10-Q 1 kreido10qfinalvedgar1.htm

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 ended June 30, 2019

 

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: 333-130606

 

KREIDO BIOFUELS, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

Nevada

 

20-3240178

(State or Other Jurisdiction

of Incorporation or Organization)

 

(IRS Employer

Identification No.)

 

 

 

3625 Cove Point Drive

 

 

Salt Lake City, Utah

 

84109

(Address of Principal Executive Offices)

 

(Zip Code)

 

 

 

 

(801) 209-0740

 

 

(Issuer’s Telephone Number)

 

 

 

 

 

(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

None

 

Securities registered pursuant to Section 12(g) of the Act:

 

N/A
(Title of class)

 

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 past 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 [X] No [   ]

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).   Yes [X]    No []

 

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

 

Large Accelerated Filer [  ]

 

Accelerated Filer [  ]

 

 

 

Non-Accelerated Filer [  ]

 

Smaller reporting company [X]

 

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 [X ]  No [   ]

 

 

APPLICABLE ONLY TO CORPORATE ISSUERS

 

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date. As of August 07, 2019, the Company had outstanding 195,645,159 shares of common stock, par value $0.001 per share.


PART I

 

FINANCIAL INFORMATION

 

The Condensed Consolidated Financial Statements of the Company are prepared as of June 30, 2019.

 

ITEM 1. FINANCIAL STATEMENTS REQUIRED BY FORM 10-Q

 

 



CONTENTS

 

Condensed Consolidated Balance Sheets as of June 30, 2019 and December 31, 2018 (unaudited)

4

 

Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2019 and 2018 (unaudited)

5

 

Condensed Consolidated Statements of Stockholders’ Deficit for the three and six months ended June 30, 2019 and 2018 (unaudited)

6

 

Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2019     and 2018 (unaudited)

8

 

Notes to the Unaudited Condensed Consolidated Financial Statements

 

9


4



Kreido Biofuels, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30,

 

December 31,

 

 

 

 

2019

 

2018

 

 

 

 

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash

 

$

                            -

 

$

                            -

 

 

 

 

 

 

 

 

 

 

 

Total Current Assets

 

                            -

 

 

                            -

 

 

 

 

 

 

 

 

 

 

 

TOTAL ASSETS

 

                            -

 

 

                            -

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts Payable

 

26,185

 

 

12,225

 

Related Party Payable

 

15,268

 

 

12,233

 

 

 

 

 

 

 

 

 

 

 

Total Current Liabilities

 

41,453

 

 

24,458

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Liabilities

$

41,453

 

$

24,458

 

 

 

 

 

 

 

 

 

STOCKHOLDERS' DEFICIT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred stock; 10,000,000 shares authorized,

 

 

 

 

 

 

 at $0.001 par value, 0 shares issued and outstanding

 

                            -

 

 

                            -

 

Common stock; 300,000,000 shares authorized,

 

 

 

 

 

 

 at $0.001 par value, 195,645,159

 

 

 

 

 

 

 shares issued and outstanding

 

195,645

 

 

195,645

 

Additional paid-in capital

 

48,791,188

 

 

48,791,188

 

Accumulated deficit

 

(49,028,286)

 

 

(49,011,291)

 

 

 

 

 

 

 

 

 

 

 

Total Stockholders' Deficit

 

(41,453)

 

 

(24,458)

 

 

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

$

                            -

 

$

                            -

 

 

 

 

 

 

 

 

 

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


5



Kreido Biofuels, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the Three Months Ended

 

For the Six Months Ended

 

 

 

June 30,

 

June 30,

 

 

 

2019

 

2018

 

2019

 

2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

REVENUES

$

                         -

 

$

                         -

 

$

                         -

 

$

                         -

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

Professional fees

 

10,109

 

 

3,825

 

 

14,609

 

 

12,850

 

General and administrative

 

803

 

 

-

 

 

2,386

 

 

2,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Expenses

 

10,912

 

 

3,825

 

 

16,995

 

 

14,850

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LOSS FROM OPERATIONS

 

(10,912)

 

 

(3,825)

 

 

(16,995)

 

 

(14,850)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET LOSS

$

(10,912)

 

$

(3,825)

 

$

(16,995)

 

$

(14,850)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BASIC AND DILUTED LOSS PER SHARE

$

(0.00)

 

$

(0.00)

 

$

(0.00)

 

$

(0.00)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BASIC AND DILUTED WEIGHTED AVERAGE

 

 

 

 

 

 

 

 

 

 

 

 NUMBER OF COMMON SHARES

 

 

 

 

 

 

 

 

 

 

 

 OUTSTANDING

 

195,645,159

 

 

195,645,159

 

 

195,645,159

 

 

195,645,159

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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


6



Kreido Biofuels, INC.

Condensed Consolidated Statements of Stockholders' Equity (Deficit)

(Unaudited)

 

 

Six-Months Ended June 30, 2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional

 

 

 

 

 

 

 

Common Stock

 

Paid-In

 

Accumulated

 

 

 

Shares

 

Amount

 

Capital

 

Deficit

 

Total

Balance, December 31, 2017

  195,645,159

 

$

      195,645

 

$

   48,769,838

 

$

  (48,972,333)

 

$

       (6,850)

Forgiveness of related party debt

                -   

 

 

              -   

 

 

         21,350

 

 

                -   

 

 

       21,350

Net loss

                -   

 

 

              -   

 

 

                -   

 

 

        (14,850)

 

 

      (14,850)

Balance, June 30, 2018

  195,645,159

 

$

      195,645

 

$

   48,791,188

 

$

  (48,987,183)

 

$

          (350)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six-Months Ended June 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional

 

 

 

 

 

 

 

Common Stock

 

Paid-In

 

Accumulated

 

 

 

Shares

 

Amount

 

Capital

 

Deficit

 

Total

Balance, December 31, 2018

  195,645,159

 

$

      195,645

 

$

   48,791,188

 

$

  (49,011,291)

 

$

      (24,458)

Net loss

                -   

 

 

              -   

 

 

                -   

 

 

        (16,995)

 

 

      (16,995)

Balance, June 30, 2019

  195,645,159

 

$

      195,645

 

$

   48,791,188

 

$

  (49,028,286)

 

 

      (41,453)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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


7



 

 

 

 

 

 

 

 

 

 

 

 

 

 

Kreido Biofuels, INC.

Condensed Consolidated Statements of Stockholders' Equity (Deficit)

(Unaudited)

 

 

 

Three Months Ended June 30, 2018

 

 

 

 

 

 

Additional

 

 

 

 

 

 

 

Common Stock

 

Paid-In

 

Accumulated

 

 

 

Shares

 

Amount

 

Capital

 

Deficit

 

Total

Balance, March 31, 2018

  195,645,159

 

$

      195,645

 

$

   48,769,838

 

$

  (48,983,358)

 

$

      (17,875)

Forgiveness of related party debt

                -   

 

 

              -   

 

 

         21,350

 

 

                -   

 

 

       21,350

Net loss

                -   

 

 

              -   

 

 

                -   

 

 

          (3,825)

 

 

       (3,825)

Balance, June 30, 2018

  195,645,159

 

$

      195,645

 

$

   48,791,188

 

$

  (48,987,183)

 

$

          (350)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30, 2019

 

 

 

 

 

 

Additional

 

 

 

 

 

 

 

Common Stock

 

Paid-In

 

Accumulated

 

 

 

Shares

 

Amount

 

Capital

 

Deficit

 

Total

Balance, March 31, 2019

  195,645,159

 

$

      195,645

 

$

   48,791,188

 

$

  (49,017,374)

 

$

      (30,541)

Net loss

                -   

 

 

              -   

 

 

                -   

 

 

        (10,912)

 

 

      (10,912)

Balance, June 30, 2019

  195,645,159

 

$

      195,645

 

$

   48,791,188

 

$

  (49,028,286)

 

 

      (41,453)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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


8



Kreido Biofuels, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the Six Months Ended

 

 

 

 

 

June 30,

 

 

 

 

 

2019

 

2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(16,995)

 

$

(14,850)

 

Adjustments to reconcile net loss to net cash

 

 

 

 

 

 

 used in operating activities:

 

 

 

 

 

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

Decrease in prepaid expenses

 

-

 

 

2,000

 

 

Increase (decrease) in accounts payable

 

13,960

 

 

(550)

 

 

Increase in account payable - related party

 

3,035

 

 

3,973

 

 

 

 

 

 

 

 

 

 

 

 

 Net Cash Used in Operating Activities

 

                    -

 

 

(9,427)

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 -

 

 

 -

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

Repayment of note payable

 

-

 

 

(11,923)

 

 

Proceeds from related party

 

-

 

 

21,350

 

 

 

 

 

 

 

 

 

 

 

 

Net Cash Provided by Financing Activities

 

                    -

 

 

9,427

 

 

 

 

 

 

 

 

 

 

 

 

NET INCREASE IN CASH

 

                    -

 

 

                    -

 

 

 

 

 

 

 

 

 

 

 

 

CASH AT BEGINNING OF PERIOD

 

                    -

 

 

                    -

 

 

 

 

 

 

 

 

 

 

 

 

CASH AT END OF PERIOD

$

                    -

 

$

                    -

 

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL DISCLOSURES OF

 

 

 

 

 

 

CASH FLOW INFORMATION

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CASH PAID FOR:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest

 

$

                    -

 

$

                    -

 

 

Income Taxes

$

                    -

 

$

                    -

 

 

 

 

 

 

 

 

 

 

NON-CASH INVESTING AND FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Forgiveness of related party debt

$

                    -

 

$

21,350

 

 

 

 

 

 

 

 

 

 

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


9


KREIDO BIOFUELS, INC.

Notes to Condensed Consolidated Financial Statements

June 30, 2019 and December 31, 2018

(Unaudited)


NOTE 1 - ORGANIZATION AND BUSINESS

 

Nature of Business

 

Kreido Biofuels, Inc. was incorporated as Gemwood Productions, Inc. under the laws of the State of Nevada on February 7, 2005. Gemwood Productions, Inc. changed its name to Kreido Biofuels, Inc. on November 2, 2006. The Company took its current form on January 12, 2007 when Kreido Laboratories (“Kreido Labs”), completed a reverse triangular merger with Kreido Biofuels, Inc.

 

Kreido Labs, formerly known as Holl Technologies Company, was incorporated on January 13, 1995 under the laws of the State of California. Since incorporation, Kreido Labs has been engaged in activities required to develop, patent and commercialize its products. Kreido Labs was the creator of reactor technology that was designed to enhance the manufacturing of a broad range of chemical products.

 

The cornerstone of Kreido Labs’ technology was its patented STT® (Spinning Tube in Tube) diffusional chemical reacting system, which were both a licensable process and a licensable system. In 2005, the Company demonstrated how the STT® could make biodiesel from vegetable oil rapidly with almost complete conversion and less undesirable by-products. The Company had continued to pursue this activity, built and tested a pilot biodiesel production unit and, prior to June 20, 2008, was in the process of developing the first of its commercial biodiesel production plants in the United States that, if constructed and put into operation, was expected to produce approximately 33 million to 50 million gallons per year. On June 20, 2008, the Company announced that due to the weakening of the economy, the continued financial market turmoil and the inability to raise needed capital to finance site construction and plant start-up costs, the Company was suspending work regarding its flagship biodiesel production plant at the Port of Wilmington, North Carolina. In November of 2017, the Company discontinued operations of its subsidiary, Kreido Labs, Inc.

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.

 

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows for the six months ended June 30, 2019 and 2018 have been made.

 

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2018 audited financial statements. The results of operations for the periods ended June 30, 2019 are not necessarily indicative of the operating results for the full year.

 

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Kreido Laboratories, Inc. All significant intercompany balances and transactions have been eliminated in consolidation.


10


KREIDO BIOFUELS, INC.

Notes to Condensed Consolidated Financial Statements

June 30, 2019 and December 31, 2018

(Unaudited)


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Accounting Estimates

The preparation of the financial statements in conformity with generally accepted accounting principles 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 revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

Fair Value of Financial Instruments

Financial instruments, including cash and accrued expenses and other liabilities are carried at amounts, which reasonably approximate their fair value due to the short-term nature of these amounts or due to variable rates of interest, which are consistent with market rates.

Loss per Common Share

Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. For the six months ended June 30, 2019 and 2018 there were no potentially dilutive debt or equity instruments issued or outstanding.

Cash and Cash Equivalents

The Company considers all highly liquid investment with an original maturity of three months or less to be cash equivalents.  The Company had no cash balances as of June 30, 2019 and December 31, 2018.

 

Stock-based compensation

The Company recognizes compensation expense for all stock-based compensation awards based on the grant-date fair value estimated in accordance with the provisions of ASC 718.

 

Income Taxes

Under ASC 740, “Income Taxes,” deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets 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. Valuation allowances are established when it is more likely than not that some or all of the deferred tax assets will not be realized. As of June 30, 2019 and December 31, 2018 there were no deferred taxes due to the uncertainty of the realization of net operating loss or carry forward prior to expiration.

 

Fair Value of Financial Instruments 

The Company follows guidance for accounting for fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements on a recurring basis. Additionally, the Company adopted guidance for fair value measurement related to nonfinancial items that are recognized and disclosed at fair value in the financial statements on a nonrecurring basis. The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:


11


KREIDO BIOFUELS, INC.

Notes to Condensed Consolidated Financial Statements

June 30, 2019 and December 31, 2018

(Unaudited)


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

 

Level 2 inputs are inputs other than quoted prices included within Level 1that are observable for the asset or liability, either directly or indirectly.

 

Level 3 inputs are unobservable inputs for the asset or liability. The carrying amounts of financial assets such as cash approximate their fair values because of the short maturity of these instruments.

 

Recent Accounting Pronouncements

The FASB established the Accounting Standards Codification (“Codification” or “ASC”) as the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in accordance with generally accepted accounting principles in the United States (“GAAP”).

 

Rules and interpretative releases of the Securities and Exchange Commission (“SEC”) issued under authority of federal securities laws are also sources of GAAP for SEC registrants.

 

Other accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures.

 

 NOTE 3 - GOING CONCERN

 

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan is to obtain such resources for the Company by obtaining capital from management sufficient to meet its minimal operating expenses and seeking equity and/or debt financing. However, Management cannot provide any assurances that the Company will be successful in accomplishing any of its plans, which raises substantial doubt about the ability of the Company to continue as a going concern.

 

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 

NOTE 4 – STOCKHOLDERS’ EQUITY

 

Common Stock

The Company’s Articles of Incorporation authorize the issuance of up to 300,000,000 common shares, par value $0.001 per share, and 10,000,000 preferred shares, also $.001 par value. There were 195,645,159 shares of common stock outstanding at June 30, 2019 and December 31, 2018. There were no preferred shares outstanding during any periods presented.   

 

2018


12


KREIDO BIOFUELS, INC.

Notes to Condensed Consolidated Financial Statements

June 30, 2019 and December 31, 2018

(Unaudited)


During 2018, a related party forgave an outstanding balance of $21,350 and the forgiveness of related party debt was recorded in additional paid-in capital.

 

NOTE 5 – RELATED PARTY TRANSACTIONS

 

As of June 30, 2019 and December 31, 2018, the Company had a related party payable in the amount of $15,268 and $12,233. The related party payable is a shareholder in the Company, who advanced a total of $3,035 during the six months ended June 30, 2019 to provide working capital for the Company. The advances are unsecured, non-interest and due on demand.

 

NOTE 6 – SUBSEQUENT EVENTS

 

The Company evaluated subsequent events from June 30, 2019 through the date the financial statements were issued. There have been no subsequent events after June 30, 2019 for which disclosure is required.


13



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

 

Future Operating Plan

 

On April 25, 2019, the Company signed three Memoranda of Understanding (individually an “MOU”) with three companies located in China. The names of these three companies are Jiangsu Baimoxin New Energy Co., Ltd., Meihekou Zhongcheng Yinxin Photovoltaic Agricultural Science and Technology Co., Ltd and Shainhai Mianzhao New Energy Co., Ltd. (each company is a “Potential Acquisition”). In each MOU, the Company agreed to purchase up to 100% of the issued and outstanding stock of the Potential Acquisition for terms to be defined in a definitive agreement. Each MOU requires the definitive agreement be completed within six months of the MOU.

 

Results of Operations

 

Following is management’s discussion of the relevant items affecting results of operations for the three and six month periods ended June 30, 2019 and 2018.

 

Revenues. The Company generated net revenues of $-0- during the three and six months ended June 30, 2019 as compared to $-0- for the three and six months ended June 30, 2018.

 

General and Administrative Expenses. For the three months ended June 30, 2019, the Company had general and administrative expenses in the amount of $803, compared to $-0- for the same period ended June 30, 2018. General and administrative expenses for the six months ended June 30, 2019 were $2,386 compared to $2,000 during the six months ended June 30, 2018., These increases are due to transfers agents fees, Security and Exchange Commission fees, and State Registrations fees incurred by the Company.

 

Professional Fees. For the three months ended June 30, 2019, the Company had Professional Fees in the amount of $10,109, compared to $3,825 for the same period ended June 30, 2018. Professional Fee expenses for the six months ended June 30, 2019 were $14,609 compared to $12,850 during the six months ended June 30, 2018. These increases are due to auditor, accounting and legal fees incurred by the Company.

 

Other Income (Expense). The Company had net other expenses of $-0- for the three and six months ended June 30, 2019 compared to $-0- during the three and six months ended June 30, 2018.

 

Net Loss. For the three months ended June 30, 2019, the Company had a net loss of $10,912, as compared to $3,825 for the same period ended June 30, 2018.   The Company had a net loss of $16,995 for the six months ended June 30, 2019 compared to a $14,850 net loss during the six months ended June 30, 2018. The increase in net loss was due to the increase in professional fees and general and administrative fees incurred by the Company.

 

Liquidity and Capital Resources

 

As of June 30, 2019, our primary source of liquidity consisted of $-0- in cash and cash equivalents. We hold most of our cash reserves in local checking accounts with local financial institutions.  Since inception, we have financed our operations through a combination of short and long-term loans, and through the private placement of our common stock.

 

We have sustained significant net losses which have resulted in a total stockholders’ deficit at June 30, 2019 of $41,453 and are currently experiencing a substantial shortfall in operating capital which raises doubt about our ability to continue as a going concern. We anticipate a net loss for the year ended December 31, 2019 and with the expected cash requirements for the coming months, without additional cash inflows from an increase


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in revenues combined with continued cost-cutting or a receipt of cash from capital investment, there is substantial doubt as to the Company’s ability to continue operations.

 

There is presently no agreement in place with any source of financing for the Company and we cannot assure you that the Company will be able to raise any additional funds, or that such funds will be available on acceptable terms.  Funds raised through future equity financing will likely be substantially dilutive to current shareholders.  Lack of additional funds will materially affect the Company and its business, and may cause us to cease operations.  Consequently, shareholders could incur a loss of their entire investment in the Company.


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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.  

 

Contractual Obligations

 

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.

 

Critical accounting policies

 

The preparation of our financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, management evaluates its estimates and judgments which are based on historical experience and on various other factors that are believed to be reasonable under the circumstances. The results of their evaluation form the basis for making judgments about the carrying values of assets and liabilities. Actual results may differ from these estimates under different assumptions and circumstances. Our significant accounting policies are more fully discussed in Note 2 to our financial statements contained herein.  

 

Recent accounting pronouncements

 

The recent accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on our unaudited condensed consolidated financial statements upon adoption.

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

As a smaller reporting company, we are not required to provide this information.

 

ITEM 4. CONTROLS AND PROCEDURES

 

Management’s Evaluation on Disclosure Controls and Procedures

 

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, to allow for timely decisions regarding required disclosure.

 

As of June 30, 2019, the end of our second quarter, we carried out an evaluation, under the supervision of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, we concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this quarterly report.  Our board of directors has only one member. We do not have a formal audit committee.


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Changes in Internal Control over Financial Reporting

 

There have been no significant changes in our internal controls over financial reporting that occurred during the quarter ended June 30, 2019 that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.

 

PART II

 

OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

From time to time, we are a party to certain legal proceedings incidental to the normal course of our business including the enforcement of our rights under contracts with purchasers and suppliers. While the outcome of these legal proceedings cannot at this time be predicted with certainty, we do not expect that these proceedings will have a material effect upon our financial condition or results of operations.

 

ITEM 1A. RISK FACTORS

 

As a smaller reporting company, we are not required to provide the information required by this item.

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIESAND USE OF PROCEEDS

             

            None

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

          

             None

 

ITEM 4. MINE SAFETY DISCLOSURES

 

Not applicable.

 

ITEM 5. OTHER INFORMATION

 

Not applicable.


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ITEM 6. EXHIBITS

 

The following documents are filed as exhibits to this Form 10-Q:

 

INDEX TO EXHIBITS

 

Number

 

Exhibits

3.1

 

Amended and Restated Certificate of Incorporation of KREIDO BIOFUELS, INC. (Previously filed)

3.2

 

Amended and Restated Bylaws of KREIDO BIOFUELS, INC. (Previously filed)

31.1

 

Certification by Chief Executive Officer, G. Reed Petersen, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2

 

Certification by Chief Financial Officer, G. Reed Petersen, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1

 

Certification by Chief Executive Officer, G. Reed Petersen, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2

 

Certification by Chief Financial Officer, G. Reed Petersen, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

 

 

 

 

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.

 

 

 

KREIDO BIOFUELS, INC.

 

Date: August 13, 2019

 

By: /s/ Wai Lim Wong

__________________

 

 

      Wai Liam Wong

 

 

      Chief Executive Officer

 

 

 

 


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