10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2018

Commission file number 000-55369

ADAIAH DISTRIBUTION INC.

(Exact name of registrant as specified in its charter)

Nevada
(State or other jurisdiction of incorporation or organization)

Poruka iela 3 Madona

LV-4801 Latvia

(Address of principal executive offices, including zip code.)

(702) 924-0637
(Telephone number, including area code)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 last 90 days. YES x 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 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. See the definitions of "large accelerated filer, "accelerated filer," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	¨	Smaller reporting company	x
(Do not check if a smaller reporting company)		Emerging growth company	x

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

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 141,000,000 shares as of June 6, 2018.

ITEM 1. FINANCIAL STATEMENTS

ADAIAH DISTRIBUTION INC. 

(A DEVELOPMENT STAGE COMPANY) 

BALANCE SHEETS

	Three Months Ended			Year Ended
	April 30, 2018			October 31, 2017
	(Unaudited)			(Audited)
ASSETS
CURRENT ASSETS
Cash	$	1,035		$	33
Inventory		-			-
	$	1,035		$	33
FIXED ASSETS
Furniture & Equipment		8,000			8,000
Accumulated Depreciation - F&E		(2,785	)		(2,571	)
Sewing Shop		16,940			16,940
Accumulated Depreciation - Sewing Shop		(2,541	)		(2,329	)
	$	19,614		$	20,040
TOTAL ASSETS	$	20,649		$	20,073
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Current Liabilities:
Accounts Payable		-			-
Product Paid - Pending Shipment		-			-
Deferred Tax Liability		-			-
Loan Payable - Related Party		1,415			1,415
TOTAL LIABILITIES	$	1,415		$	1,415
STOCKHOLDERS' EQUITY
Common stock:  authorized 75,000,000; $0.001 par value; 141,000,000 shares issued and outstanding at April 30, 2018 and October 31, 2017		5,000			5,000
Additional Paid in Capital		39,000			39,000
Profit (loss) accumulated during the development stage		(24,766	)		(25,342	)
Total Stockholders' Equity	$	19,234		$	18,658
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	20,649		$	20,073

The accompanying notes are an integral part of these financial statements

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ADAIAH DISTRIBUTION INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS (Unaudited)

	Three Months Ended   April 30, 2018		Three Months Ended   April 30, 2017			Six Months Ended   April 30, 2018		Six Months Ended   April 30, 2017			From Inception (September 12, 2013) to  April 30, 2018
REVENUES
Sales:
Merchandise Sales	$	10,206	$	6,939		$	20,554	$	18,794		$	299,839
Total Income		10,206		6,939			20,554		18,794			299,839
Cost of Goods Sold:
Pillow Purchases		7,945		6,008			15,347		15,173			218,859
Sales Commission		-		-			-		-			3,180
Total Cost of Goods Sold	$	7,945	$	6,008		$	15,347	$	15,173		$	222,039
Gross Profit		2,261		932			5,208		3,622			77,800
Operating Expenses:
General and administrative	$	2,171	$	1,036		$	4,634	$	4,049		$	102,576
Total Expenses		2,171		1,036			4,634		4,049			102,576
Income Before Income Tax	$	90	$	(104	)	$	574	$	(427	)	$	(24,776	)
Interest Income		1		-			2		-			10
Net Income for Period		90		(104	)		575		(427	)		(24,766	)
Net gain (loss) per share:
Basic and diluted	$	0.0006	$	(0.0007	)	$	0.0041	$	(0.0030	)	$	(0.1756	)
Weighted average number of shares outstanding:
Basic and diluted		141,000		141,000			141,000		141,000			141,000

The accompanying notes are an integral part of these financial statements

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ADAIAH DISTRIBUTION INC.

(A DEVELOPMENT STAGE COMPANY)

STATEMENTS OF CASH FLOWS (Unaudited)

	Six Months Ended April 30, 2018		Six Months Ended April 30, 2017			From inception (September 12, 2013) to April 30, 2018
Operating activities:
Net Income	$	575	$	(427	)	$	(24,766	)
Adjustment to reconcile net loss to net cash provided by operations:		-		-
Changes in assets and liabilities:
Net cash used by operating activities		575		(427	)		(24,766	)
Financing activities:
Proceeds from issuance of common stock		-		-			44,000
Due to related party		-		-			1,415
Net cash provided by financing activities		-		-			45,415
Investing activities:
Furniture & Equipment		-		-			(8,000	)
Increase (decrease) Accum Depr - F&E		214		214			2,785
Sewing Shop		-		-			(16,940	)
Increase (decrease) in Accum Depr - Sewing Shop		212		212			2,541
Net cash provided by investing activities		426		426			(19,614	)
Net increase in cash		1,001		(1	)		1,035
Cash, beginning of period		33		315			-
Cash, end of period	$	1,035	$	314		$	1,035
Supplemental disclosure of cash flow information:
Cash paid during the period
Taxes	$	-	$	-		$	-
Interest	$	-	$	-		$	-

The accompanying notes are an integral part of these financial statements

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Adaiah Distribution Inc.

Notes to the Financial Statements

April 30, 2018

Note 1: Organization and Basis of Presentation

Adaiah Distribution, Inc. (the “Company”) is a for profit corporation established under the corporation laws in the State of Nevada, United States of America on September 12, 2013.

The Company is in the development phase of its custom pillow distribution business. As such, the Company is subject to all risks inherent to the establishment of a start-up business enterprise.

The accompanying unaudited interim financial statements of Adaiah Distribution, Inc. (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s Registration Statement on Form S-1 filed with the SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the fiscal year ended October 31, 2017 as reported on Form 10-K have been omitted.

Unless the context otherwise requires, all references to “Adaiah Distribution,” “we,” “us,” “our” or the “company” are to Adaiah Distribution, Inc.

Note 2: Significant Accounting Policies and Recent Accounting Pronouncements

Use of Estimates and Assumptions

The preparation of financial statements in conformity with generally accepted accounting principles 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 period. Actual results could differ from those estimates.

Due to the limited level of operations, the Company has not had to make material assumptions or estimates.

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents.

Fair Value of Financial Instruments

ASC 825, “Disclosures about Fair Value of Financial Instruments”, requires disclosure of fair value information about financial instruments. ASC 820, “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of April 30, 2018.

The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accrued liabilities and notes payable. Fair values were assumed to approximate carrying values for these financial instruments since they are short term in nature and their carrying amounts approximate fair value.

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Adaiah Distribution Inc.

Notes to the Financial Statements

April 30, 2018

Basic and Diluted Loss Per Share

The Company computes earnings (loss) per share in accordance with ASC 260-10-45 “Earnings per Share”, which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic earnings (loss) per share is computed by dividing net earnings (loss) available to common stockholders by the weighted average number of outstanding common shares during the period. Diluted earnings (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive earnings (loss) per share excludes all potential common shares if their effect is anti-dilutive. The Company has no potential dilutive instruments, and therefore, basic and diluted earnings (loss) per share are equal.

Revenue Recognition

The company follows the guidelines of ASC 605-15 for revenue recognition. Revenue is recognized when the product has been prepaid by the customer, shipped from either Adaiah Distribution or one of our vendors and the product has been delivered and signed for by the customer as evidenced by the shipping company. Customers are allowed to return the products within 30 days for a refund, if the packages are unopened.

Income Taxes

We use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. 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. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.

ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.

Recent Accounting Pronouncements

The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.

Note 3: Property and Equipment

Property and equipment consist of:

	April 30, 2018			October 31, 2017
Furniture & Equipment	$	8,000		$	8,000
Sewing Shop	$	16,940		$	16,940
Accumulated Depreciation	$	(5,326	)	$	(4,900	)
	$	19,614		$	20,040

Property, plant and equipment are stated at cost. The Company utilizes MACRS 200 DB HY – 7 years for furniture and fixture depreciation and ADS straight-line – 40 years for the sewing shop depreciation over the estimated useful lives of the assets.

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Adaiah Distribution Inc.
Notes to the Financial Statements
April 30, 2018  

Note 4: Concentrations

Initial sales are concentrated with one client. Sales are made without collateral and the credit-related losses are insignificant or non-existent. Accordingly, there is no provision made to include an allowance for doubtful accounts.

Note 5: Legal Matters

The Company has no known legal issues pending.

Note 6: Debt

Nikolay Titov, the Director and President of the Company, has from time to time loaned the Company funds for operational costs. The amount, $1,415 at April 30, 2018, is being carried as a loan payable. The loan is non-interest bearing, unsecured and due upon demand.

Note 7: Capital Stock

On October 28, 2013 the Company authorized 75,000,000 shares of commons stock with a par value of $0.001 per share.

On October 28, 2013 the Company issued 4,000,000 shares of common stock for a purchase price of $0.001 per share to its sole director. The Company received aggregate gross proceeds of $4,000.00.

In January 2015 a total of 1,000,000 shares were issued to a total of 30 shareholders for $.04 per share for total proceeds of $40,000. The shares were registered pursuant to a Registration Statement on Form S-1 as filed with the Securities and Exchange Commission that was declared effective on November 3, 2014.

On November 29, 2015, the Company's board of directors elected by unanimous written consent to file Articles of Amendment to its Articles of Incorporation with the Nevada Secretary of State to (i) increase the Company's authorized number of shares of common stock from 75 million to 750 million, and (ii) increase the Company's total issued and outstanding shares of common stock by conducting a forward split of such shares at the rate of 25 shares for every one (1) share currently issued and outstanding (the "Forward Split"). On December 4, 2015, the Company filed such Articles of Amendment with the Nevada Secretary of State. The record date for the Forward Split is December 1, 2015.

On December 4, 2015, the Company filed an Issuer Company-Related Action Notification Form with FINRA requesting that the aforementioned Forward Split be effected in the market. Such notification form is being reviewed by FINRA.

On December 2, 2015, the Company by written consent of the Board of Directors approved the issuance to Mr. Nikolay Titov of 16,000,000 restricted shares of the Company's common stock in exchange for continued services as the sole member of the Board and the Company's sole executive officer. These shares are being issued subsequent to the stock split and increased the Company's total issued and outstanding shares following such stock split to 141 million shares.

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Adaiah Distribution Inc.

Notes to the Financial Statements

April 30, 2018

On September 19, 2016, the Company filed Articles of Amendment to its Articles of Incorporation with the Nevada Secretary of State whereby it amended its Articles of Incorporation by (i) decreasing the Company’s authorized number of shares of common stock from 750 million to 750,000, and (ii) decreasing the Company’s total issued and outstanding shares of common stock by conducting a reverse split of such shares at the rate of one (1) share for every one thousand (1,000) share currently issued and outstanding, resulting in 141,000 shares being issued and outstanding.

 

On November 8, 2016 the Company’s request for the Reverse Split was approved by FINRA and effected in the market. The Company’s ticker symbol was also changed to “ADAD”.

As of April 30, 2018 there were no outstanding stock options or warrants.

Note 8: Income Taxes

The Company uses the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. 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.

The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.

ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.

Taxes previously deferred of $3,894 reduced the tax provision for the year ended October 31, 2016.

Note 9: Related Party Transactions

The Company's sole officer and director is involved in other business activities and may in the future, become involved in other business opportunities as they become available.

The Company has a related party transaction involving a significant shareholder. The nature and details of the transaction are described in Note 6.

On December 2, 2015, the Company by written consent of the Board of Directors approved the issuance to Mr. Nikolay Titov of 16,000,000 restricted shares of the Company's common stock in exchange for continued services as the sole member of the Board and the Company's sole executive officer.

 

8

Adaiah Distribution Inc.
Notes to the Financial Statements
April 30, 2018

Note 10: Going Concern

The accompanying financial statements and notes have been prepared assuming that the Company will continue as a going concern for the one year from the date these financial statements were available to be issued.

The Company’s ability to continue as a going concern is dependent upon the Company’s ability to generate sufficient revenues to operate profitably or raise additional capital through debt financing and/or through sales of common stock. In the event the Company is not able to do so the director of the Company has agreed to provide the necessary funding for the Company to continue in a limited operations scenario for the next 12 months, which would include the costs associated with maintaining reporting status with the Securities and Exchange Commission.

The failure to achieve the necessary levels of profitability or obtain the additional funding would be detrimental to the Company.

 

Note 11: Asset Purchase Agreement

On May 10, 2017, the Company closed an Asset Purchase Agreement (the "Agreement") signed February 10, 2017 with 3D Pioneer Systems Inc. ("3D"). Pursuant to the Agreement, once all terms of the agreement are met, Adaiah will acquire certain intellectual property, apps, other assets and related contractual rights held by 3D in exchange for 1 million shares of Adaiah's common stock and a cash payment of $30,000, along with an obligation to make three (3) additional payments of $30,000 every ninety (90) days following the closing. The payments are held in trust until all terms of the agreement are met. The assets of 3D include intellectual property for 3D printer development, a project for the development of a 3D printing platform and marketplace and the first app, of a series of children's apps, called Save Your Planet Kids.

Note 12: Subsequent Events

The Company has evaluated events subsequent to May 29,2018 to assess the need for potential recognition or disclosure in this report. Such events were evaluated through the date these financial statements were available to be issued. Based upon this evaluation, it was determined that other than the event disclosed above, no other subsequent events occurred that require recognition or disclosure in the financial statements.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled “Risk Factors” and the risks set out below, any of which may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Forward looking statements are made based on management’s beliefs, estimates and opinions on the date the statements are made and we undertake no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our financial statements are stated in United States dollars ($US) and are prepared in accordance with United States Generally Accepted Accounting Principles.

In this report, unless otherwise specified, all references to "common stock" refer to the common shares in our capital stock.

As used in this quarterly report, the terms "we", "us", "our", “Adaiah" and “Adaiah Distribution” mean Adaiah Distribution Inc., unless the context clearly requires otherwise.

Results of Operations

Our total assets at April 30, 2018 were $20,649, which was comprised of $1,035 cash in the bank and $19,614 (net) in furniture and equipment and a sewing shop. We currently anticipate that our legal and accounting fees over the next 12 months as a result of being a reporting company with the SEC, and will be approximately $10,000 per year.

We received the initial equity funding of $4,000 from our sole officer and director who purchased 4,000,000 shares of our common stock at $0.001 per share.

In January 2015, the Company issued 1,000,000 shares of common stock to 30 independent persons pursuant to the Registration Statement on Form S-1 for total cash proceeds of $40,000.

On November 29, 2015, the Company's board of directors elected by unanimous written consent to file Articles of Amendment to its Articles of Incorporation with the Nevada Secretary of State to (i) increase the Company's authorized number of shares of common stock from 75 million to 750 million, and (ii) increase the Company's total issued and outstanding shares of common stock by conducting a forward split of such shares at the rate of 25 shares for every one (1) share currently issued and outstanding (the "Forward Split"). On December 4, 2015, the Company filed such Articles of Amendment with the Nevada Secretary of State. The record date for the Forward Split is December 1, 2015.

On December 4, 2015, the Company filed an Issuer Company-Related Action Notification Form with FINRA requesting that the aforementioned Forward Split be effected in the market. Such notification form is being reviewed by FINRA.

10

On December 2, 2015, the Company by written consent of the Board of Directors approved the issuance to Mr. Nikolay Titov of 16,000,000 restricted shares of the Company's common stock in exchange for continued services as the sole member of the Board and the Company's sole executive officer. These shares are being issued subsequent to the stock split and increased the Company's total issued and outstanding shares following such stock split to 141 million shares.

On September 19, 2016, the Company filed Articles of Amendment to its Articles of Incorporation with the Nevada Secretary of State whereby it amended its Articles of Incorporation by (i) decreasing the Company’s authorized number of shares of common stock from 750 million to 750,000, and (ii) decreasing the Company’s total issued and outstanding shares of common stock by conducting a reverse split of such shares at the rate of one (1) share for every one thousand (1,000) share currently issued and outstanding, resulting in 141,000 shares being issued and outstanding.

On November 8, 2016 the Company’s request for the Reverse Split was approved by FINRA and effected in the market. The Company’s ticker symbol was also changed to “ADAD”.

On May 10, 2017, the Company closed an Asset Purchase Agreement (the "Agreement") signed February 10, 2017 with 3D Pioneer Systems Inc. ("3D"). Pursuant to the Agreement, once all terms of the agreement are met, Adaiah will acquire certain intellectual property, apps, other assets and related contractual rights held by 3D in exchange for 1 million shares of Adaiah's common stock and a cash payment of $30,000, along with an obligation to make three (3) additional payments of $30,000 every ninety (90) days following the closing. The payments are held in trust until all terms of the agreement are met. The assets of 3D include intellectual property for 3D printer development, a project for the development of a 3D printing platform and marketplace and the first app, of a series of children's apps, called Save Your Planet Kids.

Our revenue for the three months ended April 30, 2018 and 2017 was $10,206 and $6,939, respectively. Our cost of goods sold for the three months ended April 30, 2018 and 2017 was $7,945 and $6,008 resulting in a gross profit of $2,261 and $932, respectively. Our operating expenses for the three months ended April 30, 2018 and 2017 were $2,171 and $1,036, respectively. Our net income (loss) for the three months ended April 30, 2018 and 2017 was $90 and $(104), respectively.

Our revenue for the Six months ended April 30, 2018 and 2017 was $20,554 and $18,794, respectively. Our cost of goods sold for the six months ended April 30, 2018 and 2017 was $15,347 and $15,173 resulting in a gross profit of $5,208 and $3,622, respectively. Our operating expenses for the six months ended April 30, 2018 and 2017 were $4,634 and $4,049, respectively. We had a gain of $2 from interest income for the six months ended April 30, 2018. Our net income (loss) for the six months ended April 30, 2018 and 2017 was $575 and $(427), respectively.

Our revenue from inception (September 12, 2013) through April 30, 2018 was $299,839. Our cost of goods sold for the same period was $222,039 resulting in a gross profit of $77,800. Our operating expenses for the same period were $102,576, with interest income of $10, resulting in a net income (loss) of $(24,766).

As of April 30, 2018, there is a total of $1,415 in a loan payable that is owed by the company to its officer and director for expenses that he has paid on behalf of the company. The loan payable is interest free and payable on demand.

The following table provides selected financial data about our Company for the period from the date of incorporation through April 30, 2018. For detailed financial information, see the financial statements included in this report.

Balance Sheet Data:	4/30/2018
Cash	$	1,035
Total assets	$	20,649
Total liabilities	$	1,415
Stockholder’s equity	$	19,234

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Plan of Operation for the next 12 months

Because we were not able to raise sufficient capital to execute our full business plan, we are now engaged in discussions with third parties regarding alternative directions for the Company that could enhance shareholder value.

On May 10, 2017, the Company closed an Asset Purchase Agreement (the "Agreement") signed February 10, 2017 with 3D Pioneer Systems Inc. ("3D"). Pursuant to the Agreement, once all terms of the agreement are met, Adaiah will acquire certain intellectual property, apps, other assets and related contractual rights held by 3D in exchange for 1 million shares of Adaiah's common stock and a cash payment of $30,000, along with an obligation to make three (3) additional payments of $30,000 every ninety (90) days following the closing. The payments are held in trust until all terms of the agreement are met. The assets of 3D include intellectual property for 3D printer development, a project for the development of a 3D printing platform and marketplace and the first app, of a series of children's apps, called Save Your Planet Kids.

3D’s apps are designed to educate young children (starting at 2 years old) about the environment, natural resources and how to make decisions that are consistent with “green” or “save your plant” initiatives. These applications teach children to respect the planet in a fun and engaging manner, utilizing music, caricatures, numerous colors and graphic art. Utilization of the apps allows children to be creative as they paint pictures from the main application or freely from their own mind and fantasies. The apps also help children to learn to play music in a fun and interactive manner. The apps are currently available on smartphones operating on the Android platform.

Once the terms of the Agreement have been met the company will proceed with the business of 3D. If we do not have the revenues we require to operate for the next 12 months funds may be loaned to us by Mr. Titov, who has informally agreed to advance us funds, however, he has no formal commitment, arrangement or legal obligation to advance or loan funds to the company.

If we need additional cash and cannot raise it, we will either have to suspend operations until we do raise the cash or cease operations entirely.

Liquidity and Capital Resources

At April 30, 2018 the Company had $1,035 in cash and there were outstanding liabilities of $1,415. Our director has agreed, verbally, to continue to loan the company funds for operating expenses in a limited scenario, but he has no legal obligation to do so.

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.

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ITEM 4. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

Management maintains “disclosure controls and procedures,” as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

In connection with the preparation of this quarterly report on Form 10-Q, an evaluation was carried out by management, with the participation of the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of April 30, 2018.

Based on that evaluation, management concluded, as of the end of the period covered by this report, that our disclosure controls and procedures were effective in recording, processing, summarizing, and reporting information required to be disclosed, within the time periods specified in the Securities and Exchange Commission’s rules and forms.

Changes in Internal Controls over Financial Reporting

As of the end of the period covered by this report, there have been no changes in the internal controls over financial reporting during the quarter ended April 30, 2018, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting subsequent to the date of management’s last evaluation.

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PART II. OTHER INFORMATION

ITEM 6. EXHIBITS.

The following exhibits are included with this quarterly filing. Those marked with an asterisk and required to be filed hereunder, are incorporated by reference and can be found in their entirety in our Registration Statement on Form S-1, filed under SEC File Number 000-55369, at the SEC website at www.sec.gov:

Exhibit No.	Description
3.1	Articles of Incorporation*
3.2	Bylaws*
31.1	Sec. 302 Certification of Principal Executive Officer
31.2	Sec. 302 Certification of Principal Financial Officer
32.1	Sec. 906 Certification of Principal Executive Officer
32.2	Sec. 906 Certification of Principal Financial Officer
101	Interactive data files pursuant to Rule 405 of Regulation S-T

14

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.  

	Adaiah Distribution Inc. Registrant
Date: June 6, 2018	By:	/s/ Nikolay Titov
		Nikolay Titov
		(Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer & Sole Director)

15

EX-31.1

EXHIBIT 31.1

CERTIFICATION

I, Nikolay Titov, certify that:

1. I have reviewed this report on Form 10-Q.

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: June 6, 2018
By:	/s/ Nikolay Titov
	Nikolay Titov
	Chief Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATION

I, Nikolay Titov, certify that:

1. I have reviewed this report on Form 10.

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: June 6, 2018
By:	/s/ Nikolay Titov
	Nikolay Titov
	Chief Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Adaiah Distribution Inc. (the “Company”) on Form 10-Q for the period ending April 30, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Nikolay Titov, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:

(1)	The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

IN WITNESS WHEREOF, the undersigned has executed this certification as of the 6^th day of June, 2018.

By:	/s/ Nikolay Titov
	Nikolay Titov
	Chief Executive Officer

EX-32.2

EXHIBIT 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Adaiah Distribution Inc. (the “Company”) on Form 10-Q for the period ending April 30, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Nikolay Titov, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:

(3)	The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(4)	The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

IN WITNESS WHEREOF, the undersigned has executed this certification as of the 6^th day of June, 2018.

By:	/s/ Nikolay Titov
	Nikolay Titov
	Chief Financial Officer

XML

Document and Entity Information - shares	6 Months Ended
	Apr. 30, 2018	Jun. 06, 2018
Document And Entity Information
Entity Registrant Name	Adaiah Distribution Inc
Entity Central Index Key	0001593204
Document Type	10-Q
Document Period End Date	Apr. 30, 2018
Amendment Flag	false
Current Fiscal Year End Date	--10-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		141,000,000
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2018

XML

BALANCE SHEETS - USD ($)	Apr. 30, 2018	Oct. 31, 2017
CURRENT ASSETS
Cash	$ 1,035	$ 33
Inventory
TOTAL CURRENT ASSETS	1,035	33
FIXED ASSETS
Furniture & Equipment	8,000	8,000
Accumulated Depreciation - F&E	(2,785)	(2,571)
Sewing Shop	16,940	16,940
Accumulated Depreciation - Sewing Shop	(2,541)	(2,329)
TOTAL FIXED ASSETS	19,614	20,040
TOTAL ASSETS	20,649	20,073
Current Liabilities:
Accounts Payable
Product Paid - Pending Shipment
Deferred Tax Liability
Loan Payable - Related Party	1,415	1,415
TOTAL LIABILITIES	1,415	1,415
STOCKHOLDERS' EQUITY
Common stock: authorized 75,000,000; $0.001 par value; 141,000,000 shares issued and outstanding at April 30, 2018 and October 31, 2017	5,000	5,000
Additional Paid in Capital	39,000	39,000
Profit (loss) accumulated during the development stage	(24,766)	(25,342)
Total Stockholders' Equity	19,234	18,658
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 20,649	$ 20,073

XML

BALANCE SHEETS (Parenthetical) - $ / shares	Apr. 30, 2018	Oct. 31, 2017
STOCKHOLDERS' EQUITY
Common stock par value	$ 0.001	$ 0.001
Common stock shares authorized	75,000,000	75,000,000
Common stock shares issued	141,000,000	141,000,000
Common stock shares outstanding	141,000,000	141,000,000

XML

STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		6 Months Ended		56 Months Ended
	Apr. 30, 2018	Apr. 30, 2017	Apr. 30, 2018	Apr. 30, 2017	Apr. 30, 2018
Sales:
Merchandise Sales	$ 10,206	$ 6,939	$ 20,554	$ 18,794	$ 299,839
Total Income	10,206	6,939	20,554	18,794	299,839
Cost of Goods Sold:
Pillow Purchases	7,945	6,008	15,347	15,173	218,859
Sales Commission					3,180
Total Cost of Goods Sold	7,945	6,008	15,347	15,173	222,039
Gross Profit	2,261	932	5,208	3,622	77,800
Operating Expenses:
General and administrative	2,171	1,036	4,634	4,049	102,576
Total Expenses	2,171	1,036	4,634	4,049	102,576
Income Before Income Tax	90	(104)	574	(427)	(24,776)
Interest Income	1		2		10
Net Income for Period	$ 90	$ (104)	$ 575	$ (427)	$ (24,766)
Net gain (loss) per share:
Basic and diluted	$ 0.0006	$ (0.0007)	$ 0.0041	$ (0.0030)	$ (0.1756)
Weighted average number of shares outstanding:
Basic and diluted	141,000	141,000	141,000	141,000	141,000

XML

STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	6 Months Ended		56 Months Ended
	Apr. 30, 2018	Apr. 30, 2017	Apr. 30, 2018
Operating activities:
Net Income	$ 575	$ (427)	$ (24,766)
Changes in assets and liabilities:
Net cash used by operating activities	575	(427)	(24,766)
Financing activities:
Proceeds from issuance of common stock			44,000
Due to related party			1,415
Net cash provided by financing activities			45,415
Investing activities:
Furniture & Equipment			(8,000)
Increase (decrease) Accum Depr - F&E	214	214	2,785
Sewing Shop			(16,940)
Increase (decrease) in Accum Depr - Sewing Shop	212	212	2,541
Net cash provided by investing activities	426	426	(19,614)
Net increase in cash	1,001	(1)	1,035
Cash, beginning of period	33	315
Cash, end of period	1,035	314	1,035
Cash paid during the period
Taxes
Interest

XML

Organization and Basis of Presentation

6 Months Ended

Apr. 30, 2018

Notes to Financial Statements

Note 1 - Organization and Basis of Presentation

Adaiah Distribution, Inc. (the “Company”) is a for profit corporation established under the corporation laws in the State of Nevada, United States of America on September 12, 2013.

The Company is in the development phase of its custom pillow distribution business. As such, the Company is subject to all risks inherent to the establishment of a start-up business enterprise.

The accompanying unaudited interim financial statements of Adaiah Distribution, Inc. (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s Registration Statement on Form S-1 filed with the SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the fiscal year ended October 31, 2017 as reported on Form 10-K have been omitted.

Unless the context otherwise requires, all references to “Adaiah Distribution,” “we,” “us,” “our” or the “company” are to Adaiah Distribution, Inc.

XML

Significant Accounting Policies and Recent Accounting Pronouncements

6 Months Ended

Apr. 30, 2018

Notes to Financial Statements

Note 2 - Significant Accounting Policies and Recent Accounting Pronouncements

Use of Estimates and Assumptions

The preparation of financial statements in conformity with generally accepted accounting principles 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 period. Actual results could differ from those estimates.

Due to the limited level of operations, the Company has not had to make material assumptions or estimates.

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents.

Fair Value of Financial Instruments

ASC 825, “Disclosures about Fair Value of Financial Instruments”, requires disclosure of fair value information about financial instruments. ASC 820, “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of April 30, 2018.

The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accrued liabilities and notes payable. Fair values were assumed to approximate carrying values for these financial instruments since they are short term in nature and their carrying amounts approximate fair value.

Basic and Diluted Loss Per Share

The Company computes earnings (loss) per share in accordance with ASC 260-10-45 “Earnings per Share”, which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic earnings (loss) per share is computed by dividing net earnings (loss) available to common stockholders by the weighted average number of outstanding common shares during the period. Diluted earnings (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive earnings (loss) per share excludes all potential common shares if their effect is anti-dilutive. The Company has no potential dilutive instruments, and therefore, basic and diluted earnings (loss) per share are equal.

Revenue Recognition

The company follows the guidelines of ASC 605-15 for revenue recognition. Revenue is recognized when the product has been prepaid by the customer, shipped from either Adaiah Distribution or one of our vendors and the product has been delivered and signed for by the customer as evidenced by the shipping company. Customers are allowed to return the products within 30 days for a refund, if the packages are unopened.

Income Taxes

We use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. 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. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.

ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.

Recent Accounting Pronouncements

The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.

XML

Property and Equipment

6 Months Ended

Apr. 30, 2018

Notes to Financial Statements

Note 3 - Property and Equipment

Property and equipment consist of:

	April 30, 2018			October 31, 2017
Furniture & Equipment	$	8,000		$	8,000
Sewing Shop	$	16,940		$	16,940
Accumulated Depreciation	$	(5,326	)	$	(4,900	)
	$	19,614		$	20,040

Property, plant and equipment are stated at cost. The Company utilizes MACRS 200 DB HY – 7 years for furniture and fixture depreciation and ADS straight-line – 40 years for the sewing shop depreciation over the estimated useful lives of the assets.

XML

Concentrations

6 Months Ended

Apr. 30, 2018

Notes to Financial Statements

Note 4 - Concentrations

Initial sales are concentrated with one client. Sales are made without collateral and the credit-related losses are insignificant or non-existent. Accordingly, there is no provision made to include an allowance for doubtful accounts.

XML

Legal Matters

6 Months Ended

Apr. 30, 2018

Notes to Financial Statements

Note 5 - Legal Matters

The Company has no known legal issues pending.

XML

Debt

6 Months Ended

Apr. 30, 2018

Notes to Financial Statements

Note 6 - Debt

Nikolay Titov, the Director and President of the Company, has from time to time loaned the Company funds for operational costs. The amount, $1,415 at April 30, 2018, is being carried as a loan payable. The loan is non-interest bearing, unsecured and due upon demand.

XML

Capital Stock

6 Months Ended

Apr. 30, 2018

Notes to Financial Statements

Note 7 - Capital Stock

On October 28, 2013 the Company authorized 75,000,000 shares of commons stock with a par value of $0.001 per share.

On October 28, 2013 the Company issued 4,000,000 shares of common stock for a purchase price of $0.001 per share to its sole director. The Company received aggregate gross proceeds of $4,000.00.

In January 2015 a total of 1,000,000 shares were issued to a total of 30 shareholders for $.04 per share for total proceeds of $40,000. The shares were registered pursuant to a Registration Statement on Form S-1 as filed with the Securities and Exchange Commission that was declared effective on November 3, 2014.

On November 29, 2015, the Company's board of directors elected by unanimous written consent to file Articles of Amendment to its Articles of Incorporation with the Nevada Secretary of State to (i) increase the Company's authorized number of shares of common stock from 75 million to 750 million, and (ii) increase the Company's total issued and outstanding shares of common stock by conducting a forward split of such shares at the rate of 25 shares for every one (1) share currently issued and outstanding (the "Forward Split"). On December 4, 2015, the Company filed such Articles of Amendment with the Nevada Secretary of State. The record date for the Forward Split is December 1, 2015.

On December 4, 2015, the Company filed an Issuer Company-Related Action Notification Form with FINRA requesting that the aforementioned Forward Split be effected in the market. Such notification form is being reviewed by FINRA.

On December 2, 2015, the Company by written consent of the Board of Directors approved the issuance to Mr. Nikolay Titov of 16,000,000 restricted shares of the Company's common stock in exchange for continued services as the sole member of the Board and the Company's sole executive officer. These shares are being issued subsequent to the stock split and increased the Company's total issued and outstanding shares following such stock split to 141 million shares.

On September 19, 2016, the Company filed Articles of Amendment to its Articles of Incorporation with the Nevada Secretary of State whereby it amended its Articles of Incorporation by (i) decreasing the Company’s authorized number of shares of common stock from 750 million to 750,000, and (ii) decreasing the Company’s total issued and outstanding shares of common stock by conducting a reverse split of such shares at the rate of one (1) share for every one thousand (1,000) share currently issued and outstanding, resulting in 141,000 shares being issued and outstanding.

On November 8, 2016 the Company’s request for the Reverse Split was approved by FINRA and effected in the market. The Company’s ticker symbol was also changed to “ADAD”.

As of April 30, 2018 there were no outstanding stock options or warrants.

XML

Income Taxes

6 Months Ended

Apr. 30, 2018

Notes to Financial Statements

Note 8 - Income Taxes

The Company uses the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. 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.

The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.

ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.

Taxes previously deferred of $3,894 reduced the tax provision for the year ended October 31, 2016.

XML

Related Party Transactions

6 Months Ended

Apr. 30, 2018

Notes to Financial Statements

Note 9 - Related Party Transactions

The Company's sole officer and director is involved in other business activities and may in the future, become involved in other business opportunities as they become available.

The Company has a related party transaction involving a significant shareholder. The nature and details of the transaction are described in Note 6.

On December 2, 2015, the Company by written consent of the Board of Directors approved the issuance to Mr. Nikolay Titov of 16,000,000 restricted shares of the Company's common stock in exchange for continued services as the sole member of the Board and the Company's sole executive officer.

XML

Going Concern

6 Months Ended

Apr. 30, 2018

Notes to Financial Statements

Note 10 - Going Concern

The accompanying financial statements and notes have been prepared assuming that the Company will continue as a going concern for the one year from the date these financial statements were available to be issued.

The Company’s ability to continue as a going concern is dependent upon the Company’s ability to generate sufficient revenues to operate profitably or raise additional capital through debt financing and/or through sales of common stock. In the event the Company is not able to do so the director of the Company has agreed to provide the necessary funding for the Company to continue in a limited operations scenario for the next 12 months, which would include the costs associated with maintaining reporting status with the Securities and Exchange Commission.

The failure to achieve the necessary levels of profitability or obtain the additional funding would be detrimental to the Company.

XML

Asset Purchase Agreement

6 Months Ended

Apr. 30, 2018

Notes to Financial Statements

Note 11 - Asset Purchase Agreement

On May 10, 2017, the Company closed an Asset Purchase Agreement (the "Agreement") signed February 10, 2017 with 3D Pioneer Systems Inc. ("3D"). Pursuant to the Agreement, once all terms of the agreement are met, Adaiah will acquire certain intellectual property, apps, other assets and related contractual rights held by 3D in exchange for 1 million shares of Adaiah's common stock and a cash payment of $30,000, along with an obligation to make three (3) additional payments of $30,000 every ninety (90) days following the closing. The payments are held in trust until all terms of the agreement are met. The assets of 3D include intellectual property for 3D printer development, a project for the development of a 3D printing platform and marketplace and the first app, of a series of children's apps, called Save Your Planet Kids.

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Subsequent Events

6 Months Ended

Apr. 30, 2018

Notes to Financial Statements

Note 12 - Subsequent Events

The Company has evaluated events subsequent to May 29,2018 to assess the need for potential recognition or disclosure in this report. Such events were evaluated through the date these financial statements were available to be issued. Based upon this evaluation, it was determined that other than the event disclosed above, no other subsequent events occurred that require recognition or disclosure in the financial statements.

XML

Significant Accounting Policies and Recent Accounting Pronouncements (Policies)

6 Months Ended

Apr. 30, 2018

Significant Accounting Policies And Recent Accounting Pronouncements Policies

Use of Estimates and Assumptions

The preparation of financial statements in conformity with generally accepted accounting principles 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 period. Actual results could differ from those estimates.

Due to the limited level of operations, the Company has not had to make material assumptions or estimates.

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents.

Fair Value of Financial Instruments

ASC 825, “Disclosures about Fair Value of Financial Instruments”, requires disclosure of fair value information about financial instruments. ASC 820, “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of April 30, 2018.

The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accrued liabilities and notes payable. Fair values were assumed to approximate carrying values for these financial instruments since they are short term in nature and their carrying amounts approximate fair value.

Basic and Diluted Loss Per Share

The Company computes earnings (loss) per share in accordance with ASC 260-10-45 “Earnings per Share”, which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic earnings (loss) per share is computed by dividing net earnings (loss) available to common stockholders by the weighted average number of outstanding common shares during the period. Diluted earnings (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive earnings (loss) per share excludes all potential common shares if their effect is anti-dilutive. The Company has no potential dilutive instruments, and therefore, basic and diluted earnings (loss) per share are equal.

Revenue Recognition

The company follows the guidelines of ASC 605-15 for revenue recognition. Revenue is recognized when the product has been prepaid by the customer, shipped from either Adaiah Distribution or one of our vendors and the product has been delivered and signed for by the customer as evidenced by the shipping company. Customers are allowed to return the products within 30 days for a refund, if the packages are unopened.

Income Taxes

We use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. 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. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.

ASC Topic 740.10.30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740.10.40 provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. We have no material uncertain tax positions for any of the reporting periods presented.

Recent Accounting Pronouncements

The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.

XML

Property and Equipment (Tables)

6 Months Ended

Apr. 30, 2018

Property And Equipment Tables

Property and equipment

	April 30, 2018			October 31, 2017
Furniture & Equipment	$	8,000		$	8,000
Sewing Shop	$	16,940		$	16,940
Accumulated Depreciation	$	(5,326	)	$	(4,900	)
	$	19,614		$	20,040

XML

Organization and Basis of Presentation (Details Narrative)	6 Months Ended
	Apr. 30, 2018
Organization And Basis Of Presentation Details Narrative
State of incorporation	State of Nevada
Date of Incorporation	Sep. 12, 2013

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Property and Equipment (Details) - USD ($)	Apr. 30, 2018	Oct. 31, 2017
Accumulated Depreciation	$ (5,326)	$ (4,900)
Property, Plant and Equipment, Net	19,614	20,040
Furniture & Equipment [Member]
Property, Plant and Equipment, Gross	8,000	8,000
Sewing Shop [Member]
Property, Plant and Equipment, Gross	$ 16,940	$ 16,940

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Property and Equipment (Details Narrative)	6 Months Ended
	Apr. 30, 2018
Furniture & Equipment [Member]
Property, Plant and Equipment, Useful Life	7 years
Sewing Shop [Member]
Property, Plant and Equipment, Useful Life	40 years

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Debt (Details Narrative) - USD ($)	Apr. 30, 2018	Oct. 31, 2017
Loan Payable - Related Party	$ 1,415	$ 1,415
Director and President [Member]
Loan Payable - Related Party	$ 1,415

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Capital Stock (Details Narrative)

6 Months Ended

Apr. 30, 2018

USD ($)

Integer

$ / shares

shares

Oct. 31, 2017

$ / shares

shares

Common stock shares authorized

75,000,000

75,000,000

Common stock par value | $ / shares

$ 0.001

$ 0.001

Total issued and outstanding shares

141,000,000

141,000,000

On December 2, 2015 [Member] | Director [Member]

Common stock restricted shares issued

16,000,000

Total issued and outstanding shares

141,000,000

On October 28, 2013 [Member]

Common stock shares authorized

75,000,000

Common stock par value | $ / shares

$ 0.001

On October 28, 2013 [Member] | Director [Member]

Common Shares issued for cash at $0.001 per share, Shares

4,000,000

Common Shares issued for cash at $0.001 per share, Value | $

$ 4,000

Purchase price | $ / shares

$ 0.001

In January 2015 [Member] | Shareholders [Member]

Purchase price | $ / shares

$ 0.04

Common Shares issued for cash at $.04 per share, Shares

1,000,000

Common Shares issued for cash at $.04 per share, Value | $

$ 40,000

Number of shareholders | Integer

30

On November 29, 2015 [Member]

Amendment to Articles of Incorporation, Description

(i) increase the Company's authorized number of shares of common stock from 75 million to 750 million, and (ii) increase the Company's total issued and outstanding shares of common stock by conducting a forward split of such shares at the rate of 25 shares for every one (1) share currently issued and outstanding (the "Forward Split").

Common Shares issued: stock split

25 shares for every one (1) share

On September 19, 2016 [Member] | Director [Member]

Amendment to Articles of Incorporation, Description

i) decreasing the Company’s authorized number of shares of common stock from 750 million to 750,000, and (ii) decreasing the Company’s total issued and outstanding shares of common stock by conducting a reverse split of such shares at the rate of one (1) share for every one thousand (1,000) share currently issued and outstanding, resulting in 141,000 shares being issued and outstanding.

Common Shares issued: stock split

One (1) share for every one thousand (1,000) share

Total issued and outstanding shares

141,000

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Income Taxes (Details Narrative)	Oct. 31, 2016 USD ($)
Income Taxes Details Narrative
Deferred tax assets	$ 3,894

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Related Party Transactions (Details Narrative)	6 Months Ended
	Apr. 30, 2018 shares
Director [Member] | On December 2, 2015 [Member]
Common stock restricted shares issued	16,000,000

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Asset Purchase Agreement (Details Narrative)

3 Months Ended

May 10, 2017

3D Pioneer Systems Inc [Member]

Asset purchase agreement, description

Pursuant to the Agreement, once all terms of the agreement are met, Adaiah will acquire certain intellectual property, apps, other assets and related contractual rights held by 3D in exchange for 1 million shares of Adaiah’s common stock and a cash payment of $30,000, along with an obligation to make three (3) additional payments of $30,000 every ninety (90) days following the closing. The payments are held in trust until all terms of the agreement are met.