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 DecemberMarch 31, 20172022

OR

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

For the transition period from: Not applicable

Commission file number 0-4454

INTERDYNE COMPANY

(Exact name of registrant as specified in its charter)

californiaCALIFORNIA95-2563023
(State or other jurisdiction of incorporation or organization)(I.R.S Employer Identification No.)
26 Briarwood, Irvine, California92604
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (805)322-3883

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

Title of each classTrading Symbol(s)Name of each exchange on which registered

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, or a smaller reporting company. See definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ☐Accelerated filer ☐
Non-accelerated filerSmaller reporting company
(do not check if smaller reporting company)
Emerging Growth Company ☒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 ☐

As of February 2, 2018,April 29, 2022, there were 39,999,942 shares of Common Stock, no par value, issued and outstanding.

 1 

 

INTERDYNE COMPANY

FORM 10-Q

INDEX

Page
PART I. FINANCIAL INFORMATION3
Item 1. Financial Statements3
Balance Sheets as of DecemberMarch 31, 20172022 (unaudited) and June 30, 201720213
Statements of Operations for the Three Months and SixNine months ended March 31, 2022 and 2021 (unaudited) 4
Statements of Stockholders’ Equity (Deficit) for the Nine Months ended DecemberMarch 31, 20172022 and 20162021 (unaudited)45
Statements of Cash Flows for the SixNine Months ended DecemberMarch 31, 20172022 and 20162021 (unaudited)57
Notes to Unaudited Financial Statements68
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations79
Item 3. Quantitative and Qualitative Disclosures about Market Risk79
Item 4. Controls and Procedures79
PART II. OTHER INFORMATION810
Item 1. Legal Proceedings810
Item 1A. Risk Factors810
Item 2. Unregistered Sale of Equity Securities and Use of Proceeds810
Item 3. Defaults upon Senior Securities810
Item 4. Submission of Matters to a Vote of Security Holders810
Item 5. Other Information810
Item 6. Exhibits911
Signatures1012

 2 

 

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

INTERDYNE COMPANY

BALANCE SHEETS

        
 

December 31,

2017

 

June 30,

2017

 March 31,
2022
 June 30,
2021
 (Unaudited) (Audited)   (Unaudited)    
ASSETS                
CURRENT ASSETS                
Cash $133,419  $147,611  $36,462  $52,273 
Total current assets $133,419  $147,611   36,462   52,273 
TOTAL ASSETS $133,419  $147,611  $36,462  $52,273 
                
LIABILITIES AND STOCKHOLDERS' EQUITY        
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)        
CURRENT LIABILITIES                
Accrued professional fees $2,500  $7,100  $2,500  $7,600 
Due to related party  6,000   3,000   31,500   27,000 
Other accrued expenses  2,619   2,375   9,075   5,471 
Total current liabilities  11,119   12,475   43,075   40,071 
                
STOCKHOLDERS' EQUITY        
Preferred stock, no par value, 50,000,000 shares authorized, 0 shares issued and outstanding  —     —   
Common stock, no par value, 100,000,000 shares authorized, 39,999,942 shares issued and outstanding as of December 31, 2017 and June 30, 2017  500,000   500,000 
STOCKHOLDERS' EQUITY (DEFICIT)        
Preferred stock, 0 par value, 50,000,000 shares authorized, 0 shares issued and outstanding          
Common stock, 0 par value, 100,000,000 shares authorized, 39,999,942 shares issued and outstanding as of March 31, 2022 and June 30, 2021  500,000   500,000 
Accumulated deficit  (377,700)  (364,864)  (506,613)  (487,798)
Total stockholders’ equity $122,300  $135,136 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $133,419  $147,611 
Total stockholders’ equity (deficit)  (6,613)  12,202 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) $36,462  $52,273 
                
The accompanying notes are an integral part of these unaudited financial statements.

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

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

 3 

 

INTERDYNE COMPANY

STATEMENTS OF OPERATIONS

         
 Three Months Ended Six Months Ended Three Months Ended Nine Months Ended
 

December 31,

2017

 

December 31,

2016

 

December 31,

2017

 

December 31,

2016

 March 31,
2022
 March 31, 2021 March 31, 2022 March 31, 2021
 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited)
OPERATING EXPENSES                         
Professional fees $2,500  $1,500  $5,025  $3,796  $2,700  $2,500  $7,731  $7,528 
General and administrative  1,868   2,400   4,011   4,296  1,868 1,868 5,784 5,629 
Management fees to related party  1,500   1,500   3,000   3,000   1,500  1,500  4,500  4,500 
Total expenses  5,868   5,400   12,036   11,092  6,068 5,868 18,015 17,657 
                         
OPERATING LOSS  (5,868)  (5,400)  (12,036)  (11,092)
                
OTHER INCOME                
Interest from related party  —     —     —     1,100 
Total other income  —     —     —     1,100 
                
LOSS BEFORE INCOME TAXES  (5,868)  (5,400)  (12,036)  (9,992) (6,068) (5,868) (18,015) (17,657)
                         
INCOME TAX EXPENSE  —     —     (800)  (800)          (800)  (800)
                         
NET LOSS $(5,868) $(5,400) $(12,836) $(10,792) $(6,068) $(5,868) $(18,815) $(18,457)
                         
NET LOSS PER COMMON SHARE BASIC AND DILUTED $(0.00) $(0.00) $(0.00) $(0.00) $(0.00) $(0.00) $(0.00) $(0.00)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING BASIC AND DILUTED  39,999,942   39,999,942   39,999,942   39,999,942   39,999,942  39,999,942  39,999,942  39,999,942 
                
The accompanying notes are an integral part of these unaudited financial statements.

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

 4 

 

INTERDYNE COMPANY

STATEMENTS OF CASH FLOWSSTOCKHOLDERS’ EQUITY (DEFICIT)

For the Nine Months Ended March 31, 2022

  Six Months Ended
  

December 31,

2017

 

December 31,

2016

  (Unaudited) (Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES        
Net loss $(12,836) $(10,792)
         
Adjustments to reconcile net loss to net cash used in operating activities        
Changes in operating assets and liabilities        
 Interest due from related party  —     (1,100)
 Due to related party  3,000   (20,000)
 Accrued professional fees  (4,600)  (5,100)
 Other accrued expenses  269   (3,246)
Net cash used in operating activities  (14,167)  (40,238)
         
CASH FLOWS FROM INVESTING ACTIVITIES        
Cash received from related party  —     195,204 
Net cash provided by investing activities  —     195,204 
         
CASH FLOWS FROM FINANCING ACTIVITIES        
    Repayment to related party  (25)  (674)
Net cash used in financing activities  (25)  (674)
         
NET INCREASE (DECREASE) IN CASH  (14,192)  154,292 
         
CASH, BEGINNING OF PERIOD  147,611   2,065 
         
CASH, END OF PERIOD $133,419  $156,357 
         
Supplemental Cash Flow Disclosures        
Income taxes paid $800  $800 
Interest paid $—    $—   
         
NON-CASH TRANSACTION        
Operating expenses paid by related party $25  $25 
         
The accompanying notes are an integral part of these unaudited financial statements.

(Unaudited)

                 
   Common Stock         
   Shares   Amount   Accumulated Deficit   Total Stockholders’ Equity (Deficit) 
Balance, June 30, 2021  39,999,942  $500,000  $(487,798) $12,202 
Net Loss          (6,879)  (6,879)
Balance, September 30, 2021  39,999,942  $500,000  $(494,677) $5,323 
Net Loss          (5,868)  (5,868)
Balance, December 31, 2021  39,999,942  $500,000  $(500,545) $(545)
Net Loss          (6,068)  (6,068)
Balance, March 31, 2022  39,999,942  $500,000  $(506,613) $(6,613)

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

 5 

 

INTERDYNE COMPANY

STATEMENTS OF STOCKHOLDERS’ EQUITY

For the Nine Months Ended March 31, 2021

(Unaudited)

   Common Stock         
   Shares   Amount   Accumulated Deficit   

Total Stockholders’ Equity

 
Balance, June 30, 2020  39,999,942  $500,000   (457,173) $42,827 
Net Loss          (6,721)  (6,721)
Balance, September 30, 2020  39,999,942  $500,000   (463,894) $36,106 
Net Loss          (5,868)  (5,868)
Balance, December 31, 2020  39,999,942  $500,000   (469,762) $30,238 
Net Loss          (5,868)  (5,868)
Balance, March 31, 2021  39,999,942  $500,000   (475,630) $24,370 

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

6

 

INTERDYNE COMPANY

STATEMENTS OF CASH FLOWS

         
  Nine Months Ended
  March 31,
2022
 March 31,
2021
  (Unaudited) (Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES        
Net loss $(18,815) $(18,457)
         
Adjustments to reconcile net loss to net cash used in operating activities        
Changes in operating assets and liabilities        
Due to related party  4,500   4,500 
Accrued professional fees  (5,100)  (7,000)
Other accrued expenses  3,604   4,104 
Net cash used in operating activities  (15,811)  (16,853)
         
NET DECREASE IN CASH  (15,811)  (16,853)
CASH, BEGINNING OF PERIOD  52,273   78,869 
CASH, END OF PERIOD $36,462  $62,016 
         
Supplemental Cash Flow Disclosures        
Income taxes paid $800  $800 
Interest paid $    $   
         
The accompanying notes are an integral part of these unaudited financial statements.

7

INTERDYNE COMPANY 

NOTES TO UNAUDITED FINANCIAL STATEMENTS

Note 1. Interim Financial Statements

Basis of presentation

The accompanying financial statements are unaudited, but in the opinion of the management of Interdyne Company (“the Company”), contain all adjustments, consisting of only normal recurring accruals, necessary to present fairly the financial position as of DecemberMarch 31, 20172022 and the results of operations, for the three and six months ended December 31, 2017 and 2016cash flows and changes in cash flowsstockholders’ equity (deficit) for the six months ended December 31, 2017 and 2016.interim periods presented. Certain information and footnote disclosures normally included in financial statements that have been prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission, although management of the Company believes that the disclosures contained in these financial statements are adequate to make the information presented therein not misleading. For further information, refer to the financial statements and footnotes thereto included in the Company's Annual Report in Form 10-K as of June 30, 2017,2021, as filed with the Securities and Exchange Commission. The results of operations for the sixnine months ended DecemberMarch 31, 20172022 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending June 30, 2018.2022.

Going concern

Certain amounts from the prior periodThe Company’s financial statements have been reclassifiedprepared assuming that it will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As of March 31, 2022, the Company has an accumulated deficit of $506,613, and a net loss of $18,815 for the nine months ended March 31, 2022. The Company did not generate revenues during the nine months ended March 31, 2022 and may not have sufficient cash in hand to conformfund its operations for the next twelve months. These factors among others raise substantial doubt about our ability to continue as a going concern. These financial statements do not include any adjustments to the current period presentation. This reclassification hasrecoverability 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. The Company will have to rely on its related parties to fund its operations. There are no impact on the Company’s net earnings and financial position.assurances such funds will be available when needed.

Note 2. Changes in Significant Accounting Policies

There are no newlyIn December 2019, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (ASU 2019-12), which simplifies various aspects related to accounting pronouncements thatfor income taxes. ASU 2019-12 removes certain exceptions to the general principles in ASC 740 and also clarifies and amends existing guidance to improve consistent application. This guidance is effective for entities for the fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020 on a prospective basis, with early adoption permitted.

On July 1, 2021, the Company expects toadopted the new standard and the adoption of ASU 2019-12 did not have a material effect on the Company’s financial statements and there have been no changes in our significant accounting policies.statements.

Note 3. Related Party Transactions

An officer of the Company charged a management fee totaling $3,000$4,500 and $4,500 for the sixnine months ended DecemberMarch 31, 20172022 and 2016,2021, respectively, for the use of a home office, accounting and other services. During the six months ended December 31, 2017 and 2016, the officer also paid operating expense of $25 and $25, respectively, on behalf of the Company and these payments were fully reimbursed to him. The balances due to this officer as of DecemberMarch 31, 20172022 and June 30, 20172021 were $6,000$31,500 and $3,000,$27,000, respectively. The amounts due to this officer are unsecured, bearing no interest and are repayable on demand.

Note 4. Commitments and Contingencies

In March 2017, the Company received a letter from the County of Santa Clara, California, which claimed that the Company is delinquent on its property taxes relating to tax year 1988/1989 in the amount of $80,238.07$80,238 including penalties which should be paid immediately. The Company believes that these property taxes were related to the period prior to the filing of the reorganization of the Company under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Central District of California on November 22, 1988 and the eventual confirmation of the Company’s Amended Plan of Reorganization (the “Plan”) by the Bankruptcy Court on May 17, 1990, and thus have been settled in accordance with the terms of the Plan and are therefore invalid. The Company has informed the County of Santa Clara that if it wants to assert its claim, it would have to petition to the Bankruptcy Court for relief. The Company does not recognize the said claim and therefore has not recorded any tax liabilities related to this claim. If the County of Santa Clara claim is adjudicated to be valid and the Company is liable, the tax liabilities imposed could have a material effect on the Company’s result of operations and financial position.

 68 

 

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

The Company is at present dormant and is looking for new opportunities.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.Risk

N/A

Item 4. Controls and Procedures

Our management, comprising the Chief Executive Officer and Chief Financial Officer/Principal Accounting Officer, is responsible for establishing and maintaining disclosure controls and procedures for the Company. It has designed such disclosure controls and procedures to ensure that material information is made known to it, particularly during the period in which this report was prepared.

As of the end of the period covered by this report, our management carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (or Exchange Act)). Based on this evaluation, as of the end of the period covered by this report, our management has concluded that our disclosure controls and procedures are not effective considering the fact that the Company, being dormant, has only one person on staff, the Chief Financial Officer/Principal Accounting Officer, to (1) handle all accounting transactions (consisting of primarily paying all expenses, including fees to this same officer); (2) reconcile the bank account, and (3) prepare all financial statement disclosures. The above duties have no supervision or review to insure proper segregation of duties and review of disclosures. As a result, material weaknesses over disclosure controls and procedures exist.

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Our management conducted an evaluation of the effectiveness of our internal control over financial reporting as of DecemberMarch 31, 20172022 based on the criteria set forth inInternal Control - Integrated Framework (2013)issued by the Committee of Sponsoring Organization of the Treadway Commission. Based on this evaluation, our management has concluded that our internal control over financial reporting was not effective as of DecemberMarch 31, 20172022 because of the following material weaknessweaknesses as of DecemberMarch 31, 2017:2022: (i) lack of supervision or review to insure proper internal control over financial reporting, (ii) inadequate segregation of duties and effective risk assessment, (iii) lack of well-established procedures to authorize and approve related party transactions. As a result, material weaknessweaknesses over internal control over financial reporting exists.exist.

Our independent auditors haveauditor has not audited and areis not required to audit this assessment of our internal control over financial reporting for the period covered by this report.

During our most recent fiscal three months, there has not occurred any change in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 79 

 

PART II

OTHER INFORMATION

Item 1. Legal Proceedings.

None.

None.

Item 1A. Risk Factors.

None.

None.

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

None.

None.

Item 3. Defaults upon Senior Securities.

None.

None.

Item 4. Submission of Matters to a Vote of Security Holders.

None.

None.

Item5.Item 5. Other Information.

None.

None.

 810 

 

Item 6. Exhibits

Exhibit No.Description
31.1Certification of the Company's Chief Executive Officer, Sun Tze Whang, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2Certification of the Company's Chief Financial Officer/Principal Accounting Officer, Kit H. Tan, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32Certification of the Company's Chief Executive Officer and Chief Financial Officer/Principal Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INSXBRL Instance Document
101.SCHXBRL Taxonomy Extension Schema Document
101.CALXBRL Taxonomy Extension Calculation Linkbase Document
101.LABXBRL Taxonomy Extension Label Linkbase Document
101.PREXBRL Taxonomy Extension Presentation Linkbase Document

 911 

 

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.

INTERDYNE COMPANY
(Registrant)
Date: February 2, 2018April 29, 2022 By:/s/ Sun Tze Whang
Sun Tze Whang
Director / Chief Executive Officer
Date: February 2, 2018April 29, 2022  By:/s/ Kit H. Tan
Kit H. Tan
Director / Chief Financial Officer / Principal Accounting Officer

 1012