UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X]☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period endedSeptemberJune 30, 20142021
or
[ ] ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________ to ______________to________________
Commission file number333-168895
QUEST WATER GLOBAL, INC.
(Exact name of registrant as specified in its charter)
Delaware | 27-1994359 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
| ||
(Address of principal executive offices) | (Zip Code) |
(604) 281-2446888) 897-5536
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
None | None | N/A |
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 [X] ☒
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, 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 [X] ☒ No [ ]☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company,” and “smaller reporting“emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | Accelerated filer |
Non-accelerated filer | Smaller reporting company☒ |
Emerging growth company ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ]☐No [X]☒
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes [ ]☐ No [ ]☐
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of November 14, 2014,March 11, 2022, the registrant’s outstanding common stock consisted of 92,163,194 shares.
TABLE OF CONTENTS
2 |
QUEST WATER GLOBAL, INC.
Condensed Consolidated Financial StatementsSeptember
Six Months Ended June 30, 20142021
(Expressed in US dollars)
(unaudited)(unaudited – prepared by management)
3 |
QUEST WATER GLOBAL, INC.
Condensed Consolidated Balance Sheets
(Expressed in US dollars)
September 30, 2014 | December 31, 2013 | |||||||
$ | $ | |||||||
(unaudited) | ||||||||
ASSETS | ||||||||
Current assets | ||||||||
Cash | 184 | 1,605 | ||||||
Amounts receivable | – | 1,293 | ||||||
Prepaid expenses and deposits | 1,913 | 7,835 | ||||||
Total current assets | 2,097 | 10,733 | ||||||
Equipment (Note 3) | 8,144 | 11,269 | ||||||
Total assets | 10,241 | 22,002 | ||||||
LIABILITIES AND STOCKHOLDERS’ DEFICIT | ||||||||
Current liabilities | ||||||||
Accounts payable | 385,908 | 360,766 | ||||||
Accrued liabilities | – | 3,344 | ||||||
Convertible notes payable, net of unamortized discount of $nil (2013 - $22,292) (Note 4) | 175,000 | 152,708 | ||||||
Due to related parties (Note 5) | 670,846 | 980,248 | ||||||
Total liabilities | 1,231,754 | 1,497,066 | ||||||
Nature of operations and continuance of business (Note 1) | ||||||||
Commitments (Note 9) | ||||||||
Stockholders’ deficit | ||||||||
Preferred stock, 5,000,000 shares authorized, $0.000001 par value, 2 shares issued and outstanding | 1 | 1 | ||||||
Common stock, 95,000,000 shares authorized, $0.000001 par value, 92,163,194 and 85,749,860 shares issued and outstanding, respectively | 5,147 | 5,140 | ||||||
Additional paid-in capital | 6,127,686 | 4,749,609 | ||||||
Common stock issuable (Note 6) | 40,025 | 23,000 | ||||||
Deferred compensation (Note 6) | (31,945 | ) | – | |||||
Deficit | (7,362,427 | ) | (6,252,814 | ) | ||||
Total stockholders’ deficit | (1,221,513 | ) | (1,475,064 | ) | ||||
Total liabilities and stockholders’ deficit | 10,241 | 22,002 |
(unaudited – prepared by management)
June 30 2021 | December 31 2020 | |||||||
$ | $ | |||||||
ASSETS | ||||||||
Current assets | ||||||||
Cash | 4,601 | 4,715 | ||||||
Unbilled costs | – | 112,724 | ||||||
Total current assets | 4,601 | 117,439 | ||||||
Investment in related company (Note 3) | 7,220 | 7,220 | ||||||
Total assets | 11,821 | 124,659 | ||||||
LIABILITIES AND STOCKHOLDERS’ DEFICIT | ||||||||
Current liabilities | ||||||||
Accounts payable and accrued liabilities | 70,034 | 69,221 | ||||||
Convertible notes payable (Note 4) | 175,000 | 175,000 | ||||||
Due to related company (Note3) | 33,964 | 183,964 | ||||||
Due to related parties (Note 5) | 3,341,061 | 3,104,805 | ||||||
Total liabilities | 3,620,059 | 3,532,990 | ||||||
Nature of operations and continuance of business (Note 1) | - | |||||||
Stockholders’ deficit | ||||||||
Preferred stock, | shares authorized, $ par value, shares issued and outstanding1 | 1 | ||||||
Common stock, | shares authorized, $ par value, issued and outstanding85 | 85 | ||||||
Additional paid-in capital | 6,332,748 | 6,332,748 | ||||||
Common stock issuable | 40,025 | 40,025 | ||||||
Deficit | (9,981,097 | ) | (9,781,190 | ) | ||||
Total stockholders’ deficit | (3,608,238 | ) | (3,408,331 | ) | ||||
Total liabilities and stockholders’ deficit | 11,821 | 124,659 |
(The accompanying notes are an integral part of these condensed consolidated financial statements)
F-1 |
QUEST WATER GLOBAL, INC.
Condensed Consolidated Statements of Operations and Comprehensive Loss
(Expressed in US dollars)
(unaudited)(unaudited – prepared by management)
Three months ended September 30, 2014 | Three months ended September 30, 2013 | Nine months ended September 30, 2014 | Nine months ended September 30, 2013 | |||||||||||||
$ | $ | $ | $ | |||||||||||||
Expenses | ||||||||||||||||
Advertising and promotion | 664 | 261 | 43,315 | 28,216 | ||||||||||||
Amortization | 1,053 | 14,641 | 3,125 | 43,925 | ||||||||||||
Automotive | 6,419 | 5,008 | 17,469 | 14,774 | ||||||||||||
Consulting fees (Notes 6 and 8) | 47,251 | 3,121 | 354,932 | 21,338 | ||||||||||||
Foreign exchange loss (gain) | (12,119 | ) | 5,246 | (11,348 | ) | (2,783 | ) | |||||||||
Management fees (Notes 5 and 8) | 75,000 | 75,000 | 557,731 | 225,000 | ||||||||||||
Office and miscellaneous | 4,875 | 10,257 | 17,291 | 21,411 | ||||||||||||
Professional fees | 15,271 | 12,649 | 71,622 | 84,035 | ||||||||||||
Rent | 5,815 | 3,333 | 16,717 | 18,313 | ||||||||||||
Telephone | 3,619 | 4,116 | 9,379 | 12,028 | ||||||||||||
Transfer agent and filing fees | 3,273 | 1,595 | 9,949 | 2,414 | ||||||||||||
Travel | 226 | 9,673 | 483 | 29,501 | ||||||||||||
Total expenses | 151,347 | 144,900 | 1,090,665 | 498,172 | ||||||||||||
Loss before other income (expense) | (151,347 | ) | (144,900 | ) | (1,090,665 | ) | (498,172 | ) | ||||||||
Other income (expense) | ||||||||||||||||
Accretion of discounts on convertible notes payable | (1,042 | ) | (15,937 | ) | (22,292 | ) | (47,815 | ) | ||||||||
Gain on settlement of debt | – | – | 3,344 | – | ||||||||||||
Interest expense | – | (1,260 | ) | – | (3,428 | ) | ||||||||||
Total other income (expense) | (1,042 | ) | (17,197 | ) | (18,948 | ) | (51,243 | ) | ||||||||
Net loss | (152,389 | ) | (162,097 | ) | (1,109,613 | ) | (549,415 | ) | ||||||||
Net loss per share, basic and diluted | – | – | (0.01 | ) | (0.01 | ) | ||||||||||
Weighted average number of shares outstanding, basic and diluted | 91,234,570 | 85,182,360 | 87,951,154 | 85,151,598 |
Three months ended June 30, 2021 | Three months ended June 30, 2020 | Six months ended June 30, 2021 | Six months ended June 30, 2020 | |||||||||||||
$ | $ | $ | $ | |||||||||||||
Revenue (Note 3) | – | – | 150,000 | – | ||||||||||||
Cost of goods sold | – | – | 112,724 | – | ||||||||||||
Gross margin | – | – | 37,276 | – | ||||||||||||
Expenses | ||||||||||||||||
Advertising and promotion | – | – | – | 336 | ||||||||||||
Automotive | 1,743 | 3,004 | 4,804 | 4,423 | ||||||||||||
Management fees (Notes 4) | 107,500 | 102,500 | 215,000 | 205,000 | ||||||||||||
Office and miscellaneous | 1,397 | 1,047 | 4,222 | 2,141 | ||||||||||||
Professional fees | 387 | – | 387 | 2,528 | ||||||||||||
Rent (Note 4) | 5,250 | 5,250 | 10,500 | 10,500 | ||||||||||||
Telephone | 833 | 324 | 1,638 | 701 | ||||||||||||
Transfer agent and filing fees | 244 | 146 | 632 | 1,849 | ||||||||||||
Travel | – | – | – | 3,006 | ||||||||||||
Total expenses | 117,354 | 112,271 | 237,183 | 230,484 | ||||||||||||
Net loss and comprehensive loss | (117,354 | ) | (112,271 | ) | (199,907 | ) | (230,484 | ) | ||||||||
Net loss per share, basic and diluted | – | – | – | – | ||||||||||||
Weighted average number of shares outstanding, basic and diluted | 85,164,569 | 85,164,569 | 85,164,569 | 85,164,569 |
(The accompanying notes are an integral part of these condensed consolidated financial statements)
F-2 |
QUEST WATER GLOBAL, INC.
Condensed Consolidated Statements of Cash FlowsStockholders’ Deficit
(Expressed in US dollars)
(unaudited)(unaudited – prepared by management)
Nine months ended September 30, 2014 | Nine months ended September 30, 2013 | |||||||
$ | $ | |||||||
Operating Activities: | ||||||||
Net loss for the period | (1,109,613 | ) | (549,415 | ) | ||||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
Accretion of discounts on convertible notes payable | 22,292 | 47,815 | ||||||
Amortization | 3,125 | 43,925 | ||||||
Gain on settlement of debt | (3,344 | ) | – | |||||
Stock-based compensation | 703,164 | 2,700 | ||||||
Changes in operating assets and liabilities: | ||||||||
Amounts receivable | 1,293 | – | ||||||
Prepaid expenses and deposits | 5,922 | – | ||||||
Accounts payable | 25,142 | 68,888 | ||||||
Accrued liabilities | – | (5,490 | ) | |||||
Due to related parties | 303,971 | 360,055 | ||||||
Net cash used in operating activities | (48,048 | ) | (31,522 | ) | ||||
Financing Activities: | ||||||||
Advances from related parties | 46,627 | – | ||||||
Proceeds from issuance of common stock | – | 30,000 | ||||||
Net cash provided by financing activities | 46,627 | 30,000 | ||||||
Decrease in cash | (1,421 | ) | (1,522 | ) | ||||
Cash, beginning of period | 1,605 | 1,732 | ||||||
Cash, end of period | 184 | 210 | ||||||
Non-cash investing and financing activities: | ||||||||
Common stock issued to settle amounts due to related parties | 660,000 | – | ||||||
Supplemental disclosures: | ||||||||
Interest paid | – | – | ||||||
Income tax paid | – | – |
Preferred stock | Common stock | Additional paid-in | Common stock | |||||||||||||||||||||||||||||
Number | Amount $ | Number | Amount $ | capital $ | issuable $ | Deficit $ | Total $ | |||||||||||||||||||||||||
Balance, December 31, 2020 | 2 | 1 | 85,164,569 | 85 | 6,332,748 | 40,025 | (9,781,190 | ) | (3,408,331 | ) | ||||||||||||||||||||||
Net loss for the period | – | – | – | – | – | – | (82,553 | ) | (82,553 | ) | ||||||||||||||||||||||
Balance, March 31, 2021 | 2 | 1 | 85,164,569 | 85 | 6,332,748 | 40,025 | (9,863,743 | ) | (3,490,884 | ) | ||||||||||||||||||||||
Net loss for the period | – | – | – | – | – | – | (117,354 | ) | (117,354 | ) | ||||||||||||||||||||||
Balance, June 30, 2021 | 2 | 1 | 85,164,569 | 85 | 6,332,748 | 40,025 | (9,981,097 | ) | (3,608,238 | ) | ||||||||||||||||||||||
Balance, December 31, 2019 | 2 | 1 | 85,164,569 | 85 | 6,332,748 | 40,025 | (9,321,920 | (2,949,061 | ) | |||||||||||||||||||||||
Net loss for the period | – | – | – | – | – | – | (118,213 | ) | (118,213 | ) | ||||||||||||||||||||||
Balance, March 31, 2020 | 2 | 1 | 85,164,569 | 85 | 6,332,748 | 40,025 | (9,440,133 | ) | (3,067,274 | ) | ||||||||||||||||||||||
Net loss for the period | – | – | – | – | – | – | (112,271 | ) | (112,271 | ) | ||||||||||||||||||||||
Balance, June 30, 2020 | 2 | 1 | 85,164,569 | 85 | 6,332,748 | 40,025 | (9,552,404 | ) | (3,179,545 | ) |
(The accompanying notes are an integral part of these condensed consolidated financial statements)
F-3 |
QUEST WATER GLOBAL, INC.
Notes to theCondensed Consolidated Financial Statements of Cash Flows
September 30, 2014
(Expressed in US dollars)
(unaudited)(unaudited – prepared by management)
Six months ended June 30, 2021 | Six months ended June 30, 2020 | |||||||
$ | $ | |||||||
Operating Activities: | ||||||||
Net loss for the period | (199,907 | ) | (230,484 | ) | ||||
Changes in operating assets and liabilities: | ||||||||
Unbilled costs | 112,724 | (78,929 | ) | |||||
Accounts payable and accrued liabilities | 813 | 2,526 | ||||||
Due to related company | (150,000 | ) | 9,913 | |||||
Due to related parties | 236,256 | 252,126 | ||||||
Net cash used in operating activities | (114 | ) | (44,848 | ) | ||||
Change in cash | (114 | ) | (44,848 | ) | ||||
Cash, beginning of period | 4,715 | 54,932 | ||||||
Cash, end of period | 4,601 | 10,084 | ||||||
Supplemental disclosures: | ||||||||
Interest paid | – | – | ||||||
Income tax paid | – | – |
(The accompanying notes are an integral part of these condensed consolidated financial statements)
F-4 |
QUEST WATER GLOBAL, INC.
Notes to the Condensed Consolidated Financial Statements
Six Months Ended June 30, 2021
(Expressed in US dollars)
(unaudited – prepared by management))
1. |
The accompanying consolidated interim financial statements of Quest Water Global, Inc. (the “Company”) should be read in conjunction withwas incorporated on February 25, 2010, under the consolidated financial statementslaws of the State of Delaware. The Company is an innovative water technology company that provides solutions to water scarce regions. The Company’s operations to date have been limited primarily to capital formation, organization, and accompanying notes filed with the U.S. Securities and Exchange Commission in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013. In the opinion of management, the accompanying financial statements reflect all adjustments of a recurring nature considered necessary to present fairly the Company’s financial position and the resultsdevelopment of its operationsbusiness plan.
On March 11, 2020, the World Health Organization declared COVID-19 a global pandemic. This contagious disease outbreak and its cash flows forany related adverse public health developments, has adversely affected workforces, economies, and financial markets globally, leading to an economic downturn. The impact on the periods shown.Company has not been significant, but management continues to monitor the situation.
The preparation of the consolidated interim financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported. Actual results could differ materially from those estimates. The results of operations and cash flows for the periods shown are not necessarily indicative of the results to be expected for the full year.
These consolidated financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. As at SeptemberJune 30, 2014,2021, the Company has a working capital deficiency of $1,229,657$3,615,458 of which $670,846$3,341,061 is owed to the two principal shareholders (Note 5)4), and an accumulated deficit of $7,362,427.$9,981,097. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue to develop its business and ultimately on the attainment of profitable operations. The Company is in the process of arranging additional capital financing that may assist in addressing these issues; however, these factors continue to raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
2. | Summary of Significant Accounting Policies |
(a) | Basis of Presentation and Principles of Consolidation |
These consolidated financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States (“US GAAP”), and are expressed in US dollars. These consolidated financial statements include the accounts of the Company, its wholly-owned subsidiary Quest; Quest’s wholly ownedQuest Water Solutions, Inc. (“Quest Nevada”), a company incorporated under the laws of the State of Nevada, Quest Nevada’s wholly-owned subsidiary, Quest Water Solutions Inc., a company incorporated under the laws of the Province of British Columbia, Canada;Canada, and its 88% owned inactive subsidiaries Agua Cuilo Lda.wholly-owned subsidiary, Heliosource, Inc., Cuilo Embalnages, Lda., and Cuilo Comercial, Lda.a company incorporated under the laws of the State of Nevada. All inter-company balances and transactions have been eliminated on consolidation.
(b) | Interim Financial Statements |
The accompanying condensed consolidated financial statements of the Company should be read in conjunction with the consolidated financial statements and accompanying notes for the fiscal year ended December 31, 2020. In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments of a recurring nature considered necessary to present fairly the Company’s financial position and the results of its operations and its cash flows for the periods shown.
The preparation of these condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported. Actual results could differ materially from those estimates. The results of operations and cash flows for the periods shown are not necessarily indicative of the results to be expected for the full year.
(c) | Foreign Currency Translation |
The Company’s functional currency is US dollars. Transactions in foreign currencies are translated into the currency of measurement at the exchange rates in effect on the transaction date. Monetary balance sheet items expressed in foreign currencies are translated into US dollars at the exchange rates in effect at the balance sheet date. The resulting exchange gains and losses are recognized in income.
F-5 |
QUEST WATER GLOBAL, INC.
Notes to the Condensed Consolidated Financial Statements
Six Months Ended June 30, 2021
(Expressed in US dollars)
(unaudited – prepared by management))
2. | Summary of Significant Accounting Policies (continued) |
(c) | Foreign Currency Translation (continued) |
The Company’s integrated foreign subsidiaries are financially or operationally dependent on the Company. The Company uses the temporal method to translate the accounts of its integrated operations into US dollars. Monetary assets and liabilities are translated at the exchange rates in effect at the balance sheet date. Non-monetary assets and liabilities are translated at historical rates. Revenues and expenses are translated at average rates for the period, except for amortization, which is translated on the same basis as the related asset. The resulting exchange gains or losses are recognized in income.
(d) | Recent Accounting Pronouncements |
The Company has limited operations and is considered to be in the development stage. In the period ended September 30, 2014, the Company elected to early adopt Accounting Standards Update No. 2014-10,Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. The adoption of this ASU allows the Company to remove the inception to date information and all references to development stage.
The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any materialeffect and that may impact on the consolidatedits financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.
Investment in and Due to Related Company |
QUEST WATER GLOBAL, INC.The Company invested $7,600 in AQUAtap Oasis Partnership S.A.R. L., (“AQUAtap”) a limited liability company domiciled in the Democratic Republic of the Congo and by doing so obtained 38% of the issued and outstanding shares in AQUAtap. The Company accounts for this investment using the equity method. In the year ended December 31, 2019, AQUAtap had a loss of $1,000 and the Company recorded a charge to its operation of $380. There have been no charges to operation in the six-month period ended June 30, 2021 or the year ended December 31, 2020.
Notes
As at December 31, 2020, AQUAtap had issued a sales order and advanced $183,964 (2019 - $174,051) to the Consolidated Financial StatementsCompany in order to assist in the financing of the construction and delivery of certain of the Company’s products. The advances are non-interest bearing and due on demand. During the period ended June 30, 2021, the Company completed its first product sale and $150,000 was recorded that was charged to the liability, leaving a balance owing of $33,964.
September 30, 2014
(Expressed in US dollars)
(unaudited)
Cost | Accumulated Amortization | Net Carrying Value September 30, 2014 | Net Carrying Value December 31, 2013 | |||||||||||||
$ | $ | $ | $ | |||||||||||||
Computer equipment | 25,971 | 20,866 | 5,105 | 7,696 | ||||||||||||
Furniture and equipment | 7,426 | 4,387 | 3,039 | 3,573 | ||||||||||||
33,397 | 25,253 | 8,144 | 11,269 |
Convertible Notes Payable |
(a) | On May 9, 2012, the Company received proceeds of |
(b) | On July 30, 2012, the Company received proceeds of |
5. | Related Party Transactions |
(a) | As at | |
(b) | As at | |
(c) | For the |
QUEST WATER GLOBAL, INC.
Notes to the Consolidated Financial Statements
September 30, 2014
(Expressed in US dollars)
(unaudited)
The following table summarizes the continuity of share purchase warrants:
Number of warrants | Weighted average exercise price $ | |||||||
Balance, December 31, 2013 | 3,056,500 | 0.53 | ||||||
Granted | 83,334 | 0.20 | ||||||
Balance, September 30, 2014 | 3,139,834 | 0.52 |
As at September 30, 2014, the following share purchase warrants were outstanding:
Number of warrants outstanding | Exercise price $ | Expiry date | |||||
2,398,000 | 0.50 | January 6, 2015 | |||||
310,000 | 0.50 | February 10, 2015 | |||||
286,000 | 0.75 | July 15, 2015 | |||||
62,500 | 0.65 | October 15, 2015 | |||||
83,334 | 0.20 | July 2, 2016 | |||||
3,139,834 |
Number of options | Weighted average exercise price $ | |||||||
Outstanding, December 31, 2013 | 5,050,000 | 0.90 | ||||||
Granted | 3,750,000 | 0.19 | ||||||
Forfeited | (3,500,000 | ) | 0.90 | |||||
Outstanding, September 30, 2014 | 5,300,000 | 0.19 |
QUEST WATER GLOBAL, INC.
Notes to the Consolidated Financial Statements
September 30, 2014
(Expressed in US dollars)
(unaudited)
Additional information regarding stock options outstanding as at September 30, 2014 is as follows:
Outstanding and exercisable | ||||||||||||||
Range of exercise prices $ | Number of shares | Weighted average remaining contractual life (years) | Weighted average exercise price $ | |||||||||||
0.19 | 5,300,000 | 0.7 | 0.19 |
On February 25, 2014, the Company amended the exercise price of 1,550,000 stock options granted on May 30, 2012 from $0.90 to $0.19 per share. Modifications to the terms of an award are treated as an exchange of the original award for a new award. Incremental compensation cost is measured as the excess, if any, of the fair value of the original award immediately before its terms are modified, measured on the share price and other pertinent factors at that date. The Company recognized an incremental compensation cost of $97,240 for these modified stock options, which is included in consulting fees.
The fair values for stock options granted have been estimated using the Black-Scholes option pricing model assuming no expected dividends and the following weighted average assumptions:
Nine months ended September 30, 2014 | Nine months ended September 30, 2013 | |||||||
Risk-free Interest rate | 0.11 | % | – | |||||
Expected life (in years) | 1.3 | – | ||||||
Expected volatility | 162 | % | – |
During the nine months ended September 30, 2014, the Company recorded stock-based compensation of $453,664 (2013 - $nil) for stock options granted, of which $332,731 was included in management fees and $120,933 was included in consulting fees.
The weighted average fair value of the stock options granted during the nine months ended September 30, 2014 was $0.12 (2013 - $nil) per option.
As at September 30, 2014, the aggregate intrinsic value of stock options outstanding is $nil.
The agreement may be terminated by written notice. Upon termination, the President shall receive a termination fee equal to the sum of:
QUEST WATER GLOBAL, INC.
Notes to the Consolidated Financial Statements
September 30, 2014
(Expressed in US dollars)
(unaudited)
The agreement may be terminated by written notice. Upon termination, the Vice-President shall receive a termination fee equal to the sum of:
The finder’s fee shall be paid in cash, or as elected by the finder, a combination of cash and common stock of the Company at the same price per share as the Company’s current financing round.
Year | Cdn$ | ||||
2014 | 4,062 | ||||
2015 | 16,248 | ||||
2016 | 16,248 | ||||
2017 | 2,031 | ||||
38,589 |
QUEST WATER GLOBAL, INC.
Notes to the Consolidated Financial Statements
September 30, 2014
(Expressed in US dollars)
(unaudited)
6. | Subsequent Events |
On November 15, 2021, the Company entered into a memorandum of understanding (“MOU”) with Pathogen Detection Systems, Inc. (“PDSI”), an Ontario corporation and the owner of TECTA solution, a United States Environmental Protection Agency approved microbiological water quality monitoring system. Under the terms of the MOU, the two companies will work together with the goal of having PDSI become the exclusive microbiological monitoring provider for all AQUAtap installations world-wide. At the same time, the Company agreed to purchase from PDSI, five TectraTM microbiological test instruments for $9,500. One additional instrument was subsequently purchased for $1.
On December 31, 2021, the creditors owning the convertible notes described in Note 4 agreed to cancel the outstanding debt owing to them and fully and irrevocably discharged the Company from any and all obligations associated with these debts.
PRESENTATION OF INFORMATION
As used in this quarterly report, the terms “we”, “us”, “our” and the “Company” mean Quest Water Global, Inc. and its consolidated subsidiaries, unless otherwise indicated.
This quarterly report includes our interim unaudited consolidated financial statements as at and for the period ended SeptemberJune 30, 2014.2021. These financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“US GAAP”). All financial information in this quarterly report is presented in U.S. dollars, unless otherwise indicated, and should be read in conjunction with the financial statements and the notes thereto included in this quarterly report.
As disclosed in our current report on Form 8-K dated January 10, 2012, on January 6, 2012, we completed a share exchange with Quest Water Solutions, Inc. (“Quest”Quest NV”), a Nevada corporation that is now our wholly owned subsidiary and operating business (the “Share Exchange”). The Share Exchange was treated as a recapitalization effected through a share exchange, with Quest NV as the accounting acquirer and the Company as the accounting acquiree. Our consolidated financial statements are therefore, in substance, those of Quest.Quest NV.
FORWARD-LOOKING STATEMENTS
This quarterly report, any supplement to this quarterly report, and any documents incorporated by reference in this quarterly report, include “forward-looking statements”. To the extent that the information presented in this quarterly report discusses financial projections, information or expectations about our business plans, results of operations, products or markets, or otherwise makes statements about future events, such statements are forward-looking. Such forward-looking statements can be identified by the use of words such as “intends”, “anticipates”, “believes”, “estimates”, “projects”, “forecasts”, “expects”, “plans” and “proposes”. Although we believe that the expectations reflected in these forward-looking statements are based on reasonable assumptions, there are a number of risks and uncertainties that could cause actual results to differ materially from such forward-looking statements.
The forward-looking statements made in this quarterly report relate only to events or information as of the date on which the statements are made. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events. You should read this quarterly report and the documents that we reference in this quarterly report and have filed as exhibits with the understanding that our actual future results may be materially different from what we expect. You should not rely upon forward-looking statements as predictions of future events.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of our results of operations and financial condition has been derived from and should be read in conjunction with our interim unaudited consolidated financial statements and the related notes thereto that appear elsewhere in this quarterly report, as well as the “Presentation of Information” section that appears at the beginning of this quarterly report.
Overview
We are an innovative water technology company that provides sustainable and environmentally sound solutions to water-scarce regions. We use proven technologies to create economically viable products that address the critical shortage of clean drinking water in both domestic and foreign emerging markets.
Our goal is to address the vital issue of water quality and water supply by providing an alternative, sustainable source of pure water at the smallest possible environmental cost to global areas in need, while becoming a leading company in providing decentralized, turn-key solutions using alternative energy for the purification, desalination and distribution of clean drinking water.
To date, we have focused our activities on the formation of safe water partnerships and the sale and installation of our products, with emphasis on our AQUAtapTM Community Water Purification & Distribution systems throughout North America, Latin America, the Caribbean and Africa, with specific attention to the Democratic Republic of the Congo (the “DRC”) and Angola.
Corporate History and Background
We were incorporated under the laws of Delaware on February 25, 2010. From our inception until the closing of the Share Exchange, we sought to provide dental and other medical professionals with turn-key marketing solutions to generate referrals from existing clients and new business from the general public through our wholly owned subsidiary RPM Dental Systems, LLC (“RPM Kentucky”). RPM Kentucky was formed on September 15, 2009, under the laws of the Commonwealth of Kentucky, and we acquired RPM Kentucky on March 23, 2010.
Prior to the Share Exchange, we had minimal revenue and our operations were limited to capital formation, organization and development of our business plan. As a result of the Share Exchange, we ceased our prior operations and, through Quest NV, we now operate as an innovative water technology company that provides sustainable and environmentally sound solutions to water-scarce regions.
Quest NV was incorporated under the laws of Nevada on October 20, 2008 and commenced operations on February 20, 2009. Its operations to date have consisted of business formation, strategic development, marketing, technologies development, negotiations with technologies companies and capital raising activities. Prior to 2021, Quest hasNV had not generated any revenues since its inception.
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Acquisition of Quest NV
On January 6, 2012, we completed the Share Exchange whereby we acquired all of the issued and outstanding capital stock of Quest NV in exchange for 2,568,493 shares of our common stock (on a pre-forward split basis), or approximately 62.74% of our issued and outstanding common stock as of the consummation of the Share Exchange. Subsequent to the Share Exchange, we completed a 20 for 1 forward split of our common stock (the “Forward Split”) that became effective on March 1, 2012. Pursuant to the Forward Split, the 2,568,493 shares described above increased to 51,369,860 shares.
As a result of the Share Exchange, Quest NV became ourwhollyour wholly owned subsidiary and John Balanko and Peter Miele became our principal stockholders. The Share Exchange was treated as a recapitalization effected through a share exchange, with Quest NV as the accounting acquirer and the Company as the accounting acquiree.
In connection with and effective upon the closing of the Share Exchange, Josh Morita, our former President, Chief Executive Officer, director and principal stockholder, and Dr. Laura Sloan, our former director, resigned as members of our Board of Directors and Mr. Morita resigned as our sole officer. Also effective upon the closing of the Share Exchange, John Balanko and Peter Miele were appointed to fill the vacancies on our Board of Directors created by the resignations of Mr. Morita and Ms. Sloan. In addition, our Board of Directors appointed Mr. Balanko as our President and Chief Executive Officer and Mr. Miele as our Vice President and Secretary, all effective upon the closing of the Share Exchange. On April 13, 2012, we also appointed Mr. Miele as our Chief Financial Officer.
As a result of our acquisition of Quest NV, Quest NV became our wholly owned subsidiary and we assumed the business and operations of Quest.Quest NV. We then changed our name from RPM Dental, Inc. to Quest Water Global, Inc. to more accurately reflect our new business operations.
AQUAtap Entities
In July 2021, we incorporated a new operating subsidiary, AQUAtap Global, Inc., a Wyoming corporation, that subsequently established a wholly owned subsidiary, AQUAtap Global Investments Inc., a British Columbia, Canada corporation, in November 2021. Through these entities, we expect to coordinate, facilitate and manage our current, planned and future safe water partnerships throughout Africa, Latin America and the Caribbean that provide clean water initiatives for underserved communities. The AQUAtap entities, together with their strategic global partners, plan to establish subordinate partnerships in various countries and engage experienced local individuals and organizations for operational expertise. We anticipate that this will enable the subordinate partnerships to enter into public-private partnerships (commonly known as PPPs) with NGOs, strategic investors and various levels of government.
Quest Water Solutions Inc., a British Columbia, Canada corporation and wholly owned subsidiary of Quest NV (“Quest BC”), will remain as the technology provider to our safe water initiatives. Quest BC is responsible for designing, engineering and manufacturing our range of products, and it also sells these water technology products directly to end users through our corporate sales & marketing divisions and through global distributors and agents.
Business Overview
We provide sustainable and environmentally sound solutions to water scarce regions. Our goal is to address the vital issue of water quality and water supply by providing an alternative, sustainable source of pure water at the smallest possible environmental cost to global areas in need, while becoming a leading company in providing turn-key solutions using alternative energy for the purification, desalination and distribution of clean drinking water.
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We have developed a proprietary community drinking water stationAQUAtap™ Community Water Purification and Distribution System consisting of a self-contained water purification system using either a reverse osmosis membrane or ultrafiltration membrane, powered by photovoltaic solar panels and hosted in modified shipping containers. Each AQUAtapTM unit is energy self-sufficient with minimal operational and maintenance costs. We believe that this product represents the first truly environmentally sound solution to drinking water shortages as it is autonomous, decentralized and sustainable, and because each unit is capable of converting brackish, sea or contaminated surface water into 20,000 litres of high quality drinking water each day, suitable for 1,000 people.at a rate of up to 100,000 litres per day.
In addition to the solar-powered water purification systems, we have also developed a technology known as WEPSTM (water extraction and purification system)WEPSTM that produces potable water from humidity in the atmosphere. WEPSTMWEPSTM technology works by converting humidity into water, otherwise known as atmospheric water extraction.
To date, we have focused our activities on the fifteen countries of the Southern African Development Community (“SADC”), with specific attention to Angola. There is a vast and increasing demand for a sustainable, cost-effective and decentralized continuous supply of clean drinking water in most areas of the SADC. We provide clean drinking water to end-users utilizing various formats of our water purification and distribution systems that include inexpensive bulk drinking water and government-subsidized community level drinking water. Applications of our systems include rural and urban community water supply, water supply for household needs, remote work site camps and water supply for disaster relief.
We are in the process of negotiating a formal agreement with the Ministry of Industry and Ministry of Energy & Water regarding becoming an official registered supplier for the government of Angola’s $650 million “Water for All” program and for the construction of a facility to assemble the AQUAtap™ stations in that country. In June 2012, our management met with the African Development (“AfDB”) to discuss financing the proposed AQUAtap™ assembly plant(s) to be built in Angola and the level of funding required to carry out such an undertaking. These discussions established that we would require between $5.5-6 million per facility, including construction, inventory and working capital. As a result of the meetings, we received a non-binding letter of intent from the AfDB regarding the funding of the proposed project and the Angolan government indicated that once an agreement had been consummated, they would in turn submit a request for funding to the AfDB on our behalf.
Our operations to date have consisted of business formation, strategic development, marketing, technologies development, negotiations with technology companies and capital raising activities.
Results of Operations
For the Three Months Ended SeptemberJune 30, 20142021
Revenue
We havedid not generatedgenerate any revenues since our inception.revenue during the three months ended June 30, 2021 or 2020. We anticipate that we will incur substantial losses for the foreseeable future and our ability to generate any revenues in the next 12 months continues to be uncertain.
Expenses
During the three months ended SeptemberJune 30, 2014,2021, we incurred $151,347$117,354 in total expenses, including $75,000$107,500 in management fees, $47,251$5,250 in consulting fees, $15,271 in professional fees, $6,419rent, $1,743 in automotive expenses, $5,815 in rent, $4,875$1,397 in office and miscellaneous expenses, $3,619$833 in telephone expenses $3,273and $244 in transfer agent and filing fees, $1,053 in amortization, $664 in advertising and promotion expenses and $226 in travel expenses, as offset by a foreign exchange gain of $12,119.fees. During the same period in the prior year, we incurred $144,900$112,271 in total expenses, including $75,000$102,500 in management fees, $3,121$5,250 in consulting fees, $12,649 in professional fees, $5,008rent, $3,004 in automotive expenses, $3,333 in rent, $10,257$1,047 in office and miscellaneous expenses, $4,116$324 in telephone expenses $1,595 in transfer agent and filing fees, $14,641 in amortization, $261$146 in advertising and promotion expenses. Our expenses $9,673 in travel expenses and $5,246 in foreign exchange loss. The 4% increase in our total expenses duringwere therefore relatively consistent between the most recent period resulted primarily from a significant increase in our consulting fees. However, during the three months ended September 30, 2014 our amortization and travel expenses both decreased substantially on a period-to-period basis.two periods.
Net Loss
During the three months ended SeptemberJune 30, 2014,2021, we incurred a loss before other expense of $151,347 and a net loss of $152,389,$117,354, whereas we incurred a loss before other expense of $144,900 and a net loss of $162,097$112,271 during the same period in the prior year. The majority ofIn each case, our other expensenet loss was equal to our total expenses during each of those periods was related to the accretion of discounts on our convertible notes payable.period. We did not experience any net loss per share during the three months ended SeptemberJune 30, 20142021 or 2013.2020.
For the Six Months Ended June 30, 2021
Revenue
We generated $150,000 in revenue during the six months ended June 30, 2021, whereas we did not generate any revenue during the same period in the prior year. All of the revenue was attributable to a sales order and advance payment from AQUAtap Oasis Partnership S.A.R.L., and was offset by $112,724 in cost of goods sold, for a gross margin of $37,276. Notwithstanding the foregoing, we anticipate that we will incur substantial losses for the foreseeable future and our ability to generate any revenues in the next 12 months continues to be uncertain.
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For the Nine Months Ended September 30, 2014
Expenses
During the ninesix months ended SeptemberJune 30, 2014,2021, we incurred $1,090,665$237,183 in total expenses, including $557,731$215,000 in management fees, $354,932$10,500 in consulting fees, $71,622 in professional fees, $43,315 in advertising and promotion expenses, $17,469rent, $4,804 in automotive expenses, $17,291$4,222 in office and miscellaneous expenses, $16,717$1,638 in rent, $9,949telephone expenses, $632 in transfer agent and filing fees $9,379and $387 in telephone expenses, $3,125 in amortization and $483 in travel expenses, as offset by a foreign exchange gain of $11,348.professional fees. During the same period in the prior year, we incurred $498,172$230,484 in total expenses, including $225,000$205,000 in management fees, $21,338$10,500 in consulting fees, $84,035rent, $4,423 in automotive expenses, $3,006 in travel expenses, $2,528 in professional fees, $28,216 in advertising and promotion expenses, $14,774 in automotive expenses, $21,411$2,141 in office and miscellaneous expenses, $18,313 in rent, $2,414$1,849 in transfer agent and filing fees, $12,028$701 in telephone expenses $43,925and $336 in amortizationadvertising and $29,501 in travelpromotion expenses. Our expenses as offset by a foreign exchange gain of $2,783. The 119% increase in our total expenses duringwere therefore relatively consistent between the most recent period resulted primarily from significant increases in two major expense categories, management fees and consulting fees. However, duringperiods.
Net Loss
During the ninesix months ended SeptemberJune 30, 2014 our amortization and travel expenses also both decreased substantially on a period-to-period basis.
Net Loss
During the nine months ended September 30, 2014,2021, we incurred a loss before other expense of $1,090,665 and a net loss of $1,109,613,$199,907, whereas we incurred a loss before other expense of $498,172 and a net loss of $549,415$230,484 during the same period in the prior year. During the nine months ended September 30, 2014 and 2013 we experienced aWe did not experience any net loss per share of $0.01.during the six months ended June 30, 2021 or 2020.
Liquidity and Capital Resources
As of SeptemberJune 30, 2014,2021, we had $184$4,601 in cash, $10,241$11,821 in total assets, $1,231,754$3,620,059 in total liabilities and a working capital deficiency of $1,229,657.$3,615,458. As of September 30, 2014that date, we also had an accumulated deficit of $7,362,427.$9,981,097.
To date, we have experienced negative cash flows from operations and we have been dependent on sales of our common stock and capital contributions to fund our operations. We expect this situation to continue for the foreseeable future, and we anticipate that we will experience negative cash flows during the year ended December 31, 2014.2022.
During the ninesix months ended SeptemberJune 30, 2014,2021, we spent $48,048$114 in net cash on operating activities, compared to $31,522$44,848 in net cash spending on operating activities during the same period in the prior year. The 52% increasesignificant decrease in our net cash spending on operating activities during the ninesix months ended SeptemberJune 30, 20142021 was primarily attributable to the increasedecrease in our net loss as described above as well as certain changes in our operating assets and liabilities and a significant stock-based compensation adjustment.above.
We did not spend or receive any cash onin respect of investing activities during the nine months ended September 30, 2014 or 2013.
We received $46,627 in cash from financing activities during the ninesix months ended SeptemberJune 30, 2014, all of which was in the form of advances from related parties. 2021 or 2020.
During the ninesix months ended SeptemberJune 30, 2013, we received $30,000 in cash from financing activities, all of which was in the form of proceeds from the issuance of our common stock.
During the nine months ended September 30, 2014,2021, our cash decreased by $1,421$114 as a result of our operating investing and financing activities, from $1,605$4,715 to $184.$4,601. As of SeptemberJune 30, 2014,2021, we did not have sufficient cash resources to meet our operating expenses for the next month based on our currentthen-current burn rate.
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Plan of Operations
Our plan of operations over the next 12 months is to continue to address water quality and supply issues in Angolathe DRC through the installation of our AQUAtapTM community drinking water stationsAQUAtapTM Community Water Purification & Distribution systems as well as the employment of our WEPSTMWEPSTM technology, and we anticipate that we will require a minimum of $745,000$946,000 to pursue those plans. However, as
As described above, we are currently in the process of negotiating a formal agreement with the Angolan Ministry of Industry and Ministry of Energy & Water regarding becoming an official registered supplier for the “Water for All” program and for the construction of a facility to assemble our AQUAtap™ stations. Our cash requirements will change substantially if we are able to successfully enter into such an agreement, but we expect that the AfDB will fund a large portion of the construction, inventory and working capital costs of the proposed project in those circumstances.
We intend to meet the balance of our cash requirements for the next 12 months through advances from related parties as well as a combination of debt financing and equity financing through private placements. Currently weplacements as circumstances allow. We are active innot presently contacting broker/dealers in Canada and elsewhere regarding possible financing arrangements. However,arrangements, but we do not currently have any arrangementsintend to initiate such contact once the current cease trade order in place to complete any further private placement financings andeffect against us in the Province of British Columbia, Canada has been revoked. Regardless, there is no assurance that we will be successful in completing any suchprivate placement or other financings. If we are unsuccessful in obtaining sufficient funds through our capital raising efforts, we may review other financing options.
During the next 12 months, we estimate that our planned expenditures will include the following:
Description | Amount ($) | |||
Equipment purchases | ||||
Management fees | ||||
Consulting fees | ||||
Professional fees | ||||
Rent | 21,000 | |||
Advertising and promotion expenses | 15,000 | |||
Travel and automotive expenses | ||||
Total |
Going Concern
Our financial statements have been prepared on a going concern basis, which implies we will continue to realize our assets and discharge our liabilities in the normal course of business. As at SeptemberJune 30, 2014,2021, we had a working capital deficiency of $1,229,657$3,615,458 and an accumulated deficit of $7,362,427.$9,981,097. Our continuation as a going concern is dependent upon the continued financial support from our shareholders,creditors, our ability to obtain necessary equity financing to continue operations, and ultimately on the attainment of profitable operations. These factors raise substantial doubt regarding our ability to continue as a going concern. Our financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern.
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Off-Balance Sheet Arrangements
We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.
Critical Accounting Policies
We have identified certain accounting policies, described below, that are important to the portrayal of our current financial condition and results of operations.
Basis of Presentation and Consolidation
OurThe Company’s consolidated financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in US dollars. Our consolidated financial statements include the accounts of the Company, its wholly-owned subsidiary, Quest; Quest’sQuest Water Solutions, Inc. (“Quest Nevada”), a company incorporated under the laws of the State of Nevada, Quest Nevada’s wholly owned subsidiary, Quest Water Solutions Inc., a company incorporated under the laws of the province of British Columbia, Canada; and its 88% owned inactive subsidiaries Agua Cuilo Lda.wholly-owned subsidiary, Heliosource, Inc., Cuilo Embalnages, Lda., and Cuilo Comercial, Lda.a company incorporated under the laws of the State of Nevada. All inter-company balances and transactions have been eliminated on consolidation. Our fiscal year-end is December 31.
Foreign Currency Translation
OurThe Company’s functional currency is US dollars. Transactions in foreign currencies are translated into the currency of measurement at the exchange rates in effect on the transaction date. Monetary balance sheet items expressed in foreign currencies are translated into US dollars at the exchange rates in effect at the balance sheet date. The resulting exchange gains and losses are recognized in income.
OurThe Company’s integrated foreign subsidiaries are financially or operationally dependent on us. We usethe Company. The Company uses the temporal method to translate the accounts of ourits integrated operations into US dollars. Monetary assets and liabilities are translated at the exchange rates in effect at the balance sheet date. Non-monetary assets and liabilities are translated at historical rates. Revenues and expenses are translated at average rates for the period, except for amortization, which is translated on the same basis as the related asset. The resulting exchange gains or losses are recognized in income.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Not required.
Item 4. Controls and Procedures
Disclosure Controls and Procedures
We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure.
As of the end of the period covered by this report, management, with the participation of our Chief Executive and Chief Financial Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures. Based upon this evaluation, management concluded that our disclosure controls and procedures were not effective due to certain deficiencies in our internal control over financial reporting.
Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Exchange Act) during the period ended SeptemberJune 30, 20142021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II – OTHER INFORMATION
We are currently not involved in any litigation that we believe could have a materially 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 our executive officers or any of our subsidiaries, threatened against or affecting us, our common stock, any of our subsidiaries or our officers or directors of those of our subsidiaries’ in their capacities as such, in which an adverse decision could have a material adverse effect.
Not applicable.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
None.
The following documents are filed as a part of this quarterly report.
Exhibit Number | Description of Exhibit | |
Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||
31.2 | Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |
32.1 | Certification of the Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
32.2 | Certification of the Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
101.SCH | ||
Inline XBRL Taxonomy Extension Schema | ||
101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase | |
101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase | |
101.LAB | Inline XBRL Taxonomy Extension Label Linkbase | |
101.PRE | Inline XBRL Taxonomy Presentation Linkbase | |
104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
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SIGNATURES
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: | QUEST WATER GLOBAL, INC. | |
By: | /s/ John Balanko | |
John Balanko | ||
Chairman, President, Chief Executive Officer, Director |
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