Quarterly report pursuant to Section 13 or 15(d)

Going Concern and Management Plans

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Going Concern and Management Plans
9 Months Ended
Apr. 30, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Going Concern and Management Plans

Note 2.  Going Concern and Management Plans

 

The accompanying condensed financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.  As of April 30, 2015, the Company had a working capital deficit and a stockholders’ deficit of $18,821. The Company has not generated any revenues from operations and incurred net losses since inception.  These matters raise substantial doubt about the Company’s ability to continue as a going concern.  The financial statements do not include any adjustments relating to the recoverability and classification of asset amounts or the classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

 

During May 2015, the Company simultaneously completed a reverse merger with a private reporting company and a first closing of the private placement offering of 3,531,104 shares. Total proceeds from the first closing were $5,296,656 (which included $645,000 principal amount of convertible notes of the private company that converted into Common Stock) with offering costs of approximately $763,000 and net proceeds of approximately $4,534,000. In June 2015, the Company completed a second and final closing of 261,000 shares. Total proceeds from the second closing were $391,500.

 

The Company's primary sources of operating funds since inception have been private equity and note financings. The Company intends to raise additional capital through private debt and equity investors. The Company needs to raise additional capital in order to be able to accomplish its business plan objectives. The Company is continuing its efforts to secure additional funds through debt or equity instruments due to the lack of funds. Management believes that it will be successful in obtaining additional financing based on its limited history of raising funds; however, no assurance can be provided that the Company will be able to do so. There is no assurance that any funds it raises will be sufficient to enable the Company to attain profitable operations or continue as a going concern. To the extent that the Company is unsuccessful, the Company may need to curtail or cease its operations and implement a plan to extend payables or reduce overhead until sufficient additional capital is raised to support further operations. There can be no assurance that such a plan will be successful.