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, 20182019

 

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 27-1989147
(State or other jurisdiction of
incorporation or organization)
 (I.R.S. Employer
Identification No.)
   

530 Lytton Avenue, 2nd Floor401 Ryland St, Suite 200-A

Palo Alto, CAReno, NV 89502

 94301
(Address of principal executive offices) (Zip Code)

  

917-575-8927

(Registrant’s telephone number, including area code)

  

c/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 ☐ 

 

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 filerAccelerated filer☐ 
Non-accelerated filerSmaller 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: 1,011,254 shares of the registrant’s common stock, par value of $0.001 per share, were outstanding as of February 14, 2019.January 20, 2020

 

 

 

 

 

Inspired Builders, Inc.

 Quarterly Report on Form 10-Q

December 31, 20182019

 

TABLE OF CONTENTS

 

  PAGE 
  
PART I - FINANCIAL INFORMATION1
   
Item 1.Financial Statements.1
   
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations.9
   
Item 3.Quantitative and Qualitative Disclosures About Market Risk.1211
   
Item 4.Controls and Procedures.1211
  
PART II - OTHER INFORMATION1312
   
Item 1.Legal Proceedings.1312
   
Item 1A.Risk Factors.1312
   
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds.1312
   
Item 3.Defaults Upon Senior Securities.1312
   
Item 4.Mine Safety Disclosures.1312
   
Item 5.Other Information.1312
   
Item 6.Exhibits.1312
  
SIGNATURES1413

 

i

 

 

PART I - FINANCIAL INFORMATION

 

Item 1. Financial Statements.

 

INSPIRED BUILDER,BUILDERS, INC

CONDENSED BALANCE SHEETS

(Unaudited)

  

  December 31,  September 30, 
  2018  2018 
  (Unaudited)    
ASSETS      
ASSETS      
       
Cash and Equivalents $1,082  $3,647 
Security Deposits  167   167 
Total assets $1,249  $3,814 
         
LIABILITIES AND STOCKHOLDERS’ DEFICIT        
         
Current Liabilities:        
Accounts payable and accrued expenses $18,289  $3,874 
Notes payable - related party  2,500   2,500 
Total current liabilities  20,789   6,374 
Total Liabilities  20,789   6,374 
Commitments and Contingencies (See Note 5)        
         
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, 1,011,254 and 1,011,254 shares issued and outstanding, respectively  1,011   1,011 
Additional paid in capital  1,456,749   1,451,949 
Accumulated deficit  (1,477,300)  (1,455,520)
Total Stockholders’ deficit  (19,540)  (2,560)
         
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT $1,249  $3,814 

ASSETS

  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.

 


INSPIRED BUILDERS, INC.

CONDENSED STATEMENTS OF OPERATIONS

(UNAUDITED)(Unaudited)

 

 For the Three Months Ended December 31,  For the Three Months Ended
December 31,
 
 2018 2017  2019 2018 
          
OPERATING EXPENSES             
General and administrative $21,748  $112,507  $35,763  $21,748 
Total operating expenses  21,748   112,507   35,763   21,748 
                
LOSS FROM OPERATIONS  (21,748)  (112,507)  (35,763)  (21,748)
                
Other expenses                
Interest expense  32   32   -   (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  (21,780)  (112,539)  (32,569)  (21,780)
                
Provision for income taxes  -   -   -   - 
                
NET LOSS $(21,780) $(112,539) $(32,569) $(21,780)
                
Net loss per share - basic and diluted $(0.02) $(0.11) $(0.03) $(0.02)
                
Weighted average number of shares outstanding during the period - basic and diluted  1,011,254   1,011,254   1,011,254   1,011,254 

 

See accompanying notes to unaudited condensed financial statementsstatements.

 


INSPIRED BUILDERS, INC.INC

CONDENSED STATEMENT OF STOCKHOLDERS’STOCKHOLDER’S DEFICIT

FOR THE THREE MONTHS ENDED DECEMBER 31, 2019 AND 2018

(UNAUDITED)(Unaudited)

 

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

statements.


INSPIRED BUILDERS, INC

CONDENSED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(Unaudited)

 

 For the Three Months Ended December 31,  For the Three Months Ended December 31, 
 2018 2017  2019 2018 
CASH FLOWS FROM OPERATING ACTIVITIES:          
Net loss $(21,780) $(112,539) $(32,569) $(21,780)
Adjustments to reconcile net loss to net cash used in operating activities:                
Stock issued for services  -   90,000 
Cancellation of debt income  (3,194)  - 
Changes in operating assets and liabilities:                
Increase in accounts payable and accrued interest  14,415   7,414   29,642   14,415 
Net Cash Used In Operating Activities  (7,365)  (15,125)  (6,121)  (7,365)
                
CASH FLOWS FROM FINANCING ACTIVITIES:                
Contribution of Capital  4,800   -   -   4,800 
Loans from Related Party  -   15,125 
Net Cash Provided By Financing Activities  4,800   15,125 
Loans from related parties  6,079   - 
Net Cash Provided by Financing Activities  6,079   4,800 
                
NET DECREASE IN CASH  (2,565)  -   (42)  (2,565)
                
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD  3,647   -   101   3,647 
                
CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,082  $-  $59  $1,082 
                
Supplemental disclosure of non cash investing & financing activities:        
Cash paid for income taxes $-  $- 
Cash paid for interest expenses $-  $- 
Supplemental disclosure of cash flow information:        
Cash paid for Income taxes $-  $- 
Cash paid for Interest expense $-  $- 

 

See accompanying notes to unaudited condensed financial statementsstatements.

 

4


Inspired Builders, Inc.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS

December 31, 20182019

(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 its 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 Santa Alba, LLC (the “Purchaser”) entered into a stock purchase agreement (the “Stock Purchase Agreement”), whereby the Purchaser purchased from the Sellers 956,440 shares of common stock, par value $0.001 per share, of the Company (the “Shares”), representing approximately 94.58% of the issued and outstanding shares of the Company, for an aggregate purchase price of $300,000 (the “Purchase Price”). On February 15, 2018, the closing of the transaction occurred (“Closing Date”). Also, in connection therewith, Scott Silverman, the Company’s sole officer and Director, resigned from his positions and named Kai 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, 2018,2019, filed with the SEC on December 7, 2018.November 12, 2019. The interim results for the period ended December 31, 20182019 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, 20182019 and September 30, 2018.2019.

 

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, 20182019 and December 31, 2017,2018, the Company did not have any outstanding dilutive securities.


Inspired Builders, Inc.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS

December 31, 2018

(Unaudited)

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

 

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 1,011,254 issued and outstanding shares of common stock. The reverse split is reflected retrospectively in the accompanying financial statements.


Inspired Builders, Inc.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS

December 31, 2019

(Unaudited)

 

Income Taxes

 

The 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. No deferred tax assets or liabilities were recognized as of December 31, 20182019 and September 30, 20182019 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 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 only 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 effect on previously reported balances.

We have no source of revenue as we are currently a shell company which is moving forward with the business of identifying and entering into a business combination with a privately held business or company. As such, we recognize no revenue.

Recent accounting pronouncements

In May 2014,July 2018, the FASB issued ASUaccounting standard update (“ASU”) No. 2014-09, Revenue from Contracts with Customers2017-02, “Leases (Topic 606)842)”, (“ASU No. 2014-09”2017-02”). and ASU 2014-09 removes inconsistencies and weaknesses in revenue requirements, provides a more robust framework for addressing revenue issues, improves comparability of revenue recognition practices across entities, industries, jurisdictions and capital markets, provides more useful information to users of financial statements through improved disclosure requirements and simplifies the preparation of financial statements by reducing the number of requirements to which an entity must refer. This guidance requires2018-10, “Leases (Topic 842)”, (“ASU 2018-10”), respectively. These ASU’s require that an entity depictshould 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 consideration by applyingleased asset (the underlying asset) for the lease term. This guidance also provides accounting updates with respect to lessor accounting under a five-step analysis in determining when and how revenuelease arrangement. This new lease guidance is recognized. The new model will require revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration a company expects to receive in exchangeeffective for those goods or services. On April 1, 2015, the FASB voted for a one-year deferral of the effective date of the new revenue recognition standard, ASU No. 2014-09. On July 15, 2015, the FASB affirmed these changes, which requires public entities to apply the amendments in ASU 2014-09 for annual reportingfiscal years beginning after December 15, 2017.2018. 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 hascurrently leases no revenueequipment or property, and therefore, the adoption on October 1, 2019 of thisthe new standard did not have anyhas no effect on the Company.

Company’s financial statements.

6

   

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, 20182019

(Unaudited)

 

NOTE 3. GOING CONCERN

 

As reflected in the accompanying financial statements, the Company has a net loss of $21,780,$32,569, an accumulated deficit of $1,477,300$1,546,454 and working capital deficit of $19,540$58,594 as of December 31, 2018.2019. In addition, the Company has not had 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. LOANS PAYABLE – RELATED PARTY

On January 29, 2019, the Company’s CEO loaned the 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 1, 2019, the Company’s CEO loaned the company $3,000 to pay for operational expenses. The loan is interest free and 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. 

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, 20182019 and September 30, 20182019 amounted to $2,500$0 and $2,500, respectively. Accrued interest at December 31, 20182019 and September 30, 2018,2019, amounted to $568$0 and $537,$694, respectively.

7

Inspired Builders, Inc.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS

December 31, 2019

(Unaudited)

 

NOTE 5.6. 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. The Company pays $167 on a monthly basis for a virtual office.

NOTE 6. SHAREHOLDERS’ EQUITY

Capital Contributions

On December 20, 2018, a company controlled by our CEO contributed $4,800 to the Company to fund operations. The transaction was accounted for as contributed capital.

7

Inspired Builders, Inc.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS

December 31, 2018

(Unaudited) 

 

NOTE 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 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, 20182019 and September 30, 20182019 amounted to $2,500$0 and $2,500, respectively. Accrued interest at December 31, 20182019 and September 30, 2018,2019, amounted to $568$0 and $537,$694, respectively.

On December 20, 2018, a company controlled by our CEO contributed $4,800 to the Company to fund operations. The transaction was accounted for as contributed capital.

NOTE 9. SUBSEQUENT EVENT

 

On January 1,29, 2019, the Company’s CEO loaned the company $250 to pay for operational expenses. The loan is interest free and payable on demand.

 

On January 14, 2019, a company controlled by our CEO contributed $5,000 to the Company to fund operations. The transaction was accounted for as contributed capital.

On January 31, 2019, the Company’s CEO loaned the company $6,500 to pay for operational expenses. The loan is interest free and payable on demand.

On February 1, 2019, a company controlled by our CEO contributed $100 to the Ccompany to pay for operational expenses. It was accounted for as contributed capital. 

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 1, 2019, the Company’s CEO loaned the company $3,000 to pay for operational expenses. The loan is interest free and 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. 

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.

 


8

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

 

The following discussion of our financial condition and results of operations should also be read in conjunction with our unaudited consolidated financial statements and the notes to those financial statements appearing elsewhere in this report. The following discussion contains forward-looking statements relating to future events or our future performance. Actual results may materially differ from those projected in the forward-looking statements as a result of certain risks and uncertainties set forth in this report. Although management believes that the assumptions made and expectations reflected in the forward-looking statements are reasonable, there is no assurance that the underlying assumptions will, in fact, prove to be correct or that actual results will not be different from expectations expressed in this report.

 

Overview 

 

Inspired Builders, Inc. (“we” or the “Company”) was incorporated in the State of Nevada in February 2010. The Company was initially 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.

 

On 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.

 

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.

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 reverse stock split were filed and became 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 1,011,254 shares of common stock, all with a par value of $0.001. The reverse split became effective with the OTC Markets at the opening of trading on July 10, 2018. Our CUSIP number

We are a shell company which is 45780A 207.moving forward with a potential change of control transaction with whom is seeking the advantages of being a publicly held corporation whose stock is traded on the OTC marketplace.  

 

Results of Operations

 

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, 20182019 and 2017.2018.

For the three months ended December 31, 2019 and 2018

 

Our operating results for the three months ended December 31, 20182019 and 20172018 are summarized as follows:

 

  Three Months Ended 
  December 31, 
  2018  2017 
Revenue $-  $- 
General and Administrative $21,748  $112,507 
Loss from Operations $(21,748) $(112,507)
Other Expense $32  $32 
Net Loss $(21,780) $(112,539)

9

For the three months ended December 31, 2018 and 2017

  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, 2018,2019, we generated no revenue as compared to no revenue for the same period ended December 31, 2017.

Expenses for the three months ended December 31, 2018 totaled $21,780 resulting in a net loss of $21,780. Expenses for the three months ended December 31, 2018 consisted of $21,748 in2018. Our general and administrative expenses and $32 in interest expense. In comparison, expenseshave increased by approximately 64% or $14,015. Increase was attributable to increased costs related to preparing for the same period ended December 31, 2017 totaled $112,539 resulting in a net losspotential change of $112,539. Expenses for the period ended December 31, 2017 consisted of $112,507 in general and administrative expenses, including the issuance of 900,000 shares of stock to our former CEO valued at $90,000 and $32 in interest expense. The decrease in the expenses for the three months ended December 31, 2018 is due to lower costs of professional and legal fees and the non-recurrence of the one-time issuance of equity compensation to our former CEO during the three months ended December 31, 2017.control transaction.

 


Liquidity and Capital Resources

 

For the three months ended December 31, 2018,2019, the net cash used in operating activities was $7,365$6,121 compared with $15,125$7,365 used in operating activities for the three months ended December 31, 2017. While changes in2018. Accounts Payablepayable and Accrued Expensesaccrued expenses increased from $7,414$14,415 to $14,415, our Net Loss decreased to the non-recurrence of the one-time issuance of equity compensation to our former CEO,$29,642, resulting in an overall decrease in cash used in operating activities in the three months ended December 31, 20182019 compared to the same period in 2017.2018. For the three months ended December 31, 20182019 and December 31, 2017,2018, the net cash 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, 2019 compared with $4,800 for the three months ended December 31, 2018 compared with $15,125 for the three months ended December 31, 2017.2018. As of December 31, 2018,2019, the Company had $1,082$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, 20182019 and December 31, 2017:2018:

 

 For the
Three months
ended
December 31,
2019
  For the
Three months
ended
December 31,
2018
 
 For the
Three Months
ended
December 31,
2018
  For the
Three Months
ended
December 31,
2017
  (unaudited) 

(unaudited)

 
Net Cash Used in Operating Activities $(7,365) $(15,125) $(6,121) $(7,365)
Net Cash Provided by (Used in) Investing Activities $-  $-  $-  $- 
Net Cash Provided Financing Activities $4,800  $15,125  $6,079  $4,800 
Net Increase in Cash for the Period $1,082  $- 
Net Decrease in Cash for the Period $(42) $(2,565)

 

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 may not be able to implement its plan of operations.operations or to continue as a going concern. Our unaudited, condensed financial statements have been prepared on the basis 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 this 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, 20182019 and September 30, 2018,2019, 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 reviewedadopted all recently issued accounting pronouncements. The adoption of the Accounting Standards Updates through ASU No. 2018-08 and these updatesaccounting pronouncements including those not yet effective is not anticipated to have no current applicability to our company or theira material effect on the financial statements would not have been significant.position or results of operations of our company.

11

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

 

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, 2018,2019, 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. 

1211

 

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.

 

There were no unregistered sales of the Company’s equity securities during the three months ended December 31, 2018.2019.

 

Item 3. Defaults Upon Senior Securities.

 

There were no defaults upon senior securities during the three months ended December 31, 2018. None.

 

Item 4. Mine Safety Disclosures.

 

Not applicable.

 

Item 5. Other Information.

 

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 Principal 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.

 

 INSPIRED BUILDERS, INC.
   
Date: February 14, 2019January 20, 2020By:/s/ Kai Ming Zhao
  Kai Ming Zhao

 President, Chief Executive Officer, 
Chief Financial Officer, Secretary and Director
  (Principal Executive Officer and
Principal Financial Officer)

13