao
 President, Chief Executive Officer, and
Chief Financial Officer, Secretary and Director
(Principal Executive Officer and
Principal Financial Officer)

 

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