UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON,Washington, D.C. 20549

 

FORM 10-Q

QUARTERLY REPORT PURSUANT TOUNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period endedFOR THE QUARTERLY PERIOD ENDED:  December 31, 2017

or2020

 

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

 

For the transition period from ______to______.__________ to __________

 

Commission File Number: 333-171636________________

 

Inspired Builders, Inc.GUSKIN GOLD CORP.

(Exact name of registrant as specified in its Charter)charter)

 

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

8950 SW 74th Ct

Suite 2201-A44

Miami, FL 33156

33156
(Address of principal executive offices)(Zip Code)

 

4500 Great America Parkway, PMB 38, Ste 100

(786) 323-7900Santa Clara, CA 95054

 (Address of principal executive offices, Zip Code)

(408) 766-1511

(Registrant’s telephone number, including area code)

 

2nd Brewery Link Box mp 2797

N/AMomprobi-Accro, Ghana

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

 

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

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 

 

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

 

Large accelerated filerAccelerated 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.  Act

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes No ☐

 

Indicate theThe number of shares outstanding of each of the issuer’s classes of common equity: 101,125,525 shares of the registrant’s common stock par value of $0.001 per share, were outstanding as of January 26, 2018.February 19, 2021 was 42,211,265.

 

 

 

 

 

 

Inspired Builders, Inc.

FORM 10-Q

GUSKIN GOLD CORP.

FKA INSPIRED BUILDERS, INC.

 

Quarterly Report on Form 10-Q

December 31, 20172020

TABLE OF CONTENTS

 

  PAGE
Page No.
PART II. - FINANCIAL INFORMATION1
   
Item 1.Condensed Consolidated Financial Statements
Condensed Consolidated Balance Sheets as of December 31, 2020 (Unaudited) and September 30, 20201
 Condensed Consolidated Statement of Operations for the Three Months ended December 31, 2020 (Unaudited)2
Condensed Consolidated Statement of Stockholder’s Deficit for the Three Months ended December 31, 2020 (Unaudited)3
Condensed Consolidated Statement of Cash Flows for the Three Months ended December 31, 2020 (Unaudited)4
Notes to Condensed Consolidated Financial Statements (Unaudited)5
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations711
Item 3.Quantitative and Qualitative Disclosures About Market Risk12
Item 4.Controls and Procedures13
   
Item 3.Quantitative and Qualitative Disclosures About Market Risk8
Item 4.Controls and Procedures8
PART II - OTHER INFORMATION9
Item 1.Legal Proceedings9
14
Item 1A.1ARisk Factors9
14
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds9
14
Item 3.Defaults Upon Senior Securities9
14
Item 4.Mine Safety Disclosures9
14
Item 5.Other Information9
14
Item 6.Exhibits915
 
SIGNATURESSignature1016

 

i

PART I - FINANCIAL INFORMATION

Item 1 – Financial Statements

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, INC

CONDENSED BALANCE SHEETS

  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  $-  - 

See accompanying notes to financial statements

1

INSPIRED BUILDERS, INC.

CONDENSED STATEMENTS OF OPERATIONS

(UNAUDITED)

  For the Three Months Ended
December 31,
  2017 2016
     
OPERATING EXPENSES        
General and administrative $112,507  $34,084 
Total operating expenses  112,507   34,084 
         
LOSS FROM OPERATIONS  (112,507)  (34,084)
         
Other expenses        
Interest expense  32   11,505 
         
Net Loss before provision for income taxes  (112,539)  (45,589)
         
Provision for income taxes  -   - 
         
NET LOSS $(112,539) $(45,589)
         
Net loss per share - basic and diluted $(0.00) $(0.00)
         
Weighted average number of shares outstanding during the period - basic and diluted  

23,842,391

   11,125,000 

See accompanying notes to financial statements

2

 

 

INSPIRED BUILDERS, INC

CONDENSEDFORWARD LOOKING STATEMENTS OF CASH FLOWS

(UNAUDITED)

This report contains forward-looking statements regarding our business, financial condition, results of operations and prospects. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and similar expressions or variations of such words are intended to identify forward-looking statements, but are not deemed to represent an all-inclusive means of identifying forward-looking statements as denoted in this report. Additionally, statements concerning future matters are forward-looking statements.

Although forward-looking statements in this report reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by us. Consequently, forward-looking statements are inherently subject to risks and uncertainties and actual results and outcomes may differ materially from the results and outcomes discussed in or anticipated by the forward-looking statements. Factors that could cause or contribute to such differences in results and outcomes include, without limitation, those specifically addressed under the headings “Risks Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our report on Form 10-K which was filed with the SEC on January 8, 2021 (the “10-K”), in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Form 10-Q and information contained in other reports that we file with the SEC. You are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this report.

We file reports with the SEC. The SEC maintains a website (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including us. You can also read and copy any materials we file with the SEC at the SEC’s Public Reference Room at 100 F Street, NE, Washington, DC 20549. You can obtain additional information about the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330.

We undertake no obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this report, except as required by law. Readers are urged to carefully review and consider the various disclosures made throughout the entirety of this quarterly report, which are designed to advise interested parties of the risks and factors that may affect our business, financial condition, results of operations and prospects.

 

  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 

ii

See accompanying notes to financial statements

3

 

PART I. FINANCIAL INFORMATION

 

Inspired Builders, Inc.

GUSKIN GOLD CORP.

FKA INSPIRED BUILDERS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

  December 31,
2020
(Unaudited)
  September 30,
2020
 
ASSETS      
CURRENT ASSETS:      
Cash $-  $13,767 
         
TOTAL ASSETS $-  $13,767 
         
LIABILITIES AND STOCKHOLDERS’ DEFICIT        
         
CURRENT LIABILITIES:        
Accounts payable and Accrued Expenses $44,881  $22,549 
Loan payable – Related Party  32,654   30,390 
Convertible notes payable (net of unamortized discount)  77,709   45,764 
Notes payable  7,500   7,500 
Derivative liability  2,125,044   2,125,113 
TOTAL LIABILITIES  2,287,788   2,231,316 
         
Commitments and Contingencies (See Note 9)  -   - 
STOCKHOLDERS’ DEFICIT        
Preferred stock, par value $0.001 per share; 5,000,000 shares authorized; none shares issued and outstanding at December 31, 2020 and September 30, 2020, respectively  -   - 
Common stock, par value $0.001 per share; 250,000,000 shares authorized; 29,211,265 shares issued and outstanding at December 31, 2020 and September 30, 2020, respectively  29,211   29,211 
Capital deficiency  (2,170,610)  (2,175,610)
Accumulated deficit  (146,389)  (71,150)
TOTAL STOCKHOLDERS’ DEFICIT  (2,287,788)  (2,217,549)
         
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT $-  $13,767 

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

1

GUSKIN GOLD CORP.

FKA INSPIRED BUILDERS, INC.

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(Unaudited)

  For the
Three Months
ended December 31,
2020
 
Operating expenses   
Professional fees  32,589 
General and Administrative expenses  7,414 
Total operating expenses  40,003 
     
Loss from operations  (40,003)
     
Other Income (Expenses)    
Change in fair value of derivative  69 
Interest expense  (35,305)
Total other expenses  (35,236)
     
Provision of income taxes  - 
     
Net loss $(75,239)
     
Net loss per common share – basic and diluted $(0.00)
     
Weighted average common shares outstanding – basic and diluted  29,211,265 

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


GUSKIN GOLD CORP.

FKA INSPIRED BUILDERS, INC.

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ DEFICIT

FOR THE THREE MONTHS ENDED DECEMBER 31, 2020

(Unaudited)

  Common Stock:
Shares
  Common
Stock: Par Value
  Capital Deficiency  Accumulated
Deficit
  Totals 
Balance – September 30, 2020  29,211,265  $29,211  $(2,175,610) $(71,150) $(2,217,549)
                     
In-kind service contribution  -   -   5,000   -   5,000 
Net loss  -   -   -   (75,239)  (75,239)
Balance December 31, 2020 (Unaudited)  29,211,265  $29,211  $(2,170,610) $(146,389) $(2,287,788)

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

3

GUSKIN GOLD CORP.

FKA INSPIRED BUILDERS, INC.

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE THREE MONTHS DECEMBER 31, 2020

(Unaudited)

CASH FLOWS FROM OPERATING ACTIVITIES:   
Net loss $(75,239)
Adjustments to reconcile net loss to net cash used in operating activities:    
Amortization of debt discount  31,945 
Change in fair value of derivative  (69)
In-kind service contribution  5,000 
Changes in net operating assets and liabilities:    
Accounts payable and accrued expenses  22,332 
NET CASH USED IN OPERATING ACTIVITIES  (16,031)
     
CASHFLOWS FROM FINANCING ACTIVITIES:    
Proceeds from related party debt  2,264 
NET CASH PROVIDED BY FINANCING ACTIVITIES  2,264 
     
NET DECREASE IN CASH  (13,767)
     
CASH – BEGINNING OF PERIOD  13,767 
CASH – END OF PERIOD $- 
     
SUPPLEMENTAL CASHFLOW INFORMATION:  - 
Cash paid for:    
Income tax $  
Interest $- 

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


GUSKIN GOLD CORP.

FKA INSPIRED BUILDERS, INC.

NOTES TO CONDENSED INTERIMCONSOLIDATED FINANCIAL STATEMENTS

DecemberFOR THE THREE MONTHS ENDED DECEMBER 31, 20172020

(Unaudited)

 

NOTE 1. GENERAL ORGANIZATION AND BUSINESS

Note 1 – Organization and Basis of Accounting

Basis of Presentation and Organization

 

Inspired Builders, Inc. (the “Company”,“Guskin”, “We”, and “Us”) 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, Inspired Builders (the “Company”), the majority shareholders of the Company (the “Sellers”) and JJL Capital Management, LLC (the “Purchaser”) entered intopursuant to a stock purchase agreement (the “Stock Purchase Agreement”), whereby the Purchaser purchased from the Sellers 5,643,979 shares of common stock, par value $0.001 per share, of the Company (the “Shares”), representing approximately 50.73% of the issued and outstanding shares of the Company, for an aggregate purchase price of $564.39 (the “Purchase Price”). On August 16, 2017, 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,

On January 16, 2020, Santa Alba, LLC sold the 956,440 shares of common stock to Custodian Ventures, LLC for an aggregate purchase price of $145,000. At this point there was a change of control of the Company and Kai Ming Zhao resigned as President, Secretary, Treasurer and Director and David Lazar was appointed as President, Secretary, Treasurer and Director.

On April 30, 2020, Custodian Ventures, LLC, a Wyoming limited liability company (“CVL”) and the Company entered into a Stock Purchase Agreement (the “Agreement”) with U Green Enterprise, a Ghana corporation (the “Purchaser”). The Agreement closed upon execution on April 30, 2020 (“Closing”). Pursuant to the Agreement, CVL agreed to sell and Purchaser agreed to purchase 956,440 restricted common stock shares of the Company (the “Shares”), representing approximately 94.6% of the Company’s sole officeroutstanding shares of common stock. Pursuant to the Agreement, Purchaser agreed to pay CVL as follows: (i) $157,640 payable at the Closing in exchange for the Shares, and Director,(ii) to repay the note outstanding to CVL in amount of $67,360 immediately following the Closing. The Agreement resulted in a change of control of the Company and David Lazar resigned from his positionseffective immediately as the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and named Scott Silverman as sole director and Edward Somuah was appointed as the Company’s Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and sole director.

Guskin Gold Corporation (“GGC”) was incorporated in May 28, 2020 in the state of Nevada. GGC’s business activity is the early-stage development of a business focusing on the acquisition of gold properties, and the exploration and potential development of small-scale gold mining operations in the Republic of Ghana, West Africa.

On September 3, 2020, the Company entered into a Share Exchange Agreement (the “Share Exchange Agreement”) with GGC, and the controlling stockholders of GGC (the “GGC Shareholders”). Pursuant to the positionsShare Exchange Agreement, the Company acquired One Hundred Percent (100%) the issued and outstanding equity interest of CEO, CFO, Chief Accounting OfficerGGC from the GGC Shareholders (the “GGC Shares”) and Secretary.in exchange the Company issued to GGC an aggregate of Twenty-Eight Million Two Hundred Thousand (28,200,000) shares of restricted common stock of the Company.

 

The accompanying unaudited condensedShare Exchange is accounted for as a reverse recapitalization under U.S. GAAP as the Share Exchange results in a change of control of the Company. GGC was determined to be the accounting acquirer based upon the terms of the Share Exchange and other factors including: (i) GGC’s shareholders are expected to own approximately 96.54% of the Company issued and outstanding common stock immediately following the effective time of the Share Exchange (the “Closing”), and (ii) GGC’s management will hold all key positions in the management of the combined company.

As of September 22, 2020 (the “Closing Date”), GGC provided us with valid and accepted audited financial statements, accordingly the transactions contemplated by the Share Exchange Agreement have been preparedsatisfied, accordingly the Share Exchange Agreement is closed (“Closing”).

The Company filed the Amended Articles of Incorporation effecting the Name Change with the Nevada Secretary of State, effective November 30, 2020. As previously reported, shareholders approved the Name Change and Symbol Change on September 22, 2020 in accordanceconnection with accounting principles generally accepted in The United States of America and the rules and regulationsClosing of the SecuritiesShare Exchange Agreement between the Company and Exchange Commission for interim financial information. Accordingly, they do not include allGuskin Gold Corp.

On December 3, 2020, the Financial Industry Regulatory Authority (“FINRA”) announced the effectiveness of a change in the information necessary forCompany’s name from “Inspired Builders, Inc.” to “Guskin Gold Corp.” (the “Name Change”) andcomprehensive presentation of financial position and results of operations.change in the Company’s ticker symbol from “ISRB” to the new trading symbol “GKIN” (the “Symbol Change”). Trading under the new ticker symbol began at market opening December 4, 2020. 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, filed with the SEC on November 11, 2017. The interim results for the period ended December 31, 2017 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.Company’s CUSIP also changed to 40330L100.


Note 2 – Summary of significant accounting policies

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

UseBasis of EstimatesPresentation

 

The preparation ofCompany’s unaudited condensed consolidated financial statements have been prepared in conformityaccordance with U.S.accounting principles generally accepted accounting principles requiresin the United States of America (“US GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). In the opinion of the Company���s management, all adjustments (consisting of normal recurring adjustments and reclassifications and non-recurring adjustments) necessary to make estimatespresent fairly our results of operations for the three months ended December 31, 2020 and assumptions that affectcash flows for the amounts reportedthree months ended December 31, 2020 and our financial position at December 31, 2020 have been made. The Company’s results of operations for the three months ended December 31, 2020 are not necessarily indicative of the operating results to be expected for the full fiscal year ending September 30, 2021.

Certain information and disclosures normally included in the notes to the Company’s audited consolidated financial statements have been condensed or omitted from the Company’s unaudited condensed consolidated financial statements. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto for the fiscal year ended September 30, 2020. The September 30, 2020 balance sheet is derived from those statements.

Principles of Consolidation

The Company prepares its consolidated financial statements on the accrual basis of accounting. The accompanying notes. Such estimates and assumptions impact, among others,consolidated financial statements include the following; estimatesaccounts of the probabilityCompany and potential magnitude of contingent liabilities,GGC, its wholly owned subsidiary. All intercompany accounts, balances and transactions have been eliminated in 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.consolidation.

 

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

 

CashFor purposes of reporting within the statements of cash flows, the Company considers all cash on hand, cash accounts not subject to withdrawal restrictions or penalties, 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 investmentsdebt instruments purchased with an originala maturity of three months or less when purchased. There were noto be cash equivalents at December 31, 2017 and 2016, respectively.cash equivalents.

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. TheAs of December 31, 2020, the Company has 0 and 20,833had 12,500,000 shares of common stock issuable upon conversion of convertible notes payable that were not included in the computation of dilutivewhich are excluded from loss per share becausecalculation as their inclusion is anti-dilutive for the periods ended December 31, 2017 and September 30, 2017, respectively.effect are anti-dilutive.

 

4

Inspired Builders, Inc.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS

December 31, 2017

(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 income tax assets and liabilities are computed annually for differences between financial statement and income tax bases of assets and liabilities that will result in taxable income or deductible expenses in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets and liabilities to the amount expected to be realized. Income tax expense is the tax payable or refundable for the period adjusted for the change during the period in deferred tax assets and liabilities.

The Company follows 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, tax positions initially need to be recognized in the financial statements when it is more likely than not the positions will be sustained upon examination by the tax authorities. It also provides guidance for derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. 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.

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.

RevenueFair Value of Financial Investments

ASC 825, “Disclosures about Fair Value of Financial Instruments”, requires disclosure of fair value information about financial instruments. ASC 820, “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and Cost Recognitionexpands disclosures about fair value measurements. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of December 31, 2020.

Authoritative literature provides a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement as follows:

Level 1 - Quoted market prices available in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.


Level 2 - Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).

Level 3 - Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability.

The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accounts payable, accrued liabilities, convertible notes, loans payable, and notes payable. Fair values were assumed to approximate carrying values for these financial instruments due to their short-term maturities.

We account for derivative liability at fair value on a recurring basis under level 3 at December 31, 2020 (see Note 7).

Stock-Based Compensation

 

The Company has no current sourceaccounts for stock-based compensation in accordance with ASC 718 Compensation - Stock Compensation (“ASC 718”). ASC 718 addresses all forms of revenue; therefore,share-based payment awards including shares issued under employee stock purchase plans and stock incentive shares. Under ASC 718 awards result in a cost that is measured at fair value on the Company has not yet adopted any policy regardingawards’ grant date, based on the recognitionestimated number of revenue or cost.awards that are expected to vest and will result in a charge to operations.

 

Recent accounting pronouncementsDerivative Instrument Liability

 

The Company has reviewedaccounts for derivative instruments in accordance with ASC 815, which establishes accounting and reporting standards for derivative instruments and hedging activities, including certain derivative instruments embedded in other financial instruments or contracts and requires recognition of all derivatives on the balance sheet at fair value, regardless of hedging relationship designation. Accounting Standards Updates through ASU No. 2016-01for changes in fair value of the derivative instruments depends on whether the derivatives qualify as hedging relationships and these updates have no current applicability tothe types of relationships designated are based on the exposures hedged. At December 31, 2020, the Company had a derivative liability of $2,125,044.

Recent Accounting Pronouncements

Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the SEC did not or their effectin management’s opinion will not have a material impact on the Company’s present or future consolidated financial statements would not have been significant.statements.

 

NOTE 3. GOING CONCERNNote 3 - Going Concern

 

As reflected in the accompanying condensed consolidated financial statements, the Company has a net loss of $112,539$75,239 for the three months ended December 31, 2020. In addition, the Company has an accumulated deficit of $146,389 and a working capital deficit of $86,352$2,287,788 as of December 31, 2017. In addition,2020.

The accompanying consolidated financial statements have been prepared assuming the continuation of the Company as a going concern. The Company has not had constructionyet established an ongoing source of revenues since May 2011sufficient to cover its operating costs and the only prospect for positive cash flow is through the issuancedependent on debt and equity financing to fund its operations. Management of common stock or debt. If the Company does not beginis making efforts to generate sufficient revenue or raise additional funds through a financing,funding. While management of the Company may need to incur additional liabilities with certain related parties to sustainbelieves that it will be successful in its capital formation and planned operating activities, there can be no assurance that the Company’s existence. There are currently no plans or agreements in place to provide such funding. The Company will requirebe able to raise additional funding to financeequity capital or be successful in the growthdevelopment and commercialization of its future operations as well as to achieve its strategic objectives. This raisesthe products it develops or initiates collaboration agreements thereon. Therefore, there is substantial doubt about itsthe Company’s ability to continue as a going concern. The abilityaccompanying consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability 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. LOAN PAYABLENote 4RELATED PARTYLoans Payable - Related Party and Related Party Transactions

 

On October 17, 2017, our CEO loaned the Company $14,300. The loan is interest free and is payable on demand.

On October 20, 2017, our CEO loaned the Company $825. The loan is interest free and is payable on demand.

5

Inspired Builders, Inc.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS

December 31, 2017

(Unaudited)

NOTE 5. NOTES PAYABLE – RELATED PARTIES

On January 13, 2012,June 1, 2020, the Company entered into a 12-month unsecured promissory noteloan agreement with Naana Asante, our Chief Executive Officer, in the amount of $211,000. Interest accrues$1,630 for expenses paid for on behalf of the company. On June 18, 2020, the Company received an additional $4,500 from Naana Asante for expenses paid on behalf of the Company. The unsecured loans mature on June 1, 2021 and bears an interest rate of 2.5%. As of December 31, 2020, the accrued interest was $103.

On June 1, 2020, the Company entered into a loan agreement with an entity controlled by a shareholder in arrearsthe amount of $3,500 for expenses paid for on behalf of the outstanding principalCompany. On June 26, 2020, the Company received an additional $5,910 for expenses paid on behalf of the Company. The unsecured loans mature one year from the date of the loan and bears an interest rate of 2.5%. As of December 31, 2020, the accrued interest was $137.

On September 22, 2020, the Company assumed, as part of the reverse merger and share exchange agreement a related party loan payable dated April 30, 2020, owed to U Green Enterprise, a Ghana corporation controlled by our Chief Financial Officer. As of December 31, 2020, the Company had a loan payable of $14,496 owed to U Green Enterprises. The loan payable is non-interest bearing and due on demand.

During the period from May 28, 2020 (inception) to September 30, 2020, the Company received $354 of payments toward company related expenses, which were paid on its behalf by Naana Asante, the Chief Executive Officer. During the three months ended December 31, 2020, the Company received an additional $2,264 of payments toward company related expenses, which were paid on its behalf by Naana Asante, the Chief Executive Officer. The loan is non-interest bearing and due on demand.

Note 5 – Note payable

On September 22, 2020, the Company entered into a loan agreement with a third party in the amount of $7,500 for expenses paid for on behalf of the Company. This unsecured loan matures one year from the date of the loan and bears an interest rate of 2.5%. As of December 31, 2020, $7,500 of note payable remains outstanding. As of December 31, 2020, the accrued interest was $51.

Note 6 – Convertible notes

On September 22, 2020, the Company assumed a convertible note offering of up to $3,000,000 under regulation S as part of the reverse merger with Inspired Builders, Inc. The note offering calls for a minimum investment of $10,000. The note bears an interest rate equal to 10% per annum and matures after one year from the date of subscription. The note is convertible at the rate equivalent to the lessor of ten percent (10.00%)$0.01 per annum. Interest shall beshare or a 20% discount to market based upon the 10-day Volume Weighted Average Price (VWAP) prior to Maturity. The Company intends to regularly issues notes payable which are convertible at a discount of the trading price of the Company’s common stock. Due to these provisions, the embedded conversion option qualified for derivative accounting under ASC 815-15, Derivatives and Hedging. The company assumed seven convertible note subscriptions totaling $125,000 with unrelated parties. The convertible notes have an original issuance cost of $7,360, and a debt discount of $117,640 for the fair value of the embedded conversion feature on issuance dates. Amortization of debt discount for the last daythree months ended December 31, 2020 totaled to $31,945. As of each quarter, commencing March 30, 2012, and continuing until the maturity date. Should the maker fail to pay the entire principal andDecember 31, 2020, accrued interest by the maturity date, the maker agreeson these notes totaled to $7,771.

Carrying value of Convertible Notes as of December 31, 2020 (Unaudited) $125,000 
Less: debt discount  (47,291)
Carrying value of Convertible Notes, net as of December 31, 2020 (Unaudited) $77,709 

Note 7 – Derivative liability

The Company has determined that the interest rate shall increasevariable conversion prices under its convertible notes caused the embedded conversion feature to twelve percent (12.00%) per annum. On May 10, 2013, the Companybe a financial derivative. The derivative instruments were valued at loan origination date, date of debt conversion 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. The total outstanding principal at December 31, 20172020. The fair values of the derivative liabilities related to the conversion options of these notes was estimated on the transaction dates (loan original date and September 30, 2017 amountedreporting date) using the Black Scholes option pricing model, under the following assumptions:

  December 31, 
  2020
(Unaudited)
 
Shares of common stock issuable upon exercise of debt  12,500,000 
Estimated market value of common stock on measurement date $0.18 
Exercise price $0.01 
Risk free interest rate (1)  0.09%
Expected dividend yield (2)  0.00%
Expected volatility (3)  68.94 – 76%
Expected exercise term in years (4)  0.30 - 0.53 

(1)The risk –free interest rate was determined by management using the one-month Treasury bill yield as of the valuation dates.
(2)The expected dividend yield is based on the Company’s current dividend yield as the best estimate of projected dividend yield for periods within the expected term of the share options and similar instruments.
(3)The volatility was determined by referring to the average historical volatility of a peer group of public companies because we do not have sufficient trade history to determine our historical volatility.
(4)The exercise term is the remaining contractual term of the convertible instrument at the valuation date.


The change in fair values of the derivative liabilities related to $2,500 and $2,500, respectively. Accrued interest atthe Convertible Notes for the three months ended December 31, 2017 and September 30, 2017, amounted to $505 and $473, respectively.2020 is summarized as:

 

NOTE 6. COMMITMENTS AND CONTINGENCIES

  Fair value at
December 31, 2020 (Unaudited)
  Quoted
market prices
for identical
assets/liabilities (Level 1)
  Significant
other observable inputs
(Level 2)
  Significant
unobservable
inputs
(Level 3)
 
Derivative Liability $2,125,044  $         -  $      -  $2,125,044 

 

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.

  Derivative
Liability
 
Derivative liability as of September 30, 2020 $2,125,113 
Change in fair value of derivative liability  (69)
Reclassification to additional paid-in capital for financial instruments that ceased to be a derivative liability  - 
Derivative liability as of December 31, 2020 (Unaudited) $2,125,044 

 

NOTE 7. SHAREHOLDERS’ EQUITY

  Change in
Fair Value of
Derivative Liability**
 
Change in fair value of derivative liability at the beginning of period $- 
Day one gains/(losses) on valuation  - 
Gains/(losses) from the change in fair value of derivative liability  69 
Change in fair value of derivative liability at the end of the period $69 

 

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.

**The fair value at the remeasurement date is equal to the carrying value on the balance sheet.

 

NOTE 8. CONCENTRATION OF CREDIT RISKNote 8 – Concentration of Credit Risk

 

The Company relies heavily on the support of its president, majority shareholder and majority shareholder.unrelated third parties. 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. RELATED PARTY TRANSACTIONSNote 9 – Commitment and Contingencies

In March 2020, the World Health Organization categorized the novel coronavirus (COVID-19) as a pandemic, and it continues to spread throughout the United States and the rest of the world with different geographical locations impacted more than others. The outbreak of COVID-19 and public and private sector measures to reduce its transmission, such as the imposition of social distancing and orders to work-from-home, stay-at-home and shelter-in-place, have had a minimal impact on our day to day operations. However, this could impact our efforts to enter into a business combination as other businesses have had to adjust, reduce or suspend their operating activities. The extent of the impact will vary depending on the duration and severity of the economic and operational impacts of COVID-19. The Company is unable to predict the ultimate impact at this time.

 

On January 13, 2012,June 1, 2020, (the “commencement date”) the Company entered into a 12-month unsecured promissory noteconsulting agreement with Dr. Kweku Ainuson to provide consulting services on as needed basis. The consultant shall be responsible for advising the Chief Executive Officer, President, Chief Geologist, and Chairman of the Board of Directors on all legal matters of the Company. In addition, the consultant is to provide legal advice on areas including but not limited to business contracts or any other legal documentation that requires legal expertise; assisting in the management of internal and external legal resources; reading and reviewing legal documents that the Client receives and making sure that they are properly drafted and any other legal services. As compensation for the services provided by Consultant, the Consultant should vest 50,000 shares common shares valued at $0.001 every quarter for total compensation value of 200,000 shares. In addition, every 90 days, from the commencement date, the Company shall pay the consultant $5,000 plus additional fees per quarter.


On August 31, 2020, (the “commencement date”) the Company entered into a three-month term consulting agreement with a consultant to provide consulting services on as needed basis. The consultant shall be responsible to perform business development and general consulting services on a non -exclusive basis for and on behalf of the Company in relation to business development, developing and creating operation documents, and will consult with and advise, as necessary and requested, on matters pertaining to its general business operations. As compensation for the services provided by Consultant, the Company shall pay the consultant $7,500 in month one, $2,500 in month two and $2,500 in month three. On December 15, 2020, the Company amended the consulting contract for an additional six months from the amendment date. As compensation for the services provided, the Company shall pay the consultant $2,500 per month.

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 10 – Common stock

As of December 31, 2020, a total of 29,211,265 shares of common stock with par value $0.001 remain outstanding.

During the three months ended December 31, 2020, the Company received in kind services from the Chief Executive Officer for time spent. The Company recorded in kind service contributions valued at $5,000. This is recorded in additional paid in capital. 

Note 11 – Subsequent Events

On January 4, 2021, the Company entered into a loan agreement 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$17,000 from 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. The total outstanding principal at December 31, 2017 and September 30, 2017 amounted to $2,500 and $2,500, respectively. Accrued interest at December 31, 2017 and September 30, 2017, amounted to $505 and $473, respectively.

On October 17, 2017, our CEO loaned the Company $14,300.unrelated third party. The loan is interest freeunsecured and is payable on demand.

On October 20, 2017, our CEO loaned the Company $825. The loan is interest free and is payable on demand.

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 10. SUBSEQUENT EVENT

On January 8, 2018, our CEO entered into an unsecured note payable for $3,000 withbears an interest rate of 0% due upon demand by2.5% and is payable one year from the holder.date of signing.

 

On January 12, 2018,2021, the Company, entered into a settlementConsulting Agreement with Edward Somuah, (“Mr. Somuah”) an individual, to memorialize and release agreement with Anslow & Jaclin, LLPformalize Mr. Somuah’s commitment and Richard Anslowservices to settle an outstandingthe Company. Mr. Somuah is currently a member of the Company’s Board of Directors, the Chief Financial Officer, and Secretary, and shall continue on a full-time basis under this Agreement. Mr. Somuah’s leadership role entails being responsible for day-to-day management decisions and for implementing the Company’s long- and short-term plans, including, but not limited to, Business Development and creation of long-term value for the Company’s organization from customers, markets and relationships; advising and consulting on potential growth opportunities for presentation to management and or to fellow Board of Directors as well as the subsequent support and monitoring of project-by-project implementation; consult and lend experience on potential properties/projects, marketing, financial and or management services, investment banking, mergers and acquisitions, legal, invoicestrategic human resources, and or management consulting and other matters from time to time as required for a totalthe execution of $8,000 to be paid whenthe Company’s exploration and mining business (collectively, the “Services”). the Company completesshall pay Mr. Somuah a changemonthly salary in control.the total amount $4,500 per month on a ongoing basis. In addition, the Company issued 13,000,000 restricted common shares to Mr. Somuah in recognition of his services. 

 

On January 25, 2018, our CEO entered intoFebruary 12, 2021, the Company filed an unsecured noteapplication to up-list from the OTC Pink Marketplace to the OTCQB. The application process is under review.

Subsequent to December 31, 2020, the Company repaid $3,097 of loan payable for $109, with an interest rate of 0% due upon demand bybalance owed to Naana Asante, the holder.Chief Executive Officer.

6

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

 

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

 

This quarterly reportdiscussion summarizes the significant factors affecting the operating results, financial condition, liquidity and cash flows of the Company for the three months ended December 31, 2020. The discussion and analysis that follows should be read together with our consolidated financial statements and the notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-Q10-K. Except for historical information, the matters discussed in this section are forward looking statements that involve risks and other reports filed by Inspired Builders, Inc. (the “Company”) from time to time with the SEC (collectively, the “Filings”) contain or may contain forward-looking statementsuncertainties and information that are based upon beliefs of, and information currently available to,judgments concerning various factors that are beyond the Company’s management as well as estimatescontrol. Consequently, and assumptions made by Company’s management. Readers are cautioned not to place undue reliance on thesebecause 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 respect to future events and areinherently subject to risks and 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, actual results and outcomes may differ significantlymaterially from those anticipated, believed, estimated, expected, intended, or planned.

Although the Company believes that the expectations reflectedresults and outcomes discussed in the forward-looking statementsstatements. You are reasonable,urged to carefully review and consider the Company cannot guarantee future results, levels of activity, performance, or achievements. Except as requiredvarious disclosures made 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.us in this report.

 

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 believe that the estimates, judgments and assumptions upon which we rely are reasonable based upon information available to us at the time 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 would 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 elsewhere in this report.Overview

 

Plan of Operations

On September 22, 2020, Inspired Builders, Inc., a Nevada corporation (the “Company”) entered into a Share Exchange Agreement (the “Share Exchange Agreement”) with Guskin Gold Corporation, was previously located in Boston, Massachusetts. On January 13, 2012, pursuanta Nevada limited liability company (“GGC”), and the controlling stockholders of GGC (the “GGC Shareholders”). Pursuant to the Share Exchange Agreement, the Company acquired One Hundred Percent (100%) the issued and outstanding equity interest of GGC from the GGC Shareholders (the “GGC Shares”) and in exchange the Company issued to GGC an aggregate of Twenty-Eight Million Two Hundred Thousand (28,200,000) shares of restricted common stock of the Company.

On December 3, 2020, the Financial Industry Regulatory Authority (“FINRA”) announced the effectiveness of a change in the Company’s name from “Inspired Builders, Inc.” to “Guskin Gold Corp.” (the “Name Change”) and a change in the Company’s ticker symbol from “ISRB” to the new trading symbol “GKIN” (the “Symbol Change”). Trading under the new ticker symbol began at market opening December 4, 2020. The Company’s CUSIP also changed to 40330L100.

As a result of control transaction,the acquisition, we relocated to Santa Monica, California. Untilacquired all of the business operations and will continue the existing business operations of GGC as a wholly-owned subsidiary of our publicly-traded company.

As the result of this acquisition and the change in business and operations of control transaction, we focused on repairingthe Company, a discussion of the past financial results of the Company is not pertinent, and providing home improvementsunder applicable accounting principles the historical financial results of GGC, the accounting acquirer, prior to the acquisition are considered the historical financial results of the Company.

The Company’s fiscal year end is September 30.

The following discussion highlights GGC’s results of operations and the principal factors that have affected its financial condition as well as its liquidity and capital resources for the homeowners. Until August 15, 2017periods described and provides information that management believes is relevant for an assessment and understanding of the Company was focusedstatements of financial condition and results of operations presented herein. The following discussion and analysis are based on acquiring, investingthe Company’s audited consolidated financial statements contained in developingthis report, which were prepared in accordance with United States generally accepted accounting principles. You should read the discussion and managing real estate propertiesanalysis together with such consolidated financial statements and the 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.  notes thereto.

 

Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings. We are a shell company which is moving forward with the businessResults of identifying and entering into a business combination with a privately held business or company, domiciled and operating in an emerging market that 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.Operations

 

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.

7

Results of Operation

For the three months ended December 31, 2017 and 20162020

 

For the three months ended December 31, 2017,2020, we generated no revenue as comparedincurred operating expenses of $40,003. The operating expenses were attributable to no revenue foraccounting, consulting fees and general and administrative fees.

Net Loss

For the same periodthree months ended December 31, 2016.2020, we incurred a net loss of $75,239. This is attributable to accounting, legal and consulting fees as well as amortization of debt discount of $31,945 as well as interest expense of $3,360.


Liquidity and Capital Resources

 

ExpensesAs of December 31, 2020, we have $0 in current assets and $2,287,788 in current liabilities. We had $0 in cash and our working capital deficit was $2,287,788.

Cash Flows:

  For the Three Months Ended December 31,
2020
(unaudited)
 
Cash Flows Used in Operating Activities $(16,031)
Cash Flows Used in Investing Activities  - 
Cash Flows Provided by Financing Activities  2,264 
Net decrease in cash $(13,767)

Cash Flows Used in Operating Activities  

We used $16,031 of cash in our operating activities. These are attributable to our net loss adjusted by non-cash items of $31,945 for amortization of debt discount and $5,000 for in-kind contribution of services. This was also offset by $22,332 of increase in accounts payable and accrued interest.

Cash Flows Provided by Financing Activities

We received $2,264 from loan payable from related party.

Going Concern and Management’s Liquidity Plans

The Company has not had revenues since its inception and to date, has relied 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. If the Company does not begin to generate 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. Our unaudited condensed consolidated financial statements have been prepared on the basis that we will continue as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Our independent registered public accounting firm has included its audit report to the audited financial statements for the year ended September 30, 2020 stating substantial doubt about our ability to continue as a going concern.

The COVID-19 pandemic could have an impact on our ability to obtain financing to fund the operations. The Company is unable to predict the ultimate impact at this time.

Off-Balance Sheet Arrangements

We did not have any off-balance sheet arrangements as defined in Item 303(a)(4)(ii) of Regulation S-K promulgated under the Securities Act of 1934.

Contractual Obligations and Commitments

We did not have any contractual obligations.

Critical Accounting Policies

Our significant accounting policies are described in the notes to our condensed financial statements for the three months ended December 31, 2017 totaled $112,539 resulting2020, and are included elsewhere in a net loss of $112,539. Expenses 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 expenses 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

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. We are actively pursuing merger opportunities as described herein.  

Subsequent Events

On January 8, 2018, the Company and our principal shareholder entered into a non-binding letter intent for the principal shareholder to sell their shares. A deposit 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.report.

Off Balance Sheet Arrangement

We do not have any off-balance sheet arrangements.

 

ItemITEM 3. Quantitative and Qualitative Disclosures About Market Risk.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

We doare a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not hold any derivative instruments and do not engage in any hedging activities.required to provide the information under this item. 


ITEM 4. CONTROLS AND PROCEDURES

 

Item 4.Evaluation of Disclosure Controls and Procedures.Procedures

 

(a)Evaluation of Disclosure Controls and Procedures

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e)) under the Exchange Act) that is designed to ensure that information required to be disclosed by the Company in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

 

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 the Company’s 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.December 31, 2020. Based upon that evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures arewere not effective as of December 31, 2017,2020 due to the Company’s limited internal resources and lack of ability to have segregation of duties and multiple levels of transaction review.

Management is in the process of determining how best to change our current system and implement a more effective system to ensure that information required to be disclosed by the Company in the reports that the Company fileswe file or submitssubmit under the Exchange Act ishave been recorded, processed, summarized and reported withinaccurately. Our management intends to develop procedures to address the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicatedcurrent deficiencies to the Company’sextent possible given limitations in financial and manpower resources. While management includingis working on a plan, no assurance can be made at this point that the Company’s CEOimplementation of such controls and CFO, as appropriate, to allowprocedures will be completed in a timely decisions regarding required disclosure for the reason described below.manner or that they will be adequate once implemented.

 

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.Changes in Internal Control over Financial Reporting

(b)Changes in Internal Controls

 

There have been no changes in our internal controlcontrols over financial reporting that occurred during the period covered by this reportquarter ended December 31, 2020, that have materially affected, or are reasonably likely to materially affect, our internal controlcontrols over financial reporting.

8


PART II - OTHER INFORMATION

 

ItemITEM 1.  Legal Proceedings.LEGAL PROCEEDINGS

 

WeThere are currently not involvedno pending legal proceedings to which the Company is a party or in which any litigation that we believe could havedirector, officer or affiliate of the Company, any owner of record or beneficially of more than 5% of any class of voting securities of the Company, or security holder is a party adverse to the Company or has a material interest 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 knowledgeCompany.  The Company’s property is not the subject 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.pending legal proceedings.

 

ItemITEM 1A. Risk Factors.RISK FACTORS

 

Not applicable because weWe are a smaller reporting company.company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

 

ItemITEM 2.  Unregistered Sales of Equity Securities and Use of Proceeds.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 director of the Company, for services rendered to 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..None

 

ItemITEM 3.  Defaults Upon Senior Securities.DEFAULTS UPON SENIOR SECURITIES

 

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

 

ItemITEM 4.  Mine Safety Disclosures.MINE SAFETY DISCLOSURES

 

Not applicable.

 

ItemITEM 5.  Other Information.OTHER INFORMATION

 

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


Item 6. Exhibits

 

Item 6. Exhibits.The following exhibits are included with this report.

 

Exhibit
Number
3.1
 DescriptionArticles of Incorporation and Certificate of Correction(1)
3.2By-Laws(1)
3.3Certificate of Amendment to Articles of Incorporation, dated December 18, 2017.(1)
3.4Certificate of Amendment to Articles of Incorporation, dated November 30, 2020(1)
10.1Stock Purchase Agreement dated April 30, 2020 between U Green and Custodian Ventures(1)
10.2Share Exchange Agreement, dated September 3, 2020(1)
   
31.1 

Certification of the Principal Executive Officer andpursuant to Rule 13a-14(a)/15d-14(a)(2)

31.2

Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002Rule 13a-14(a)/15d-14(a)(2)

32.1 

Certification of the ChiefPrincipal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(2)

101.INS
32.2

Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(2)

101.INS* XBRL Instance Document
101.SCH
101.SCH* XBRL Taxonomy Extension Schema Document
101.CAL
101.CAL* XBRL Taxonomy Extension Calculation Linkbase Document.Document
101.DEF
101.DEF* XBRL Taxonomy Extension Definition Linkbase Document.Document
101.LAB
101.LAB* XBRL Taxonomy Extension Label Linkbase Document.Document
101.PRE
101.PRE* XBRL Taxonomy Extension Presentation Linkbase Document.Document

 

(1) Previously Filed

(2) Filed Herewith

9*Filed Herewith. Pursuant to Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.


SIGNATURE

 

SIGNATURES

Pursuant to the requirementsIn accordance with Section 13 or 15(d) 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.Guskin Gold Corp.
  
 Date: February 19, 2021By:/s/ Scott SilvermanNaana Asante
 Scott SilvermanName: Naana Asante
 President, Title:Chief (Principal) Executive Officer

 Date: February 19, 2021By:/s/ Edward Somuah
Name: Edward Somuah
Title:Chief Financial Officer
(Principal Accounting Officer)

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Guskin Gold Corp.
 Date: February 19, 2021By:/s/ Naana Asante
Name:Naana Asante
Title:Chief (Principal) Executive Officer and
 Director
 Date: February 19, 2021By:/s/ Edward Somuah
Name: Edward Somuah
Title:Chief Financial Officer
(Principal Accounting Officer) and Director

 

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